I know he isn't hungry.. he

Sometimes it's really heartbraking when you see what pets have to suffer.
I feel for innocent children too, just for anyone who can't defend oneself.
It's gone to the extent that I refuse to read these 'suffering stories'.

Carola

When adult cats knead and suckle frequently (or try to anyway), that's
often a sign that they were weaned too early from their mother.  He's
probably dreaming about something he didn't get enough of when he was a
baby.  My cat Lela doesn't try to suckle very often anymore, though she
did more often when she was younger, but she still kneads me.  I got her
and her sister Adah (now deceased) from a shelter, where they were
hand-raised by humans from just a few days after birth because their
mother was hit by a car.  So I know they had been weaned too early.  But
Adah seemed to have been better adapted -- she didn't do as much kneading
as Lela, and never tried to suckle except a few times early on.  (They
were 12 weeks when I brought them home.) That might have something to do
with the fact that Lela was the runt of the litter of four and so was less
developed when they lost their mother. When I first got them, you could
*almost* have mistaken Lela for Adah's kitten, she was that much smaller
(and the others were the same size as Adah).

This hasn't happened in a few years, but when Lela would get into one of
her intense kneading/suckling jags, she looked like she was literally in a
trance -- like she had checked out of the present and was visiting some
part of her unconscious.  Her eyes would get that glassy, far-away look.

As for dreaming, let them dream!  Dreaming is essential.  See my sig! :-)
The rest of the sentence I quote is "...even larks and katydids are
supposed, by some, to dream."