Disclaimer: You know, It's really painful for me to say I don't own Naruto, but I don't. -sigh- There will come a day when I do... I hope. All I can say is Ukigara kaname and her Clan are copyrighted to me.

Author's Note: Ok, for all you flamers out there, I don't want to hear a word from you. I had problems with that in the past. But I finally got spell check, and I've wisened up on many subjects. Warning: there might be slight OoC-ness, but I'm working on it. Constructive Critisism is ok, Flaming is not. Compliments are great. The Story may seem pointless now, but just wait. If people request it, I will post the past stories of the Ukigara Clan.

---------------------------------------------------------------------------------------------------------

"Now, now, why are three Genin such as yourselves doing here alone?" A feminine voice called from one of the beams from above the bridge. Naruto, alarmed, threw a shuriken, but the woman caught it with ease. "These aren't toys kid."

"Please excuse him, miss." Sakura said with a nervous laugh before Naruto could interrupt. "Naruto here is a bit overzealous. We're waiting for our sensei. He's always late."

"Not a very responsible sensei then, is he?" She asked, strands of her silver-blonde hair catching in the wind. Part of it was swept up into a bao, with the rest hanging around her shoulders and down her back. Golden embroidery shone on her long sleeveless red dress. The sides had been slit way past her hips on both sides, but form fitting gold shorts under it. Her shuriken pouch was strapped to her right thigh. The Konoha headband was tired around her forehead. Her emerald eyes sparkled with energy. "That's funny, it sounds like I guy I used to know a while back, when I was a Genin myself…. "

This earned a disinterested glance from Sasuke, before he looked away again and sank back into his thoughts, his back against the railing and his fingers laced in front of him, elbows propped on his knees. Naruto, on the other hand glared at her suspiciously, his hand near his shuriken pouch. Sakura, unlike them both, seemed interested in the woman's words.

"Who might that be?" Sakura asked, looking up at the older kunoichi. The woman blinked and smiled.

"A somewhat distant boy by the name of Hatake Kakashi. " She said, closing her eyes and drifting into a sea of memories.

"Why, that's our sensei!" Sakura exclaimed and the woman opened her eyes again. Now, the woman seemed interested.

"You know Kakashi-Sensei?" Naruto asked, finally finding interest, yet still suspicious about the kunoichi.

"Of course I do. Great shinobi, weird kid though. You know, I never did apologize for biting his arm that one time…" The woman said, and Naruto and Sakura gave her skeptical looks.

"You do realize I have a scar from that?" A voice came from behind her. She jumped and turned around, glaring.

"KAKASHI! Don't you ever scare me like that again!" She snapped, strands of hair disrupted by the wind and the jump falling across her face.

"Kaname, please settle down. I see you've had the pleasure of meeting my students." Kakashi said calmly, with a pleasant smile on his face, well there would be one, if you could see it through his mask. "The young kunoichi is Haruno Sakura, the silent boy is Uchiha Sasuke, and the obnoxious blonde is Uzumaki Naruto." Kakashi introduced them one by one, gesturing to each as he spoke. Kaname smiled before dropping down from the beams to bow.

"Ukigara Kaname." She straightened. "Youngest daughter of the late Ukigara Tao. I'm working on becoming the best kunoichi this village has seen, if I haven't already. Sakura, I heard of your mental prowess. Sasuke, your aura proceeds your great strength. Naruto… um…. You just seem like a nice guy…" Kaname said with a smile.

"I can't tell if your more of a stuck-up or a suck-up." Kakashi commented. She utterly ignored him. Then she seemed to remember something.

"Oi! Kakashi! Do you know where I could find my students?"

"Kaname, the new Genin were assigned teachers some time ago."

"I know that. I was assigned a group of Genin that have repeatedly failed the Chunin exam and train them. I guess their original sensei's finally admitted defeat."

"You know, the most obvious place to go would be the Ninja Academy." Kakashi said, giving Kaname a weird look.

"Thanks! Oh, if it's not too much trouble, would you and your cell come along? I'd really appreciate if you helped me. I'm new to the whole sensei thing." Kaname asked, looking hopeful.

"Sure, this could be amusing."

on the way there

"Kakashi-Sensei, who is she?" Naruto asked, looking at his sensei as they walked. Kaname was a ways ahead of them

"Ukigara Kaname. Her father was a great ANBU leader and shinobi. He lost his life in a hospital bed three weeks after helping stall the demon fox." Sasuke said, his voice distant and serious. "Her mother, a Konoha Tracker Nin, died within the hour after her birth. She has two older siblings that were sent away to other shinobi villages for training. She left Konoha shortly after becoming a Jounin and hasn't been seen since, well until now that is. They call her the Crimson Shadow of Konoha."

"Whether from her obsession with red clothing or her blood stained past, I don't know." Kakashi mumbled, but was ignored for a second time.

"How do you know that?" Sakura asked her voice filled with slightly overenthusiastic awe.

"Her father was a well known Shinobi, and she was the youngest kunoichi to graduate as a Chunin and then Jounin in those years." Sasuke muttered, slightly annoyed.

"Her father's name was on the memorial I showed you. But, in all, Sasuke's right. Though she was a whole lot different back then than she is now. " Kakashi confirmed.

When they arrived there Kaname was already in front of three Genin that were a few years older than Kakashi's cell. There were two boys and one girl.

"Finally, our teacher decides to grace us with her presence." The girl griped, looking Kaname over.

"And this is supposed to help us finally pass the retarded exam?" One of the boys jeered. The other laughed.

"As if, this ditz looks like she couldn't fight her way out of a plastic bag. They must have had low standards for Shinobi back then." the other boy said. Kaname had a obviously fake smile plastered onto her face.

"It's nice meeting you all, I'd like each of you to step forward and announce your name." Kaname said, with also forced pleasantness. The girl stepped forward first.

"Akiyama Yuka." She said in a bored tone. Amber strands of hair fell in her face, over her sharp blue eyes. She wore a sleeveless black turtle neck with a plush black skirt and fishnets running down her legs. Her headband was tied around her waist, like Ino's, but looser and hung on her hip, instead of in front. Part of her navel was exposed. She held an attitude in her very stance. She smirked, then stepped backwards as a boy stepped forward.

"Akiyama komaru." He mumbled He had on navy blue shorts and a white t-shirt with his clan symbol on the back. His eerily white hair hung low and in a ponytail. He looked extremely bored.

"Konyu Taji." He muttered. He wore a loose red tank top and baggy black pants. His red streaked black hair fell around his face in a just out of bed way. His eyes were dark and hard to read. He stepped back as the final boy stepped forward.

"Jeez, fun bunch. I got codenames for you all." There was a hint of sarcasm in her voice. "Yuka is 'Little Miss Attitude'. Komaru is 'Mister Anti-Social'. Aren't they the perfect siblings? and Taji is 'Mister I-Think-I'm-So-Much-Better-Than-You." The smirks slid off the Genin's faces. Kaname's face became serious and a smirk appeared on Kakashi's face. "Now, are you dedicated to become Genin this year?" She was answered by mumbling.

"I think we might get a glimpse of the old Kaname." Kakashi said enigmatically.

"You call that sorry excuse for a response determination? I'll show you what determination really is…" Kaname grabbed the hem of her skirt, pulling it over her head. Naruto's face flushed.

"Pull yourself together, Naruto." Kakashi ordered.

"Naruto, you are such a loser." Sasuke muttered under his breath.

Kaname had now taken off the dress, only to show she had a tank top on underneath. Though it showed more skin that the dress. She had a tattoo on her collar bone. Other than that you could better see the starts of numerous scars crisscrossing each other. She turned around in a slow circle. There was another tattoo, this one of her clan symbol, on her right shoulder and what looked like four or five more through the thin fabric of the tank top.

"Looks like she reached one of her goals." Kakashi muttered.

"What do you mean, Sensei?" Sakura asked, looking at her sensei.

"Just watch." He answered, pointing at Kaname from where he sat.

Kaname reached up and untied the headband on her forehead and tossed it to the feet of her students. She reached into the pouch on her dress and pulled out four more headbands, those joining the first at her students feet. Including the one she had worn she had a head band for all five major shinobi villages.

"That is determination. Do you doubt me now? 12 years of training and confrontations got me those. That is a hard task. Especially when you factor in villages distrust of outsiders." Kaname said, her face gone totally serious, her eyes dark, no hint of her earlier playfulness. "Yet, despite that, I know one person off the top of my head that can beat me hands down." Kaname retied her Konoha headband and put the others away as she pulled her dress back down over her head.

"Who?" Yuka asked, her face having a slight 'I knew she couldn't be that good' look to it. She crossed her arms and looked smug.

"Hatake Kakashi." Kaname said, flicking a look to where Kakashi was sitting with Naruto, Sasuke, and Sakura. "If you three could join his students, I could see if he would like to spar. It'd be good for both teams to witness combat, even restrained combat, between two Jounin."

"We have!" Naruto piped in. "We watched Kakashi-sensei and Zabuza fight!" Kaname sighed.

"Fine then, two Jounin from the same village. What do you say Kakashi?" Kaname turned to where he now stood close by, Kaname's students already having moved towards his.

"If you wish, please just don't whine when you lose…" Kakashi confirmed, pacing a few steps away from Kaname. With a brief nod from both Jounin the fight officially began. There was a split second where nothing happened, then neither could be seen. When they reappeared they both had a kunai knife, the blades against each other as they tried to gain ground. Then they jumped away from each other, Kaname quickly putting away her kunai as she drew a few shuriken, jumping high into the air as she threw them at Kakashi, muttering under her breath and rapidly moving her hands into hand signs as the shuriken multiplied and hurtled at Kakashi, striking him down momentarily before the illusion vanished and revealed a log. Kaname swore under her breath and waited for the inevitable attack.

Kakashi grabbed her from behind, locking her arms in place as another Kakashi, either a clone of the real one went in for an attack. Kaname waiting a split second before she swung her way up with her legs, twisting out of his grip and thus putting her previous captor in the attacks path. The remaining Kakashi went to strike her, and she took the blow, holding her ground and tacking his slight loss of power to stab him in the shoulder. Blood dripped down the kunai and onto her hand, proving that this was the real Kakashi.

"So much for saying he could beat her." Yuka said wryly.

"Just shut up and watch, neither of them has shown their full potential yet." Sasuke said in a deathly quiet tone.

Kakashi stumbled back momentarily stunned by the successful hit, while the kunai remained in Kaname's hand, blood dripping from it. She put it away as Kakashi suddenly disappeared. Kaname listened carefully for him, she turned and gasped in pain as a kunai stuck itself firmly in her upper arm. She pulled it out and went forward to flush Kakashi out of his hiding place, but another kunai hurtled out and knocked the bloodied one out of her hand. She spun around and managed to block a blow from Kakashi. She upturned her palm and sent it at Kakashi's stomach, but her grabbed her wrist and she sent another blow straight for his face, which he ducked away from. She twisted out of his grip and backed up, hitting the ground as Kakashi made a lung that would have caught her around the middle. She sprung up on her hands and sent the balls of her feet slamming into his middle, though she twisted and fell right afterwards, wincing as her wound bled more. As she got up she had given Kakashi the opportunity to recover and counter. And by countering he had come up behind her with a kunai pressed to her throat.

"Game's over." Kakashi said softly as Kaname reached up and touched the hand that held the kunai. Kakashi nodded and put the kunai away as Kaname stepped forward.

"Please note, if this had been a serious fight it would have lasted much longer and there would have been quite a bit more blood." Kaname said, reaching into her weapon pouch and pulling out a roll of bandages, tending to Kakashi's wound before her own. He winced slightly as she put pressure on it. After she tied it off, she wrapped her own arm, having slight difficulty.

"Sensei, if you don't mind me asking, you've graduated from more villages and seemed to have more extensive and prolonged training, then how come he can beat you? Did you purposely lose?" Taji asked.

"Different shinobi have different styles or have certain things they are best at. For an example, Kakashi here is better at using jutsu's head on than I am. Yet I'm smaller and more flexible, making me harder to hit, I also have the advantage of being able to move faster. It also depends on terrain, weather, climate, and other variables. Take for another example, if we were on a plain, or in a tournament ring he wouldn't have been able to hide, which if you can't hide, makes it harder for you to try and recuperate before being attacked again. Also take into consideration your chakra control, or amount of chakra you have currently to use. Say if he had just come from a fight he's chakra would have been depleted, and he would have been fatigued, giving me an advantage. Understand? " Kaname explained. "Yet, with enough training you can start overcoming disadvantages such as those."

"Kaname, since when did you become such the insightful scholar?" Kakashi asked. Kaname glared.

"What? Jealous I can explain it while you probably woulda been at a loss for words?" Kaname asked.

"Not in the least. Though you've become quite long-winded in your years away. It's just 12 years ago you wouldn't have been able to explain it if your life depended on it." Kakashi said. "You've changed a lot."

"And is that a good or bad thing?" Kaname asked playfully, pulling out a bottle of water and taking a long swig.

"If they start making out I'm out of here…" Yuka said, that caused Kaname to start choking on her water. Once she stopped coughing and sputtering she glared at Yuka.

"That was uncalled for!" Kaname said, red-faced, though from choking or blushing was indeterminate. After regaining her composure she looked at her students. "So, what do you think?"

There was a few looks back and forth before Yuka took a step forward and sighed, looking slightly irritated.

"I guess we were wrong. You're actually not all that bad. You've seemed to have seen a lot more than we can imagine. It might actually be useful, let alone fun, training under you." She said. Kaname looked taken aback.

"You're dismissed." Kaname said. They nodded and split into two. Yuka and Komaru walking in one direction, Taji in the other. Kaname sighed and stretched,

"You guys may go too, tomorrow we'll make up for today as well as the regular things we had planned for tomorrow as well." Kakashi said to Naruto and the others, who gave a slight groan and left. "You've surprised me Kaname. You, teaching? I'd expect you to do anything other than teach. An A-ranked mission, or something more exciting. You never struck me as a looking after kids type. Don't you fit all the requirements for a tracker nin?"

"As well as an ANBU member. Yet you also fall under the same requirements for that one." Kaname commented. "Tracking suited my mother, ANBU member suited my father. I got the requirements for both to fulfill my father's last wish. I'll take up one of the offers when I feel like it, or I won't and just fulfill the life of an ordinary Jounin, bit for now I can help these kids, and that's good enough for me now. And speaking of helping kids, Iruka is a sensei too, isn't he? I haven't spoken to him in the longest time, I think I'll go visit him."

With that closing statement Kaname was gone, leaving Kakashi sitting alone. He chuckled and shook his head.

"She is by far the oddest kunoichi I've ever met." He mused.

----------------------------------------------------------------------------------------------------------

There, first chapter done, let the comments fly. Second Chapter in progress.