Naruto was forced to watch everything happen in slow motion from Haku throwing his senbon to Sasuke pushing him out of the way of the projectiles, to the Uchiha taking all of them in the chest. Now he was holding his oldest friend die in his arms.

Sasuke looked up at Naruto. "I g-(coughs up blood) guess I saved you again h-huh dobe."

Be took ahold of the blondes jumpsuit and looked him in the eyes. "P-promise me one thing Naruto, promise me that you'll avenge my clans deaths, kill my older brother Itachi in my place."

Even as the tears blurred his vision Naruto could see the desperation in Sasuke's eyes which were still in their sharingan state and nodded. "I swear Sasuke, I swear that bastard will pay even if it kills me."

Sasuke relaxed, knowing full well that Naruto would never back down from his word. "T-then take my eyes, have someone implant them in you like my uncle Obito did for Kakashi-sensei and grow stronger. And dobe… don't forget how to live in your persuit of revenge for me."

With those final words the Uchiha breathed his last. Naruto sat the body down gently and stood on his feet with his hair shadowing his eyes. "You killed him, you took my best friend from me. You. Will. Die." In his rage Naruto had pulled on a small amount of the Kyuubi's chakra. The young Uzumaki's hair got spikier, his whisker marks got darker and more defined, his canines enlongated and sharpened, his nails became claws, and finally his eyes changed from their normally cerulean blue to a blood red with slits.

Haku was shaking in fear of the malicious chakra this kid was radiating. 'What is this thing?!'

(With Zabuza)

Both Zabuza and Kakashi stopped mid battle the moment they felt the Kyuubi's power.

Zabuza was shaking in his boots. 'T-that power… it's just like Yaguras! One of those kids is a Jinchuuriki and Haku just pissed them off. FUCK!'

Kakashi was both sad and scared. 'That Haku kid must have killed Sasuke, I'm sorry Mikoto but I failed to keep him safe.'

(With Naruto)

Naruto let loose a rage filled roar that shattered the ice mirrors around him and then ran on his hands and feet at Haku where he hit him with a powerful right hook that sent the fake hunter ninja flying.

The Kyuubi infused blonde flashed over to the ice user and donkey kicked him into the air and attempted to hit him with a low powered tailed beast bomb but it was blocked by a hastily made ice mirror.

While the boy survived he landed in the water under the bridge.

The blonde believing Haku to be dead turned to Zabuza with rage in his crimson eyes. "You, your student killed my friend on your orders. I'll kill you."

Naruto was slowly losing himself to the power and started muttering tope himself as he took slow steps towards his next target. "Kill… kill… kill… kill."

The rogue swordsman started to backpedal away from the blood thirsty preteen until the kid froze in place. The red chakra receaded and the kid fell unconscious. In his sleep the kid spoke. "Just a little longer."

(In Narutos mindscape)

Naruto stood in front of the mountain sized nine tailed fox behind the seal and glared up into his eyes. "Damn it! I almost avenged him and what do you do?! Pull the proverbial rug right from under me and take that power from me! All I needed was a few more seconds and I'd have destroyed him!"

This whole time all of this was happening the Kyuubi sat there calmly and when his Jinchuuriki finished his rant he spoke. "And that's exactly how long it would have taken my power to completely corrupt you kit, your body is not ready to handle the malice in my chakra and especially not in the state of mind you're in at the moment."

The biju sighed. "Look, I should never have let you use my chakra while your mind was in such a vulnerable state and I'm sorry for that, I'll help you grow strong and help train your body to handle my power better but for now my chakra is not a grab as much as you want but grab what is truly needed for a limited amount of time."

Naruto sighed as well as he finally caught on to the amount of damage that could have been done if his furry partner hadn't done what he did. "Alright, I can accept that. When do I wake up?"

The Kyuubi shrugged. "Any time you want, I've already healed your body and mind of all ill affects."

Narutos nodded and started to fade away. "I'll talk to you soon… Kurama."

(Scene change)

Naruto woke up to find himself in Tazunas house in the same bed as before. Right then Kakashi came in. "How's it going Naruto?"

The young Uzumaki rested his head on his knees and couldn't find the will to look his sensei in the eyes. "None of it was a dream was it? Sasuke dying, me losing control?"

Kakashi shook his head sadly. "I wish it was Naruto but no, Sasuke is dead, you lost yourself in your rage, and miraculously the Kyuubi's chakra receaded into the seal."

Naruto ran a hand through his hair. "He did that, the Kyuubi saw I'd lost myself and took his chakra back before I'd completely fallen into my own rage."

Kakashi nodded. "The last container said something similar about the fox not wanting them to lose their way."

At that point before Naruto could ask any questions he moved in to another subject. "Now, in your sleep you kept mumbling about promises and stronger. What's all of that about?"

The blonde stiffened up a little. "I swore to Sasuke that I'd get stronger so I can kill Itachi for him and he said for me to have his eyes implanted into me to give me a better chance at keeping my promise."

The silver haired jounin sighed and nodded. "Alright, I'll go retrieve the body, you lay down and try to go back to sleep. I'll wake you when the procedure is over."

Naruto did as told and was back in his mindscape. For the next couple of hours Naruto looked over his memories with Kurama and reviewed them. The two found a pattern and didn't like it. "I've been such an idiot chasing after Sakura, not paying attention in classes, and not working on my chakra control! How did I even survive against Mizuki let alone everything that we faced here in Wave?!"

Kurama shrugged. "Sheer dumb luck, other than that I couldn't tell you."

Soon Naruto was fading from his mindscape. "It seems Kakashi finished with his part. Here's to never being the same person I was before."

Kurama raised his paw like he had a cup in it. "I'll drink to that."

(Scene change)

Naruto sat up but couldn't see. Putting a hand to hi face he could feel the smooth fabric of one of his T-shirts. "Had to be one of my shirts huh sensei."

He felt a light smack on the back of his head. "Oh quit your complaining, I'll buy you a new one when we get back to Konoha. Now, you'll need to keep that on for a few more hours to let your new eyes adjust. (It's a shorter amount of time due to the Kyuubi's influence and his Uzumaki lineage)

The jounin helped him up to his feet and led him down stairs. After sitting him down in front of the kitchen table he spoke up. "I'm going to fill you in on what's happened while you were unconscious. The first thing is that Gato brought his entire bandit army to the bridge and attacked us, me and Zabuza killed them all with little to no problems and both Zabuza and Haku are still alive."

Naruto jumped to his feet and reached for a kunai but grabbed only empty air. "What?! But they're the reason that Sasuke is dead! They die now!"

Kakashi grabbed his young student by the shoulders and forcefully sat him down. "No! You will sit down and stay calm, they are now official members of Konohas shinobi forces and as a genin you'll show your superior officers the proper respect!"

Naruto growled low and dangerously. "They'll get no respect from me and you're quickly losing what little I have for you Hatake."

There was silence then Naruto heard Kakashi walk away and close the door behind himself.

For the next three hours Naruto sat in complete darkness without a single sound around him and took the 'bandages' off of his face.

Looking around he could see everything in perfect detail but their was an itching sensation in his eyes. Quickly finding a mirror he saw his star shaped mangekyou sharingan. Lessening the flow of chakra to the eyes changed them into the three tomoe sharingan and he sighed in relief. "Until I know what kind of power that evolution holds and how it will affect me I need to stay as far away from it as possible."

That's when he heard Kakashi come back in. "Wise decision, I can teach you what I know but after that you'll have to consult the Uchiha clan library which has been left to you in Sasukes will."

For just a split second Naruto had no idea what his sensei was talking about but then he remembered that every academy student who graduated and became genin had to write a will for if they died on the field and could update it at any moment. He'd written down that if he were to die that all of his worldly possessions were to go to Iruka except for one photo album that would go to Hiruzen and apparently Sasuke had signed over his entire clan compound and all of the clans possessions to him. Oh how he felt like utter shit now.

Naruto nodded. "Listen I'm sorry, if lord hokage has decided that Zabuza and Haku are able to join Konoha then I'll let them go."

Kakashi nodded. "It's fine Naruto, your young and just lost a friend. Hell, at your age I'd have completely lost my shit and gone on a man hunt for the bastard that ordered the kill but the truth is both Haku and Zabuza were only doing their jobs and Haku was apparently trying to disable you but with the angle that Sasuke came in at the senbon severed a few arteries and he lost to much blood."

Naruto sighed as he sat down. "So it all happened because I was to scared to dodge, Sasuke's dead because of me."

The silver haired man was about to speak but was interrupted by a hard punch to Naruto's head by none other than Sakura Haruno. "IDIOT! It's not your fault he's dead! He saved you for a fucking reason, because he saw you as his brother and would rather you live instead of himself."

Naruto was about to punch her back until what she said clicked in his brain and he lowered his fist.

Without a word the blonde left the house and made his way out into the woods.

He knew the route he was taking almost as well as he knew the layout of Konoha, he was headed towards the clearing that his teammates had used for training. When he arrived he got into the academy stance and started going through the motions of the taijutsu style on the same tree he'd used for his tree walking exercises. This was his way of calming down, getting more of his focus back, and preparing to deal with the world once more. When he was training was when he was in his most relaxed state of mind, he was calm, collected, able to make better decisions for himself and those around him but right now all of that was out the window, all he could do was punch and kick at everything in his vicinity until it broke, he'd unconsciously pulled on his own chakra into his fists and feet which added to the strength behind each hit and kick. By the time he'd realized what he was doing he'd doubled the size of the clearing.

Zabuza chose that moment to show up and when he saw the damage done to the area he whistled. "Who knew that kind of power was held within someone as short as you and you didn't even use the Kyuubi's power."

Naruto wiped the sweat off of his brow. "Yeah well ol furball is holding onto every drop of chakra he has like a ryo pincher so I don't fly off the handle again."

Zabuza looked into the kids eyes and saw he had alot of pain and alot of anger that he was trying to squash down. "Listen kid don't bottle up that anger, instead take it out on your enemies. When you're out on the field fight with a brutal efficiency and release that anger, it's the best therapy I know of for shinobi like us."

Haku came limping into the clearing. "Zabuza-sama, where ar…" he stopped as soon as he set eyes on Naruto. "Hey, i-i'm sorry about your friend, my senbon were aimed at a few of your pressure points to knock you unconscious for the duration of the fight so me and Zabuza-sama could kill the bridge builder like we'd been paid to do. If I could take back that attack I wou…"

He was stopped by Naruto raising his hand for silence. "Your apology won't bring him back and for me to mourn when I could get stronger would be me spitting on his grave so stay as far away from me as you possibly can when communication is unnecessary and we'll be just fine."

Haku nodded and limped away and Zabuza followed suit.

For hours Naruto trained himself into the ground with chakra control exercises and physical training until the sun went down. Making his way inside he passed by everyone and went to the bedroom he had shared with Sasuke and Kakashi and fell asleep.

For the rest of the mission Naruto would go to the clearing, train until dark, and only return to the house to sleep, everyday Sakura would bring him food and water so he wouldn't starve himself.

Now after the bridge was built team 7 along with Haku and Zabuza were on their way to Konoha with Sasuke inside of a body storage scroll. (all black with a white streak down the middle) Naruto talked to Kakashi. "Sensei, what will you teach me and Sakura? We must get stronger."

The jounin thought about it. "I'll test you both when we get done debriefing with lord hokage and making your residence at the Uchiha clan permanent and we'll see where to go from there."

Naruto nodded and moved back into his position. Zabuza spoke up. "I can teach you something to keep you preoccupied until we get to Konoha."

Looking over to the swordsman he just gave a quick nod. Zabuza went through a series of hand seals. "Wind style:wind bullet!" He took a deep breath in and then spit out six small balls of sharp air that punched holes through six different trees.

"Since I have only a small affinity to wind and it's rare to find anybody outside of the hidden sand village with the affinity I don't know too many wind style ninjutsu but I should be able to teach you all of the ones I know before we get to the village with you having those eyes. What I want you to do is master each jutsu one at a time, once you've mastered one I'll show you another."

Naruto nodded again and started going through the hand seals. When he finished the last one he took a deep breath in and fired away but only one wind bullet came out and it only broke the bark. "Good first try for someone who's just started elemental ninjutsu, just keep trying and soon you'll get it down."

For the next week Naruto flew through his ninjutsu training from Zabuza and mastered fourteen different jutsu, four wind, eight water, and two earth style ninjutsu. Now they stood in front of the hokage who started with Haku and Zabuza by giving them a map of Konoha and a key to a two bedroom apartment before telling them to come back the next day.

Now turning to Kakashi he put his hand out and the silver haired jounin handed him the body storage scroll. "It's always a sad day when the young leave this world before the old. Remember this well young ones, as shinobi you will see many more comrades die in the heat of battle, or from an incurable poison, or even in cold blood by an assassin, one day the two of you may even be killed before you were supposed to die. The life you have chosen can be harsher and far more demanding then that of a civilians, let this day fuel your training so you may prevent someone else's death."

The hokage sighed. "Though by my sensei's laws I must ask you both this, now that you've seen the true life of a shinobi first hand… do you wish to leave it behind?"

There was no hesitation with Naruto, he shook his head. "No sir, I'm a shinobi till the day I die. And besides, I need to kill Itachi Uchiha before I ever even think of leaving the force."

All eyes turned on Sakura who was still seeing that evil chakra that had surrounded Naruto. 'There was too much malice in there to be just the fox, Naruto's own rage was fueling that chakra as well. This is no longer the Naruto who followed me around the academy like a lost puppy, he's much darker, he's becoming something evil.'

Sakura made up her mind. "I would like to request a reasignment to the Konoha shinobi hospital to be apprenticed to a medical ninja."

Hiruzen nodded. "While you're not apart of the front line assault anymore I'm proud to see you still want to be of assistance to your village."

Sakura looked over to Naruto as the paperwork was being signed and saw he was completely ignoring her presence.

Once everything was settled with Sakura Kakashi had asked for Naruto to be filed as his apprentice and even more paperwork was signed.

After Naruto and Kakashi left Hiruzen handed Sakura a small piece of paper. "This is for the head medical ninja, give this to her and she'll set you up for the basic courses and if you pass that you'll move on to the next set of courses."

As she left Sakura had a look of pure determination on her face. 'I may not be able to take being on the front lines as I originally thought I could but I will not waste my opportunity to be of actual use to my village, instead of taking lives I'll save them!'

XXX

AN: hello guys and gals, this fanfic will be a side project that I'll work on until I get some votes on Naruto:a new world.

I hope you all enjoy and as always MCL homies.