Disclaimer: This story is AU. In more ways then will be clear for most of the story.

Also I don't own Naruto, Masashi Kishimoto does.

A/N: This is kinda a spoiler right off the bat, but I think I should still mention it. The fight I'm starting off changing is the sparring match Sasuke and Naruto had as kids that Naruto flashed back to in Chapter 538. I'm also changing some things that happened before that. Namely if that point was originally before Naruto befriended Iruka, its now after. Also most of the characters are 7. I make another discussion about the time line, but that can be seen easily enough by reading this chapter. Also the relationship between the boys is not going to go beyond close friendship until the 3rd round of the Chunin exam, and even then its not going to be much since they'll only be 13.

Also expect Spoilers for any part of the manga or anime at any time.

EDIT: Fixed some spelling issues

Chapter 1: A Friendly Rivalry

Konoha

Sasuke and Naruto ran towards each other. Sasuke launched the first attack. Naruto attempted to dodge, but ended up tripping. He turned and ended up banging his forehead against Sasuke's(1). Sasuke kicked Naruto off him and ran off, Naruto got up and ran after him.

"Damn" Muttered Iruka. He wanted to run after the boys, but be couldn't leave all the other kids alone either.

In a Forest near Konoha

Sasuke stopped tried, and realized that he had instructively run to an area where he and his brother used to train. He sat under the nearest tree and began to stare off into the vastness of the forest. Several minutes later he hears a loud voice echoing in the trees.

"Hey…" the voice called out. Sasuke groaned, how and why would he follow him.

A second later Naruto was bending down in Sasuke's face "..what happened bac…"

Before Naruto could finish Sasuke pushed him back. "How did you find me, there's no way someone stupid enough to fall while blocking a simple punch could track me all the way out here."

"I followed your scent" Naruto explained.

Sasuke stood up and grabbed Naruto by his shirt. "Are you implying that I smell" Sasuke asked becoming more and more pissed and Naruto by the second.

Naruto quickly shook his head. "No I, I just have a really good sense of smell."

Sasuke looked at Naruto not sure of what to make of this comment. "Whatever, why did you follow me anyway."

Naruto, still being held by Sasuke, explained, " You seemed different today. I'm mean you're always this serious, but today you seem sad too."

Sasuke let go of Naruto, they stared each other down for another few seconds.

"Well, leave already." Snapped Sasuke.

"But, you still never told me why you're upset." Naruto said, a concerned tone in his voice. He was wondering why he was still there himself by now, but there was something about how Sasuke was today. Something that for some reason reminded him of himself.

"You wouldn't understand." Sasuke snapped again, now more upset then angry.

"Why, because I'm dead last" asked Naruto.

"Because you don't have a family" Sasuke yelled.

"Did something happen to you family?" Naruto asked even more concerned by now.

"Why do you care" Sasuke yelled, even louder then before. "Fine, there dead, all of them are DEAD." Naruto looked shocked he bent down his head visibly upset.

"Don't you dare" Sasuke yelled "Like I said before you never had a family, you don't know what I'm feeling."

"Who?" Naruto asked quietly trying to hide how much his voice was shaking.

"My brother" Naruto was now even more shocked then before. Sasuke had often bragged about his brother. Even Naruto knew that Sasuke looked up to him.

"Why?" Naruto asked, even quieter than last time.

"I don't know, he ran off right away. No one's spotted him since." Sasuke's emotions were now headed back towards anger.

"Is there anything I can do?" asked Naruto.

"Stay out of my way." Naruto stared at Sasuke. "He left me alive so I could kill him, and I will."

"Maybe that means he felt some guilt?" Naruto asked hopefully.

Sasuke narrowed his eyes at Naruto. "No, he wants me to suffer."

"Then why plan to kill him?" Naruto asked really wanting Sasuke to calm down.

"WHAT!" Sasuke roared. Naruto moved back a foot or two.

"… If its what he wants, why give it to him?" Naruto was desperate, just wanting things to calm down even a tiny bit.

"Stop trying to help. Like I said before you never had a family, so you don't know what it means to lose one."

Naruto stepped back towards Sasuke until he was looking him dead in the eyes. "Your right, not having anyone isn't the same as losing them. Just from looking at you loss definitely seems worse. Still, it doesn't mean that my situation is good. I mean Iruka sensei is probably the only person in the village who don't hate me."

"Hate" Sasuke seemed to spit out the word. "What do you mean by that?"

"Haven't you seen the way adults look and me, and have there kids avoid me. Have you ever noticed that on the anniversary of Yondaime-sama's defeat of the Kyuubi people outright try to hurt me?" Naruto was still standing right in front of Sasuke, holding his ground. "That is what I mean by hate."

Sasuke stared back at Naruto and though of something. The moron was actually right, a particular event surfaced in his memory.

.:Flashback:.

It was the pervious October 10th, Sasuke and his mother were walking down the street. Naruto ran by being chased by some drunken villagers, who were being followed in turn by Anbu.

"What did that idiot do this time." Sasuke wondered aloud.

"Nothing" his mother said looking off almost distantly.

"What, but he pulls stupid pranks all the time."

Mikoto let out a soft chuckle, remembering some of Kushina's better pranks. "That's not the case this time."

"Then what is?" Sasuke asked. Mikoto smiled, he was quite a smart boy. "You'll learn someday"

"Whatever." Sasuke shrugged and they continued down the street.

.:End Flashback:.

"I don't think my mo..mother hated you." Sasuke said slightly calmed by the memory for some reason.

"Wha…" Naruto didn't know how to react.

"She didn't like it when they chased you. She said there was a reason they treated you that way, but she couldn't say what it was." Sasuke explained.

Naruto was really in shock now.

"What do you think you did?" Sasuke asked wanting to know what he now realized his mother would never be able to explain to him as she had planned to.

Naruto look down at his feet and whispered " I was born"

"What" Sasuke deadpanned.

"I was born the night Kyuubi attacked." Naruto explained.

Sasuke, despite his own loss, looked at Naruto and finally realized that his day alone was nothing compared to the years Naruto had had to endure.

"Hey, you ok." Naruto asked.

"Actually, yes" Sasuke said, surprised at the fact. "I'm still angry at my brother tough."

"That makes sense, I sometimes get mad at Kyuubi." Naruto explained.

"But it's gone." Sasuke stated

"I know but it probably took my parents with it." Naruto said, a slight tone a anger in his voice.

"Oh right" Sasuke said, then noticed exactly what Naruto had said. "Wait, probably?"

"No one bothered to tell me what actually happened to them." Naruto explained, now more upset than Sasuke was.

"At least you don't remember it." Sasuke said, a small tear in his eye for the first time.

"You, You saw it." Naruto was now almost crying himself.

"Only my parents, he saved that for me to see."

"You should still train as hard as you can." Naruto comment well out off nowhere to Sasuke had been in his had for some time and simply picked this point to come out.

"Before, you said…" Sasuke started.

"I said not run after him, that was all. Anyway he could back here, and if he started something then you should be ready to defend your self." Naruto had a strangely fox-like grin on his face.

"Then tell, me if not to kill him, what's my motivation." Sasuke asked.

"What about the memory of your clan?" Naruto suggested.

"That's not a bad idea." Sasuke smiled, for the first time since it happened. "What about you, do you have a goal?" Several hours ago Sasuke would not have though Naruto could have had any goal other then ones involving pranks an ramen, but now he wasn't so sure.

"To be Hokage, or at least some kind of hero" Naruto smiled. "I hope if I do enough for the sake of the village they won't hate me anymore." The smile faded a bit.

"Is Iruka really the only one who doesn't?" Sasuke asked.

"I don't think the 3rd does, he pays for my apartment. The people at the Ichiraku's don't seem to, but I am their best customer." They both laughed a little at the last comment, but collected themselves quickly.

"Don't for me." Sasuke said. Naruto looked stunned. "How about we get stronger together, we can be rivals, and friends."

"As long as its friendship first, rivalry second." Naruto said.

"Of course." Sasuke said. The two of them shook hands.

They walked back, side by side to were Iruka and their classmates were. Iruka was visibly irritated. All of Sasuke's fan girls pounced on Naruto, angry that he had scared off Sasuke. Sasuke shook his head wondering how any of them hoped to become kunoichi. He then noted that Hinata was not in the fray, in fact she seemed worried about Naruto.

"She doesn't hate him" Sasuke chuckled "The idiot never noticed."

A/N

(1): In my first draft Naruto kissed Sasuke by accident here. Like that accident in the actual series. Then I realized that would have made Sasuke just hit Naruto, not run off. So I changed it to something that would make him run off. Namely Naruto head butting him, because would remind him of Itachi's forehead taps (a fact that will probably come up in some future chapter). I may also add the original version as part of an omake at some point.

NEXT TIME: 2 years pass, and Sasuke and Naruto prepare for the academy gradation exam. Will Sasuke's help be enough for Naruto to not fail miserably on his first time around