He wasn't sure of the time, or why he was still awake, but he continued to stare at the ceiling above his bed. The light from the moon outside cast pictures for him to spy but his mind wasn't focused on them. He had seen them one to many times, known them and watched them dance across the white stone ceiling for countless nights. He knew that dance well. With his arms spread wide and his legs slightly bent he turned his head to the side and sighed. Another night full of listlessness, full of half formed thoughts that he could never grasp, flinging him into useless frustration. He closed his eyes and begged sleep to come, wished and almost prayed for the lethargic feel to settle over his bones so that he could, for once, sleep unhindered. With another sigh his eyes shot open and he rolled his head to face the figures on his ceiling. Why, why was every night like this?

Slowly he brought his arm up in front of his face and spread his fingers wide, his pale palm glinting in the light. His skin was cold and dry, soft to the touch and yet refused to touch. He kept himself from so much, denied himself everything that reminded him of his once human life. It didn't matter anymore, shouldn't matter at all but it did. At times like these when he was left to his own, left with only those half formed thoughts he could feel them trying to steal inside his body and take him over. A thought struck him suddenly and with such intensity he gasped. What would it feel like to touch someone? To simply reach out and settle his fingers on their skin. Nothing more. Just a touch. The thought caught him so off guard that he sat up and let his hand fall back to the bed.

Was there any reason at all why he shouldn't? He was still a man, he still felt even though he did his best at hiding it. Why should he always do so? His legs swung over the side of the bed without him thinking anything of it and he stood up, intent on something, he knew not what, and he was out the door before he could stop himself. Where would he go? What would he do when he got there? He wondered. His feet seemed not to mind his lack of destination as they led him down the hall and further away from the room that held no peace for him. His bare feet made almost no sound on the stone floor and he could feel the cold seep into him with each step. He was walking too fast for having no destination but he couldn't seem to slow himself. As he rounded another corner he almost collided with another late night stroller.

"What the fuck 're you doing up?" A gruff voice asked and he looked up into the azure eyes of the Sexta Espada.

"That is of no concern of yours." He replied as he was supposed to.

"Whatever." A large hand rose to finger through teal hair and he started to skirt around the smaller form of the Cuatro Espada.

With a sigh Ulquiorra elaborated. "I could not sleep."

Grimmjow stopped and turned a frown on him as if he was confused by the comment. "I guess I'm not the only one then."

They stood there in silence, neither one comfortable but neither one wanting to be the first one to walk away. His green eyes wide with wonder his hand rose and settled on the shoulder of the larger man. Grimmjow raised his eyebrows, the shock on his face almost comical as he looked down at Ulquiorra in question.

"What the hell?"

Ulquiorra frowned and shook his head. It seemed that he had no control over his limbs anymore and it confused him. His hand tightened on the shoulder before it fell back to his side and he turned those unsettling green eyes back down the hall. Though his skin had made contact with only fabric it still tingled slightly running up his arm making him want to shiver.

"You sure are acting strange Ulquiorra." Grimmjow's frown deepened.

"I feel strange." He replied in an almost whisper.

"Maybe you should just go kill something."

It was his answer to everything; kill, maim, torture. It normally would not have mattered, either the comment or the idea, but Ulquiorra felt his body quicken at the thought. He turned slowly to look up at Grimmjow, his eyes wide and his breath thick.

"Yes, that would work."

Before he could react Ulquiorra grabbed Grimmjow by the front of his jacket and slammed him into the wall on the far side of the hall. Grimmjow growled at him and threw out his arms in an attempt to unlatch the hands fisted in his clothing.

"What the fuck! What the hell's gotten into you?"

"I finally take your advice and you throw a tantrum. My, my Grimmjow, what a child we are." A small smirk played at the corner of his lips and that alone made Grimmjow nervous.

"Fine I take it back then. Just let the fuck go of me and get lost."

"I'm afraid I can't do that Grimmjow. You see you have already planted the seed in my sleep deprived mind and it has taken root. You suggest I kill something. I choose you."

"The fuck you will!" Grimmjow placed both hands on Ulquiorra's bare chest and pushed as hard as he could, the cloth of his jacket slipping from the other's hands.

Ulquiorra trembled and let his chin fall the his chest. What was wrong with him? Grimmjow voiced his silent question.

"I… I am not well." Ulquiorra stuttered uncharacteristically and swayed on his feet.

"Shit." Grimmjow said, sneering as he reached out to hold the smaller man up.

He should have just let him fall, left him there in the hall for someone else to deal with, but for some reason he lifted him and carried him back to his room. He kicked the door shut behind him and began the short walk to the bed at the far side of the room. He was halfway there when a pair of silky ice cold arms snaked their way up his chest and around his neck, tangling in the hair at his nape. He stilled, his eyes going wide as he looked down at the still shaking form in his arms. What the hell was wrong with him, he thought again? Ulquiorra leaned closer to him, his intent unclear until his teeth sank into the hard flesh of his pectoral muscle.

"Ow, shit!" Grimmjow let go of the smaller man but the arms around him kept him close so that the biting continued.

He tore his mouth away, small rivulets of blood dribbling down his chin as he looked up into the azure eyes once more. He licked his lips and tightened his grip on Grimmjow's hair. He stiffened as Ulquiorra pulled his head down and the surprisingly warm breath wafted across his face. He pressed his chest against the taller man's, feeling the heat of him as Grimmjow sucked in a shocked gasp at the iciness. Wild green eyes sought his and Grimmjow stilled once more, his own eyes growing wide with shock. Ulquiorra sighed and placed his lips on Grimmjow's chin lightly leaving a bloody kiss mark behind. He closed his eyes and rubbed his cheek against Grimmjow's, his shaking growing more violent the more skin he came into contact with. He didn't understand what was going on with him, but he couldn't stop himself.

His lips ghosted the larger man's, rubbing ever so slightly until he felt him relax a little. In a flash he crushed his lips against his, his teeth nipping harshly. More, he needed more. It seemed as if with every touch of flesh on flesh his body screamed for and demanded more. Turning he threw a shocked Grimmjow on the bed and jumped on him, straddling his hips and grabbing his wrists in his hands, holding them above his head.

"Knock it off asshole!" Grimmjow yelled, bucking his hips and trying to lift himself off the bed.

Ulquiorra only tightened his grip and leaned forward to bite the other side of his chest. The larger man fought him in vain, Ulquiorra's strength overwhelming in his present condition. The taste of Grimmjow's blood was intoxicating, making his head spin faster than the touching alone had done. One thought, one word rotated in his mind: More, he needed more. He continued his assault on the chest below him as Grimmjow shouted curses at him and struggled to get free. With one hand still holding the wrists tightly, Ulquiorra reached down and grabbed Grimmjow's half hard cock. Grimmjow bucked again, shouting expletives louder than before. He would be damned if he let on how much this excited him, but his body was betraying him. The Cuatro Espada continued to lower himself, finally reaching the belt of Grimmjow's hakama and ripping at the fabric with his teeth until it was loose enough for him to pull away. More. He stopped then, appreciating the sight before him and felt his own skin begin to warm. He sighed and lowered himself once again, sinking his teeth into the sharp hipbone of the Sexta Espada and letting his eyes flutter closed at the taste.

"Fuck." Grimmjow bucked again and the teeth sliced through his skin.

Ulquiorra growled as he caught sight of the now fully engorged manhood before him and licked his lips. Was this what he needed? Would that make this incomprehensible need go away? He leaned forward and flicked his tongue over the sensitive skin, tasting the precum before taking the head into his mouth. Grimmjow groaned and rolled his hips, the shock of being handled in such a way being overwhelmed by the sensation of warm wet flesh wrapping itself around his arousal.

The hand that had been gripping Grimmjow's writs let go to dig sharp nails into the skin of his abdomen and he sucked in a breath through his teeth. Ulquiorra pulled away with an audible pop and ripped off his own hakama, grabbing Grimmjow's legs by the knees and holing them up and apart while positioning himself to take the larger man.

"No, wait!" Grimmjow said, a slight bit of panic in his voice as he saw the others intent.

Ulquiorra didn't heed him, instead slamming his own steel hard cock inside the other's tight puckered opening with such force that the other man nearly screamed. He threw his head back and groaned louder than any curse that had come from Grimmjow and began to pound into him, the blood he had caused him to shed adding lubricant for him to slide in and out without effort. This was it, this is what he had been seeking, what his body had been craving for so long. This feeling of sensation and domination wrapped up together to form this perfect passion. When his body cried out for more he grinned and gave it what it needed.

He placed one hand in the middle of Grimmjow's chest to hold him down and fucked the larger man as hard as he could, the sounds coming from the both of them nothing that either would have expected. Grimmjow reached for his own cock, pumping it in rhythm with the hard, deep thrusts he was being dealt. Ulquiorra felt his skin light, the fire now seeping out his pores and he rammed his cock into Grimmjow with so much force he would have been surprised there wasn't more blood if he were able to form cognitive thoughts. His breathing was ragged and sweat dripped from his alabaster skin, a rosy blush staining his chest and cheeks. He bit his lip and let his eyes fall closed, drowning in the friction his actions were causing. A few more powerful thrusts and he heard Grimmjow shout out his release, spilling himself over his own belly. The contractions of his orgasm caused a sympathetic reaction from the smaller man and Ulquiorra gave one last thrust before shuddering and collapsing on Grimmjow's chest, all consciousness having left him.

Grimmjow panted, trying to recapture his breath and looked down at his supposed superior. To his great surprise the man was passed out cold, his body now burning hot and covered in sweat, his breathing still ragged. Grimmjow smirked and rolled him off him, looking around for his clothing and getting dressed as quickly as he could. His ass hurt and so did his pride, but he had to admit that it had been a thrill. He looked down at the sleeping form on the bed and shook his head before throwing the covers over the limp body. When he shut the door behind him he heaved a great sigh, resolving to pacing his bedroom instead of the halls the next time he was restless. Back inside the bedroom a sleeping Ulquiorra smiled and nuzzled his pillow with a sigh. At last, sleep.

A/N So I edited this one a bit, hopefully made it a little better, and decided to add another chapter or two to it. I had some ideas I wanted to throw in that I hope everyone likes. thanks for reading and reviews let me know you like it. :D:D