Disclaimer: Bleach is the property of Kubo Tite, though I'll admit I'm sometimes tempted to steal it from him.

Author's Note: This is an AU fic. It isn't something I'd normally write, but I had an idea and ran with it. Give it a try! Thanks to zigren and NeuroticNut for beta-ing.

By the way, some of you may remember me as simonthefish, but I actually hated that pen name, so now I'm caramine. Anyways, enjoy!

In Late Autumn

The chair isn't comfortable; it hasn't been for the past forty-five minutes, and Ulquiorra doubts that it will become comfortable at any time in the near future. He is starting to get impatient. He finished his book fifteen minutes ago and has been staring at the floor since then. He spares a glance or two at the pile of parenting magazines and Highlights on the table next to them, but doesn't touch them, having no desire for children and not being one himself. Nearby a young boy is playing with a ghastly yellow Tonka truck, complete with highly unrealistic sound effects. He wonders who the boy's parents are; there are two prime candidates sitting at angles to him, but neither appears particularly interested in his well-being. He is edging closer by the minute, and Ulquiorra resolves to kick him if he comes within range.

Of course, he wouldn't actually kick a stranger's child. That would be incredibly impolite, not to mention strictly against most people's moral code. Ulquiorra has no desire to raise a scene.

There are coughs and sneezes all around him; he purposefully avoids thinking about all the germs that must be flying through the air at this very second, just looking for a host to infect with their debilitating and irritating sickness. Instead, he forces himself to think about the thesis he is supposed to be writing on subatomic particles and their behavior during nuclear fusion. It's for his master's degree, something he can't possibly get his hands on too soon. He has grown more than weary of the institution; he is ready to be gone.

This small bit of rebelliousness in him is amusing, and he thinks that it must come from being around Grimmjow too much.

Inevitably, he is reminded that Grimmjow is the reason he is stuck here in this bland, unnatural waiting room, counting the flecks in the carpet and thinking about his thesis for the hundredth time today; Grimmjow, and his cold. He really should have been back by now, and Ulquiorra begins to imagine all the things which could be delaying him. He might have insulted the nurse, and she is making him wait for unnecessary lengths of time as punishment. Possibly, he has been thrown out of the building and is waiting—shivering—by Ulquiorra's car.

Maybe his cough is more than a cough after all—maybe right now they're explaining the causes and treatment of lung cancer, pointing to the bright spot on the X-ray, asking him how many cigarettes he smokes a day. Ulquiorra knows it's at least half a pack.

Ulquiorra's hands ball into involuntary fists on his knees, and he pushes these thoughts away as absurd; Grimmjow isn't even thirty yet—he's far too young to get lung cancer from smoking. Still, Ulquiorra can't help but feel a little bit nervous. Maybe it isn't lung cancer, but it could just as easily be something else.

He doesn't notice the woman who sits down next to him until she says, "Are you waiting for someone too?"

He looks at her, vaguely surprised, and says, "I'm sorry, are you talking to me?"

She smiles and nods. "That's right," she says. The lines on her face and gray hair suggest her age to be about sixty, maybe sixty-five. Her clothes look clean, if not particularly nice, and her large hemp purse is weather-beaten and old, half-folded on her lap. "I asked if you're waiting for someone," she says. "You've been sitting here for a long time."

"I am," he says.

She waits, as if expecting him to elaborate, but he says nothing. Instead, she smiles again and says, "I'm waiting for my husband. He has a bad knee, you know."

Inwardly Ulquiorra bemoans having encountered a chat, but to the woman he says, "You don't say."

The woman waits for him again. She finally gives in. "Who are you waiting for?" she asks.

Ulquiorra turns away and looks down at the floor. Things are awkward now, because he doesn't know what to say. He still doesn't know what to call Grimmjow, even after how long they've been together. "Lover" is probably the most accurate term, but it isn't the best thing to use with a complete stranger. "Boyfriend" is a little bit safer, but still not quite right, and it will probably make her uncomfortable anyways, so he settles for "My roommate," which is also technically the truth, if not the whole truth.

"Is that who you've been thinking about all this time?" she asks, and this time when he looks at her he is truly and honestly shocked.

"I'm sorry?"

She laughs; a trilling little thing that dances across the waiting room. "Nobody looks so sad unless they've got a good reason for it, sweetheart," she says. Ulquiorra cringes mentally at the nickname. "Tell me all about it. From the very beginning."

Now he is stuck in a position he most certainly does not want to be in—he doesn't think a compete stranger needs to know about his love life—but she pushes a little more and he gives in with the hope that she'll soon become disinterested or disgusted with his story.

So he tells her how he and Grimmjow met: both freshmen at the university, forced into sharing a dorm at the last minute. She doesn't seem surprised that he is talking about a man, which he is a little bit disappointed about. Their personalities had clashed from day one, and by the third week they hated each other with vehemence. Their arguments were infamous; Grimmjow was loud and violent, while Ulquiorra kept his cool and fought with honest observation and snide remarks. By second quarter, though, they had cooled off some, and by third they had learned to tolerate each other. When summer rolled around and neither of them had any desire to go home, they rented an apartment together, agreeing that it would be better to put up with each other for a while longer than risk a new, even worse roommate. They "got together" in the middle of their junior year, and had been that way ever since.

Ulquiorra feels embarrassed and disarmed, telling these things to a complete stranger. But it's the things he doesn't tell her that are the really important ones: how they shared their first kiss in an Arby's parking lot, or that it was raining at the time; Grimmjow's hand closing briefly around his at a friend's party; shopping for papers towels and toilet paper at Costco, buying everything in bulk; that Grimmjow is the only person he's ever had sex with; Grimmjow's cat, Pantera, who he only pretends to scold, and who sleeps at the foot of their bed every night; that he swears like a sailor; his fingernails, and how they're always ragged and dirty; the way he kisses Ulquiorra when he's least expecting it; the way his hands run up and down Ulquiorra's arms; the half carton of half & half he pours into his coffee every morning; that he's only quiet when he's hung over. Ulquiorra doesn't think the woman would understand most of these things, so he doesn't mention them.

"That isn't the whole story though, right?" she says, and Ulquiorra wonders if maybe she can read his mind. "You aren't sitting here brooding like that because you're happy."

"No," he says. "I am happy, mostly."

"Mostly?" She has a smile and a face that looks like it's known the entire world. Maybe it has; maybe that's why she isn't shocked or disgusted by him; maybe that's why she seems to understand things before they're said.

He gives her a cold, knowing look and says, "You aren't the person I need to have this conversation with."

She laughs. "No, I guess not. Here's my husband," she says, points to an elderly man tottering into the waiting room. "I'm sorry I couldn't be more help, dear." She pats Ulquiorra's hand and he has to force himself not to pull it away. "You talk to that boyfriend of yours, if you want to keep him."

Ulquiorra is relieved when she stands to take her husband's elbow. He doesn't like talking to her—he feels that she knows too much about him, and Ulquiorrais a very private person. The only other person who knows their story is Grimmjow, and Ulquiorra feels slightly ashamed to have leaked their secret.

He thinks about what she said, though, as he watches her pay the husband's co-pay—that he isn't happy. That isn't true, really, because he is. Being with Grimmjow makes him happy, or something very close to it. Grimmjow is the one who isn't happy, or so Ulquiorra believes.

From the very beginning, their relationship has been an open one—on Grimmjow's end, at least. He's always had a girlfriend or two hanging off his arm, and Ulquiorra has always pretended it doesn't matter.

It's been almost a month since Grimmjow cornered him in their tiny kitchen and told him he was done seeing other people.

Ulquiorra is glad, he has to admit; it's what he's wanted for four years now. Grimmjow can't stand it, though, and it hurts to watch him force himself for Ulquiorra's sake. Grimmjow is suffering, and Ulquiorra is suffering with him. Alone, he isn't enough to keep Grimmjow satisfied. At this rate, he never will be.

Finally, Grimmjow bursts out of the double-doors with his usual swagger, and slams a piece of paper down on the counter. The receptionist gives his blue hair a disapproving look as she tells him to take a seat and wait a minute. He slumps down into the chair next to Ulquiorra—the same one the woman had occupied not ten minutes earlier—and sighs as he sinks into it.

"How was it?" Ulquiorra asks, and Grimmjow says "Fucking ridiculous," his stuffed nose audible. He closes his eyes, leans his head back, pinches the bridge of his nose and tells Ulquiorra to wake him up when the receptionist calls his name.

Ulquiorra looks at him—his slicked-back hair, his Adam's apple, his overly-pronounced knuckles—then at the kid and his Tonka truck. He can't believe the kid is still here, but then again, he can't believe he is, either.

"Are you happy, Grimmjow?" he asks. He's never asked before and somehow it makes sense to do it now.

Grimmjow opens his eyes and straightens enough to make eye contact with Ulquiorra. "No," he says, "my head feels like there's a hive of goddamn bees nesting in it. What the hell are you talking about?"

"I don't mean right now," Ulquiorra says. "I mean as a whole. Are you happy with your life? Are you happy with us?"

The receptionist calls Grimmjow's name, and he gives Ulquiorra a look of uncertainty and annoyance as he gets up to pay his fees and grab his prescription. Ulquiorra stands and they walk out; neither of them speak until they're inside Ulquiorra's car.

"Alright," Grimmjow says. "I'll bite. What the fuck was that about?"

Ulquiorra puts the key in the ignition and lays his hand on the gearshift, but he doesn't start the car or put on his seatbelt. "It's about us. I'm asking if you're happy or not."

"Why—shouldn't I be?" Grimmjow asks.

"I'm asking if you are."

Grimmjow sniffs, sinks deeper into the seat and says, "Tell me why you think I'm not."

"I never said I didn't think-"

"Tell me," Grimmjow says, "why you think I'm not happy, and then I'll answer your question."

Ulquiorra turns and stares out the windshield at the arbor vitae bushes, most of them half-dead. He counts the cobwebs, and when he runs out of those, he counts bugs on the windshield. "You've been unhappy ever since you stopped seeing other people," he says.

Grimmjow laughs, and Ulquiorra is surprised and doesn't say anything. "You know," Grimmjow says, "for such a genius, you're pretty fucking dumb sometimes."

Ulquiorra turns away from him and Grimmjow laughs harder. "I'm trying to be sincere, Grimmjow," Ulquiorra says bitterly, and Grimmjow calms down.

"I know," he says. "I'm sorry." He puts his hand over Ulquiorra's, leans over and rests his head on Ulquiorra's shoulder.

"I fucking hated sleeping with other people," Grimmjow says, sounding exhausted and nasal.

"Why?" Ulquiorra asks. This isn't what he was expecting.

"Because it was all fake," Grimmjow says. "Pretending I wasn't gay, pretending I had a reputation to keep up, pretending I didn't need you. It was fucking stupid of me."

Ulquiorra refuses to look at him. His hand twitches under Grimmjow's. "You never told me," he says. He means it to be an accusation, and it sounds like one.

"How could I?" Grimmjow asks. "You thought you were suffering for my sake, or something. I couldn't admit I was lying to you."

"I don't want your pity, Grimmjow," Ulquiorra says. He tries to be cold and distant, like he is with everyone else, but it's different with Grimmjow. It's impossible.

"I know," Grimmjow says. He kisses Ulquiorra through the sleeve of his shirt, then says again, "I know. I fucked up."Ulquiorra thinks for a moment about whether he wants to forgive Grimmjow, but in the end whether he wants to or not isn't an issue; he'll forgive him either way. For some reason he can't say no to Grimmjow, no matter how hard he tries. For some reason he is addicted to the idiot sitting beside him. For some reason he is in love with this man whose head is resting on his shoulder, and whose lips are wrinkling his shirt.

His hand is on Grimmjow's cheek before he knows it, then in Grimmjow's hair, then his lips are on Grimmjow's lips and his other hand is off the gear shift and under Grimmjow's shirt.

Grimmjow is the one who breaks their kiss and says, "I have a cold, you moron."

"I don't get sick," Ulquiorra says.

Grimmjow says, "You will."

Ulquiorra sits back and sighs to himself, turns the key in the ignition and drives away. The road to their apartment is familiar: the Pizza Hut that the high school students hide behind to smoke pot; the strip mall with its Petsmart and Target; the family-owned bookstore, looking weather-beaten and sad; the dirty flower beds and dying grass; the one broken streetlight and the half-patched potholes. Ulquiorra has driven this street a million times, and it is both terrifying and soothing to know that some things can't change even if they'd like to.

He parks the car in the same spot he always does, and they climb the three flights of stairs in silence. The lock clicks reprovingly when Ulquiorra turns the key; the squeak of the door is scolding and cruel.

Inside, Grimmjow says, "I'm gonna go take a nap," and swaggers down the hall like a drunk man; Ulquiorra chalks it up to the combination of Dayquil and Aleve. He waits until Grimmjow swings the bedroom door shut behind him, then sits in the battered and lumpy armchair. It isn't the proper shape to support his usual posture, and there's no one around to see him but Grimmjow, anyways, so he lets himself sit back for once.

His joints are stiff from worry and lack of sleep. He stretches his fingers out away from him, feels the pop in his knuckles when he curls them into a fist, then stretches them again. For a moment he feels as if he has been tired his whole life. Grimmjow's Marlboros are staring at him from the coffee table, and Ulquiorra remembers that fleeting moment in the doctor's office when he had been so certain of Grimmjow's imminent death. The feeling returns without warning—ants crawling out of his chest and down his arms and sides and legs. He begins listing diseases in his head, each more unlikely and terrifying than the last. Pneumonia, cancer, heart disease, Huntington's, AIDs. Suddenly Ulquiorra is standing over a fresh grave as a coffin is lowered; Grimmjow is separated from him by wood and death.

His blood stills.

His eyes are locked on this invisible scene, his knuckles white from gripping the armrests, when he hears the patting of Grimmjow's feet on carpet and a nasal moan. "Couldn't sleep," Grimmjow says, and Ulquiorra is relieved despite himself.

"Why not?" he asks, and then Grimmjow's arms wrap around him from behind, forearms crossing on Ulquiorra's chest, chin on Ulquiorra's shoulder.

"You weren't there."

"Should I have been?" Ulquiorra's head falls against Grimmjow's. He looks sideways, but all he can see is the fringe of Grimmjow's electric hair. "You never answered my question."

Grimmjow's arms pull away, like the tide retreating from the shore, and he stands, walks to the couch and lays across it. "Ask me again," he says.

"Are you happy?" Ulquiorra asks, and this time it sounds dull and clichéd and he wishes he could take the whole thing back, from the second Grimmjow sat down next to him in that waiting room.

"No," Grimmjow says. He looks Ulquiorra straight in the eye as if daring him to make him stop. "Because there's no such thing as 'happy,'" he continues. "Not the way you mean it, at least. What brought this up, anyways?"

"Don't change the subject," Ulquiorra says.

"I'll change the subject if I fucking want to," Grimmjow snaps. Ulquiorra holds Grimmjow's gaze, but he doesn't answer.

"Look," Grimmjow says, and Ulquiorra remembers again that he's sick, and feels a little bit guilty for forcing this on him. "Life sucks, right? I mean, it just does. It's impossible to be 'happy' all the time." He sits up and looks away from Ulquiorra, like he's embarrassed to look at him. "But that's ok. We both have to deal with this shit, and we do it together. And I like it that way. You know?"

He seems to be faltering for words, but Ulquiorra doesn't have any of his own to offer as help. The room goes quiet, except for the moan of the couch springs when Grimmjow leans back.

Grimmjow sighs and snatches the pack of cigarettes from its place on the coffee table. He taps one out and holds it between his lips while he digs for his lighter in his jeans pocket. Ulquiorra watches the flame lick the end of the cigarette and remembers again the cancer which may or may not be growing in Grimmjow's chest, and the six feet of dirt which may or may not be burying him already.

His fears prickle in his fingertips; he says, "Quit smoking," and Grimmjow looks at him like he has been scolded for the first time in his life. He recovers, though, and takes a long, deep drag from the cigarette before he answers.

"And why the hell would I do that?" he asks; smoke and words drift together through his lips.

"They'll kill you," Ulquiorra says, and the fear isn't just in his fingertips any more, but in his arms and knotting in his shoulders and creeping up to his temples.

Grimmjow breathes through his cigarette again, then says, "Yeah, but not 'til I'm forty or so. Sounds about right to me."

"'About right?'" Ulquiorra repeats.

"Yeah," Grimmjow says. "I mean, who wants to be some old geezer? I don't want to be alone that long."

"Alone?" Ulquiorra is lost for words, and finds himself repeating Grimmjow's in the meantime.

The cigarette shrinks as Grimmjow taps it against the ash tray on the coffee table. Ulquiorra cannot help but feel sick to his stomach. "What do you mean, 'alone?'" he says.

Grimmjow falls back to his cigarette; he's stalling for time, and Ulquiorra knows it. How convenient, Ulquiorra thinks, as he watches Grimmjow take another step closer to his grave.

"You're going places, Ulquiorra," Grimmjow says through a cloud of blue smoke. "And I'm not. I'll probably be in the job I have right now for the rest of my life. I'm not going to hold you back like that forever."

"So you think I'm going to leave you? You think forty is an acceptable time to die? Why haven't you told me about any of this?"

"Because I knew you'd be like this," Grimmjow says.

Ulquiorra is quiet, but not because he has conceded; mentally, he sorts through Grimmjow's words and gathers evidence against them. He ignores the fears and uncertainties building their nests inside him.

"Say something," Grimmjow says; there is a lack of confidence in his voice which makes Ulquiorra wonder if he himself even knows what he is talking about.

"How do you expect me to reply?" Ulquiorra asks. "Do you want me to be sympathetic? Do you want me to give you my approval?" His words come across as biting and cruel, although his questions are honest; he doesn't know what Grimmjow expects from him, and he doesn't know what to expect from Grimmjow.

Grimmjow's cigarette is only half gone, but he grinds it into the ash tray and lights a new one, anyways. It's a wasteful thing to do, but it makes Ulquiorra relieved to look at the half-cigarette of tar that will never sink into Grimmjow's lungs. "I want you to tell me what you're thinking."

"I'm thinking a lot of things," Ulquiorra says.

"Goddammit, Ulquiorra!" Grimmjow slams his fist down on the coffee table, stands and stomps over to the kitchen. He leans his elbow on the counter and rubs at his forehead for a minute before he says anything else. "I don't get you! I don't understand anything you say or do. I can never tell what you're thinking. And then when I finally get up the courage to ask…" He leaves his sentence unfinished, as though he isn't quite sure what comes next. He leans against the counter and smokes his cigarette in bitter silence. It's been a while since Ulquiorra has seen him ticked off about something, and in a way he's glad to see it.

"I'm scared, damn it," Grimmjow says, a bit calmer. "Like a fuckin' girl or something. I can't ask you what you're thinking 'cause—well, I mean, what if it's something I don't want to hear? Sometimes I feel…" He pauses; they both watch the smoke curling off the cigarette, as if maybe it has all the answers. "Sometimes I feel like I don't even know you, Ulquiorra."

"What is there to know?" Ulquiorra asks. "What is it that you think you need to know that you don't already? I am more than happy to fill in the blanks, Grimmjow." He watches Grimmjow grow uncomfortable in his gaze, then look away.

"Everything," Grimmjow says. "I don't know… I don't know your favorite color, or your favorite song, or what kind of music you listen to, or if you even listen to music at all; I don't know your favorite book, your favorite movie; I've known you for almost eight years, we've been dating for four, and I've never met either of your parents or heard you say a word about them; I don't know where you bought your car or what year it was made in; I don't know if you voted or who you voted for; I don't know how many people you've slept with, how many of them were men, how many of them were women; I don't know if you like dogs or cats or goldfish."

Grimmjow grows more frantic which each item he lists. Most of them shock Ulquiorra—they are things he either didn't think Grimmjow cared about or thought he already knew. He is unsettled by the thought that perhaps Grimmjow doesn't know him as well as Ulquiorra thinks he does.

Grimmjow pauses, swallows and looks anywhere but at Ulquiorra. "I don't know how you feel about me," he says. "If you like me, if you hate me, if you think I'm annoying. If you love me." His voice has grown soft and distant, not at all like Ulquiorra is used to hearing from him, but when he speaks again the anger which comes so natural to him has returned.

"You never tell me anything, Ulquiorra. Am I just supposed to guess? Am I not supposed to care? Why won't you just talk to me?"

Ulquiorra feels numb. He cannot speak, can hardly breathe; his eyes focus on Grimmjow's hand, gripping the countertop, the knuckles white from the pressure.

"How do you think I feel about you?" he asks. He has to force the words out of his mouth, but they finally make it, quiet and strained.

"I don't know," Grimmjow says. "I want to think that you love me, but I just don't know. Sometimes it just seems like you hate me. It really does."

Ulquiorra waits to see if Grimmjow has anything more to say, and when he doesn't, says "I'm not going to leave you."


"I said, I'm not going to leave you," Ulquiorra says. "I'm not going to abandon you to further my career, or whatever it is that you think I plan to do." Ulquiorra looks at the floor; he feels naked, laid bare before Grimmjow. "So, quit smoking. I don't want to be alone, either."

Grimmjow slowly turns around, putting his back to Ulquiorra, leans against the counter, and takes one last drag on his cigarette. He flicks it into the sink, where it hisses in the dirty dishwater before going out. For a long moment neither of them moves, then Grimmjow slowly straightens, steps around the counter, and comes to a stop in front of Ulquiorra.

He twines his fingers in Ulquiorra's hair and angles his head upwards so he can kiss him. Grimmjow's mouth tastes like tobacco and his lips are chapped, but Ulquiorra doesn't notice. For some reason, it feels like he hasn't kissed Grimmjow in years. He is reminded of their first kiss—sudden, unexpected; his back pressed against someone's SUV; Grimmjow's hand around his wrist; raindrops sparkling in their hair and on Grimmjow's eyelashes; the smell of reconstituted roast beef and fake cheese. That had been an entirely different kind of kiss than this one, but both are important. Both are worth noting, and Ulquiorra takes care to make sure that both are well set in his memories.

"Thank you," Grimmjow says as their lips part, his hand against Ulquiorra's neck, his back bowed over the armchair.

"What for?" Ulquiorra asks.

"It doesn't matter," Grimmjow says, and Ulquiorra decides to believe him.

Grimmjow grins. "Don't blame me when you get sick, alright?"

Ulquiorra sighs. "I don't get sick," he says.