Title: Turnabout
Fandom: Bleach
Rating: T
Bleach and all associated characters, settings, concepts, etc. within this story do not belong to me.
Warnings: Say hello to the plot, everyone! Well, once you're done. There's a quite a bit of exposition in there before it gets started…

Please read and review!


Lilynette didn't exactly ignore her wolf's immediate negative reaction to becoming a shinigami, but her enthusiasm was boundless enough to override any misgivings; according to Mitsu, the Academy would be the best thing ever. She'd have friends, food, clothes, money…everything she'd ever wanted! And she'd learn to use a sword!

Honestly, she didn't know why the wolf was so upset; even when she calmed down and asked, his answers were vague and he was more interested in gazing off into the distance with a foreboding expression than in explaining anything to her. Being the oh-so-patient person she was, Lilynette informed him exactly what she thought of his attitude and turned her attention back to Mitsu and the road to Seireitei, pestering her traveling companion during the day and her live-in partner during the night.

And the things she learned…

Shinigami were like the samurai and knights of fairy tales, heroes that protected the helpless souls of Rukongai and humans from monsters called hollows and led humans to Soul Society after they died. They lived in a brilliant white city at the edge of District 1 where commoners and nobles rubbed shoulders as equals and anyone with the ability to become a shinigami was treated with respect. As if that wasn't cool enough, each shinigami got a sword called a zanpakuto in the academy which could transform and kill a hollow with a single strike!

Lilynette knew enough about the world to be skeptical about the as-of-yet unfounded promises, but it was difficult not to be enthusiastic when Mitsu spun such amazing stories about her time at the academy and the people and places she had seen – as a fifteenth seat of the seventh division, she really got around! (Lilynette was still trying to understand the concepts of 'divisions' and 'ranks', but she was pretty sure that was powerful.) Before long, the girl was absolutely smitten with the idea of becoming a shinigami and positive this was the best opportunity ever.

Now if she could just ignore the swirling pit of dread emanating from her inner world…

Starrk had no idea how everything had suddenly gone so wrong. Lilynette was happy in Rukongai, wasn't she? She had everything she'd ever wanted as a hollow and then some- what could the shinigami possibly provide that couldn't be found anywhere else? As a hollow, he might have taken the risk in order to make friends if there was no other option, but as a soul Lilynette was constantly surrounded by potential friends.

And the worst part was that he didn't have a good reason to be so upset.

Lilynette wasn't a hollow anymore – she was just another resident of Rukongai with moderately high spirit energy. The female shinigami's first instinct wasn't to 'attack the suspicious hollow', it was to 'help the starving child' and there was no reason to believe the other shinigami would act any different. It was possible that Lilynette could go to Seireitei, pass through the Academy, and become a productive member of the afterlife killing hollows and protecting souls. More that possible – it was probable.

The thought made something twist deep in Starrk's chest. Maybe if he had lost his memories, or if he'd only remembered up until the shinigami took over Las Noches, things would be different. As it was, however, the thought of those black clothes and sharp swords summoned memories of death and horror. Every time Lilynette tried to get him on board, all he could remember was the sight of her lifeblood painting the sand red and the satisfaction their killer had felt for his deed. And he was pretty sure any other shinigami, whether in Hueco Mundo or Soul Society, would have felt the same. For better or worse, he knew that there was something rotten in Seireitei and that those pretty stories Mitsu spun for Lilynette were just a mask for something dark and implacable.

But it didn't matter. He wasn't in the driver's seat anymore – this was Lilynette's life and she was going to make her own choices. Starrk was reduced to pacing in the back of her mind's Menos Forest, wearing trails in the stone floor with his massive paws. Unable to sleep in close proximity to a shinigami, even one as weak as Mitsu, he lost himself in his wanderings and dark musings, preparing in his own way for their arrival at the home of every hollow's worst enemy. He'd been content with his new lot in life in Rukongai, but now he felt helpless and worried that he wouldn't be able to help if the shinigami attacked his younger half.

When they arrived at the glistening white city, he was grudgingly impressed by the sheer scale and beauty of the sight. He paused his pacing and sent a pulse of reassurance to Lilynette at the sensation of her awe and sudden feeling of insignificance.


The academy was both better and worse than Starrk expected. Subconsciously, he'd expected the shinigami to somehow know about the former arrancar and be prepared to deal with Lilynette as they would a hollow, but that proved immediately unjustified. As far as they knew, Lilynette was a viable candidate for enrollment, no more and no less, and they treated her as they would any other student. She was swiftly tested for spiritual power, accepted, assigned to housing, enrolled, and assigned a rigid schedule. It was actually reassuring how quickly Lilynette faded into insignificance amongst the masses of academy students.

Well, for Starrk. Lilynette, who had been expecting something amazing, quickly soured and became progressively grumpier as she realized just how much work she'd signed herself up for.

As time passed, Starrk managed to calm down and see beyond his instinctive wariness. He didn't think he'd ever be able to truly relax around the shinigami, but sooner or later he was going to have to face the fact that they were no longer hollows and he needed to learn how to act like it. It helped that the shinigami showed no sign of being worthy of his wariness; in his previous form, he could have flattened the entire university and the weaklings within with barely a drop of power. The captains he'd been worried about were completely separated from the students (save for occasional seminars or demonstrations) and they were negligent in sensing for threats among souls they considered too weak to be of notice.

However, even after regaining his composure, Starrk found it difficult to sleep. Lilynette shared her dormitory room with two other girls (to her irritation), with another sixty or so in the building, and the combination of their weakness (he'd killed stronger creatures by breathing on them) and their budding shinigami reiatsu unsettled him. He'd lost control in his sleep before, and the results were never pretty.

Instead, he wandered the false Menos Forest, exploring without much enthusiasm and learning the nooks and crannies of his new home. It was surprisingly complex; the labyrinth had many more tricks and turns on the floor than the real Forest, and once he started exploring the upper branches of the trees, he found that there were strange weak spots in the energy. Most were barely detectable, but some were very nearly holes; and when he reached the top and the blue light that inevitably followed his paws illuminated the ceiling above the pillars, he found rents and cracks spider webbing from the places where, in reality, the trees would protrude out to the desert. For some reason, the sight gave him a sense of foreboding and, suspicious of what it could mean, he sought out the only true landmark he remembered of his time in the true forest: the hole he'd dug through the ceiling to escape.

What he found was a jagged fissure in the ceiling. His blue light flickered around the edges but there were no cracks or fractures, just an unbroken outline defining the edges of a portal. A glimpse inside revealed no apparent exit – just an endless inverted abyss. For a long time, he stared and considered but there was no possible way its existence could mean anything good; this part of Lilynette's mind followed too closely what reality had once been and he had no desire to force that on her again. He made a mental note of the weak points in the fabric of her mind and purposely steered her away when she visited.

He also spent a lot of time eavesdropping on Lilynette's life. It was simple and she didn't mind; in fact, she demanded it when she thought he could help her with various classes. The initial goal was to keep a close eye on the situation and be prepared to protect her if anything went wrong, but he found himself listening in on her lessons and absorbing the information far more readily than his younger counterpart. Lilynette preferred the more physical aspects of shinigami training, such as swordsmanship and endurance exercises, but Starrk found the concepts of kido and the philosophy of battle tactics fascinating. As a hollow, it had been millennia since he'd learned anything new and his mind soaked up the stimulation like a sponge.


Lilynette was well into her second month when she received her first lecture on zanpakuto.

Wearing a new, too-big uniform and bearing a set of used textbooks, Lilynette slumped in the back of the lecture hall between two other first year students, scowl a permanent feature on her face. The shinigami academy was okay…not boring, at least, but she hadn't thought there would be so much school. She wanted adventure! Sword fights! Monsters!

Instead, she got classes and homework.

In the back of her mind, the wolf yawned and scratched idly at his ear with a hind paw.

If you don't want to be here, then why did you come?

They'd mastered the art of mind-speech since his first appearance so she was easily able to shoot her response back without changing her expression or making a noise in the physical world.

'Cause I have to in order to pass. And I have to pass in order to become a shinigami.


Don't. Start.

It was an old argument, and thankfully one he was willing to ignore most of the time. Before she could start a new topic, the instructor arrived in a whirl of hell-butterfly messengers, with graded assignments and lesson plans falling from the giant stack of papers in her arms in a chaotic tumble. Lilynette liked the scatter-brained Koto-sensei, even if she found the subject of 'Basic Theoretical Tactics' boring, and smirked when the older shinigami unceremoniously plopped her burden on the desk and shooed the butterflies away.

"Good morning class. I am pleased to inform you that we have a surprise guest speaker today who has agreed to take a few minutes out of her busy schedule to introduce us to the topic that we will be covering over the next four weeks: zanpakuto."

Lilynette sat up, suddenly paying attention, and felt the wolf flip an ear back in mild interest. So far, she'd only been allowed to train with a wooden practice sword, but she was itching to get her hands on a real blade.

"Everyone, please welcome Lieutenant Nanao Ise of the eighth division." The instructor stepped back and her guest walked into the room.

Amidst the polite, awed murmur of greeting from the class, Lilynette eyed the powerful woman with interest. She didn't look like much; typical uniform, dark hair, clipboard, glasses, severe expression; but there was a sense of power and an aura of confidence that set her apart from every shinigami she'd met so far.

The wolf grumbled lowly, attention immediately absolutely focused on the front of the classroom.

What's wrong with you? Lilynette poked at him half-heartedly.

Nothing. Shut up, I'm listening.

YOU shut up!

But she went silent as Lieutenant Ise began to speak.

The next hour was a whirlwind of new information. Ise-fukutaicho only stayed for the first five minutes, but she impressed upon all of them the importance of seeing their zanpakuto as beings in their own right, not just weapons, and that successful shinigami had good relationships with their zanpakuto. From there, Koto-sensei took over and explained to them the fundamentals of sword spirits, inner worlds, asauchi, and shikai. Until now, the new students had not known zanpakuto even contained spirits, or that those spirits were a part of the bearer's soul and that concept alone was overwhelming. To think about how much power was needed to master even an asauchi, then to take that to the next level and consider actually meeting their zanapakuto and attaining shikai was just too much.


The wolf hm'd thoughtfully.

So, you're in my mind, right? Do I have a sword spirit?

I haven't met anyone else.

She got the impression of a shrug.

But…it'll be a while before it shows up, right? It won't be…well…it'll be a part of me so it won't be like someone else inside of me, will it?

He frowned.

I don't think so. In fact…



That wasn't nothing! What is it?

I don't know yet. I'll let you know when I figure it out.

Okay…? Weirdo.

Lilynette spent the rest of her classes that day imagining what her zanpakuto spirit would look like, and how powerful her shikai would be when she eventually unlocked it. The wolf featured prominently in her fantasies, usually laying off to the side and watching her train and sometimes giving pointers to her and her zanpakuto- just being himself, basically.

She couldn't wait until she was powerful enough to make her dreams a reality.


Starrk knew Lilynette hadn't put the pieces together yet, or even realized there were pieces. If she was anyone else, with any other past life, she would be correct – no normal soul of her age or ability would be capable of producing or sustaining a spirit of the sort Koto-sensei described. But thanks to Starrk, she wasn't normal, and he was pretty sure that he counted as Lilynette's zanapakuto.

Which begged a few important questions; was the whole 'double soul' condition normal for shinigami? Was it exclusive to shinigami? And how on Earth had he and Lilynette split while they were hollows?

The more he thought about the topic, the more confused and interested he became. Over the next couple of months, he listened avidly during Lilynette's lessons and began to understand the shinigami perspective on his current situation in far more detail. Unlike his younger half who focused solely on learning how to awaken her zanpakuto, he delved into information on how zanpakuto work, their expected abilities, types of manifestation, the place of sword spirits in shinigami society, and other (according to Lilynette) 'boring shit'.

There was an abundance of information and he quickly learned the normal way things were supposed to go:

1. After passing a series of classes and tests, students were given a 'blank' sword called an asauchi
2. Over the next several years, they trained to increase their power levels so their sword spirit would be able to form.
3. Once their instructors decided they were ready, the students were trained in meditation and mental exercises to help them access their inner worlds to meet their zanpakuto spirit.
4. They would train with their zanpakuto spirit to become in sync enough to 'awaken' the blade
5. Once they were in sync, the spirit would tell its wielder its name/ the name of the sword and the student would unlock shikai, a primary energy release state not unlike a basic cero.
6. Most students would graduate around this point, but the process of learning the abilities of a sword could take decades or centuries.
7. Occasionally, a shinigami would be strong enough in mind and ability to manifest and completely subjugate their blade and unlock a second, far more powerful release state called bankai.

The timeline was vague and could halt at any point, depending on the innate power of the shinigami, but it almost always happened in that order. There were a few exceptions, but those were rare and confined to captain-class prodigies. Even then, the zanpakuto typically appeared in spectral form, called through dreams, or manifested in abilities for the shinigami. There was not a single mention of anything like Starrk's awakening; according to the shinigami, Lilynette should have been the one to fire an energy beam at the bandit and Starrk should have been either confined within her head or nothing more than a spectral ghost only she could see. Full manifestation was a part of the very last stage, reserved for only the highest of captains.

This information led Starrk to a few important conclusions: (1) he and Lilynette were not normal, had never been normal, and never would be normal, (2) he was the closest thing she had to a zanpakuto even though their power dynamics were all wrong, and (3) if he learned to manifest as a zanpakuto, he'd be able to protect Lilynette far better than he could while stuck inside her head.

Given purpose, he put his long sleepless hours to better use than pointless wandering and began to train, using everything he knew of energy manipulation and everything he learned of kido and shinigami tactics to draw out his abilities. It was surprising how much his experience as a hollow was applicable; energy manipulation was energy manipulation, regardless of the species. With his history, basic reiatsu mastery was simple – he'd been unconsciously implementing it ever since his awakening. More complicated universal techniques were a mild, interesting challenge since the structure of his reiatsu had completely changed, but once he got the gist of his new body's energy flow, he was able to manipulate it just as he had as an arrancar and create kido attacks that were roughly similar to a cero or bala, and he could even recreate some of the more complicated attacks he'd used in Hueco Mundo. He tried to convince Lilynette to study more on kido so he could expand his range of attacks, but she balked at the thought of extra work and refused so vocally that he rolled his eyes and gave up.

Something else he found during his experimentation was that his wolf-body was just a representation of his form and easily influenced – he could be whatever size he needed and even push himself into a semblance of his arrancar body if necessary (no hollow hole or mask and a few wolf-features, but the opposable thumbs and bipedal posture were the important parts). He could also, to his surprise, both manifest and become a sword, although the exact form didn't seem to be set. His preference was for a straight-bladed katana, but more often than not he found it automatically becoming a wickedly hooked scimitar. His only major failure was in manifestation - he simply could not seem to create a physical body outside of Lilynette's mind. The closest he managed was a spectral form similar to his first appearance; a wolf-shaped dark shadow outlined with blue energy. If he made himself smaller, the darkness gained some definition, but not enough to be mistaken for a corporeal being.

During his experimentation, he also paid a lot of attention to the more political and social aspects of zanpakuto spirits and found himself confused. Most of the powerful shinigami, such as Ise-fukutaicho, stressed how important it was to get along with your sword and treat the spirit as you would a person, while the lesser shinigami (including most of Lilynette's instructors), scoffed and dismissed the concept, focusing instead on swordsmanship and using the blade regardless of what the spirit wanted. The general consensus at the academy seemed to be that zanpakuto spirits were totally subordinate to their shinigami and that the swords they resided in were objects to be owned and treated like…well, objects.

Starrk might have been annoyed with this prejudice, but Lilynette showed no sign of buying into it. By this point it had been a few weeks since she first learned about zanpakuto and she was beginning to suspect his presence in her inner world. She probably thought she was being discrete with her probing questions and sidelong glances, but she really, really wasn't.

He was just considering telling her 'yes, I am your zanpakuto' to curb her questions when Muramasa arrived.

The first time Starrk heard the Call, it was barely a tremble on the edge of his awareness – a slight disturbance of reiatsu not even worth noticing. (Later, he would learn this was Muramasa tempting Suzumebachi away from Soifon, just barely within sensing range of the rogue sword.)

The next time, it was a whisper on the wind, a murmur without words that somehow left him dissatisfied, staring out at nothing with a troubled expression and the certainty he'd forgotten something important.

He started to notice things about his current state of being and that of the other zanpakuto. The empty corridors of Lilynette's mind began to press in on him as the loneliness he'd buried with his death rose to the surface. Suddenly, he felt caged and dismissed by Lilynette, questions he'd never wanted to ask plaguing his mind:

Why was he here, with these shinigami he'd always hated?
Why didn't Lilynette ever listen to him?
Was he content to spend the rest of this new life, his only chance for happiness, trapped in her mind?
Why was he working like a slave to protect someone who didn't even know who he was?
Why was he willing to work with the shinigami, knowing what they did to hollows and how he would be treated as a zanpakuto?
He was one of the most powerful creatures in the world and already far out shone every single person at the academy, student or teacher – was Lilynette really worthy of wielding him?
Did Lilynette even care what he'd done for her? What he'd sacrificed?
Why was he going along with this farce, when it could only end in pain and tragedy?
Since that first day, she'd never even asked his name or called him anything other than 'the wolf'. Why? Was he doomed to this, to be forever alone even with the amnesiac other half of his soul?

And so it went. His practicing and studying dropped off and his pacing became feverish in its intensity, his laidback attitude vanishing under the stress of Muramasa's mind-altering abilities. When Lilynette came to visit him, he avoided her, vanishing into the shadows if she got close and rejecting any sort of conversation. Even the off-bounds portions of her mind, the fragile ceiling and ominous holes, could not remind him of his purpose, instead bringing back memories of pain and loss…at shinigami hands.

The ex-arrancar was too feverish to realize it, but similar whispers of dissatisfaction and mounting anger echoed through the halls of the academy and Seireitei beyond as zanpakuto broke from their normal routines and questioned their existence and the shinigami. From the highest bankai-wielding captain to the lowest shikai-wielding academy student- no zanpakuto was unaffected.

The third time, Muramasa's call was still muted but closer, drawing Hyorinmaru away from his wielder and driving every zanpakuto within range to greater aggression.

The fourth time, the call was no longer quiet or distant; it was clear as a bell. The summons rang throughout Seireitei and every zanpakuto stopped to listen. Even Starrk, powerful wary being that he was, froze his paw-steps and perked his ears.

And when the summons became a call to arms and a promise of rebellion, every single one of them rallied to Muramasa's cry.


When Starrk materialized, his mind was in a hazy fog. For a moment, he couldn't remember who he was or what he was leaving behind – all he knew was that Muramasa was calling and that the shinigami would pay for what they had done. In some vague peripheral part of his mind, he realized he was no longer a wolf but it wasn't important. What was important was following Muramasa.


The feeling of a small hand tugging at his sleeve was remote and ignored.

"Hey, why do you look like that?" The tugging became more insistent and he looked down at the small green-haired girl with vague disinterest, unknowing and uncaring who she was beyond shinigami and enemy.

"Wolf? Uh…Mr…Uh…Wolf? What's going on?"

She was becoming nervous but he simply blinked, unable to recall why that was important. He stepped forward and she pulled back, retreating until he had her pinned against a wall. Still, all he did was stare without the faintest hint of recognition. They stood in silent confrontation for a long, tense moment.

In the distance, shouts and screams were beginning to emanate through the streets of Seireitei. Even the hallways of the Academy were becoming bloody and dangerous. Starrk had been one of the last to materialize and the others were making gruesome headway in their vengeance. The girl's eyes flitted to the doorway as she heard her classmates panicking and screaming. And dying.

"What's happening?!"

"It's the zanpakuto! They'reeeeaaagh!"

"No! NO, please-ughk!"

She began to tremble, looking back to him in realization and dawning horror.

"No, you can't. Not…not you. Please…"

Starrk blinked once, slow and languid, frowned, and tilted his head. That expression wasn't right. She shouldn't be scared…But why not?

He shrugged off the vague discomfort and turned on his heel, dismissing the weak child as inconsequential and intent on joining Muramasa.

"No…no! Stop!"

He ignored her.

"Please! You're my…you're…"

He was at the doorway, head raised and scenting the air for the right direction.


He stepped outside.


A searing pain ripped through his chest and he gasped, dropping the sword he hadn't realized he was holding and doubling over in agony, landing on his hands and knees inside the doorway.

"…What?" He coughed roughly, hands cupped over his chest, a place that had once been empty and now bore a very familiar circular scar. He looked up, straight into his younger half's tear-filled pink eyes. Her hands were clutched over her stomach, apparently in as much pain as he was. It was like a veil had been lifted.


"Starrk?" She took a step forward, just about at his height now that he was kneeling, and reached out tentatively. When he did not attack or draw away and the recognition remained in his expression, she burst into tears and threw her arms around his neck.

"You stupid idiot!" She whimpered. "I thought…I thought you were…"

Startled and tentative, he slowly wrapped his arms around her waist, as comforting as he knew how to be. She knew him?

"I thought you'd forgotten me." The young shinigami clutched him tighter. "I thought you were leaving me alone."

Starrk's eyes widened as he realized what he'd nearly done and the remaining fog of mind-control was swept away in a surge of protectiveness and purpose. His arms closed tighter, for his reassurance as much as hers.

"Never." He promised, memories of sand and death and an eternity of emptiness in his mind's eye, "You will never have to be alone."

Author's Notes:

Holy Shit that's a lot of reviews. You guys are awesome! It…uh…might take me a while to respond to them, but I'll get back to all of you as soon as I can! (I was going to start answering them tonight, but then the clock hit 2:15 and I figured I'd be lucky to even get the chapter up.)

I'm sorry it took so long – real life and fickle inspiration being what they are, I can't really promise updates on any regular schedule, but I CAN promise I'm not going to abandon this fic or either of my other Starrk fics.

I hope you enjoyed the chapter! Please let me know what you think!

Reviewer Questions:

Question: When are you ever going to get around to knocking Zaraki through a wall? You promised!
Answer: Heh. It should be within the next two chapters. I've actually already written that scene…It's everything between now and then that still has to be written.

Question: So THAT's why Starrk isn't mind controlled in the opening chapter!
Answer: Yep! Initially, he was just as much controlled by Muramasa as the captains' zanpakuto, but his atypical bond to Lilynette and her traumatic response to his perceived abandonment pulled him just far enough out that he remembered his true purpose. I was basing his condition a bit on the state of Hyorinmaru in the actual arc, but with a different trigger.

Question: Does this mean Lilynette remembers everything now?
Answer: No. Definitely not. I'll expand a little bit on this in the next chapter, but rest assured that she remembers very, very little of her past life.

Please Review & let me know what you think!

Reviews are a great source of encouragement and inspiration – I'm always happy to hear your input!