Disclaimer: I don't own Naruto or any characters therein.

'-'Killock

It was going on midnight, and Itachi was scared out of his mind.

He knew that it was cowardly to be so scared, especially of something that was being fought off a few miles away; he knew that his father would scold if he were here. But he couldn't help it, no matter how he tried. He was five years old and not very good at controlling his emotions just yet.

Another explosion; despite the distance, Itachi heard it perfectly. That, along with the violent tremor that ran through the ground as a result, made the gap of a few miles seem very, very small.

To calm himself down, Itachi took another look at the small bundle in his arms.

Sasuke.

His baby brother, that tiny little life that was currently entrusted to him alone, was probably the only thing keeping him sane at the moment. Itachi had to keep his mind working properly so that he could protect him. And it was apparently working, because Sasuke was relaxed enough to be sound asleep. Itachi rather envied him that.

The two brothers, the youngest members of their clan, were curled up in a corner of a special shelter within the Uchiha compound. Similar shelters, built in case of invasion, had been fixtures in the village for most of its history. But when the separate compound was erected for the members of the Uchiha clan, those clan members built their own shelter nearby for faster protection.

There weren't any other people inside of this particular structure. Every shinobi in the village over the age of sixteen had been called to duty against the nightmarish Kyuubi, the Nine-Tailed Fox Demon that had attacked Konoha not an hour before. Civilians had also been called in, to help the medics that were growing ever busier. As there currently weren't many children within the Uchiha clan to begin with, Itachi and his infant brother were the only ones who had been left behind.

Itachi was still reeling from the shock of being woken from sleep the hour before and told of the situation. His father had shaken him roughly to awaken his elder son and quickly put him on alert, and explained what was going on in no uncertain terms while Mikoto fetched Sasuke. Fugaku was gone before Itachi had a chance to ask any questions. Mikoto had then in turn taken both of her boys to the shelter before leaving to join her husband in battle.

It was just another addition to his list of fears. What if his parents didn't come back?

Itachi was thinking about this, terror mounting, when the door to the shelter burst open and made him jump. A figure zoomed inside; in the dim outside firelight Itachi made out a hint of curly hair before the heavy door was slammed shut.

The figure stayed where it was, bent over and panting, for a few moments before straightening up. It seemed to notice it was not alone and turned to squint through the darkness (the other occupants hadn't bothered lighting a light). Itachi, for his part, was squinting as well, trying to determine who the newcomer was and whether they were a threat.

That possibility dissolved somewhat after a minute, when some scratching sounds came from the person's direction and a small fire appeared. It moved to one of the fixed torches on the wall and lit it, bathing part of the room in light.

"That's better," the person-who was a boy, as it happened-remarked. He turned to his companions, paused, and then snapped his fingers. "I know you," he said triumphantly. "You're Fugaku's older kid. The prodigy."

"Itachi," Itachi supplied stiffly. He recognized the tall, skinny boy now; his name was Shisui, and he was a cousin of Itachi's. Outside of a few hellos exchanged at family gatherings they'd never really met. All Itachi knew was that Shisui was two and a half years older and had a penchant for getting into all sorts of interesting trouble.

"Shisui," the older boy introduced himself, unaware that it was unnecessary.

"Where have you been?" Itachi asked. "Sasuke and I have been in here for a while."

"Sasuke?" Shisui's eyes landed on the bundle his younger cousin was holding so protectively. "Oh, right. Your brother?"

Itachi nodded.

Somewhere in the midst of the talking Shisui had made himself at home, sitting on the floor right next to Itachi and looking disturbingly comfortable.

"Got anyone out there right now?" he asked conversationally, jerking a thumb at the door.

"My parents," Itachi answered quietly. "What about you?"

"My mom and my older sister. Everyone knows Uchiha are the best ninja in the Nations, though, so I'm not worried."

Clearly. A laid-back attitude was rolling off this boy in waves, despite the situation everyone was in, and Itachi couldn't figure out how he felt about it. Maybe his cousin was crazy. At least fear was a normal reaction, if not a courageous one.

As if some higher power had read his mind, another explosion rocked the village. It was the loudest one yet, with the strongest aftershock. Said aftershock sent Itachi tumbling onto his cousin, who had braced himself quickly enough to avoid being thrown to the ground. The sudden movement and deafening noise woke Sasuke up, and he started to whimper.

Picking himself up and trying to ignore his now-throbbing elbow (it had missed Shisui and bashed into the floor), Itachi covered his brother's ears and rocked him a few times, hoping it would calm him down. It worked. Sasuke was always easier to handle around Itachi.

"Hoo boy," Shisui commented, stretching his arms. "That was a big one. Someone's bringing out their heavy ammunition." He glanced sideways and noticed that, with the threat of imminent crying baby out of the way, Itachi was shaking like a leaf.

"Hey. Itachi. You okay?"

Apparently through with so much as trying to hide his feelings, the smaller boy shook his head no.

"What is it you're afraid of?" Shisui asked, curious.

Itachi turned and gave Shisui a look that effectively translated to 'You're kidding, right?'

"Sorry," Shisui amended sheepishly. "I meant, what in particular?"

Itachi's glance darted away. "The explosions," he said in a very small voice. "They…they remind me of war."

Shisui went quiet for a few seconds, calculating that Itachi couldn't have been older than four while the last Ninja War had been raging. Apparently he'd seen something that was enough to traumatize him, even at his young age. It wasn't hard to believe. The Third War had been the worst, many people said, and almost no one had gotten through it unaffected.

"I was out near the battlefield at one point during the War," Shisui said eventually. "Since Dad was already dead and Mom didn't want to leave me at the compound alone. She felt like Konoha wasn't as safe as it pretended to be-she got really paranoid about that sometimes; I can only imagine what she'll be like when all this is over."

He winced slightly before continuing. "When the fighting started they threw me in a shelter, kinda like this one but more hastily built. It was pitch-black and really small. I started having trouble breathing. Then the explosions started…" His voice trailed off and he shook his head. "It was the scariest time of my life. I felt like the battle was going on right next to me, only I couldn't see what was going on, and that made it worse. Once things calmed down and Mom came to check up on me, I was so freaked out I couldn't talk for days."

The seriousness in his tone, so uncharacteristic-seeming that it kept little Itachi hanging on his elder cousin's every word, faded away with his next words. Shisui turned to the smaller boy and made a face as if he were embarrassed. "That's why I didn't come here until it was late. I was just too scared to leave my house. Go on, laugh-I know you want to."

Itachi blinked dark eyes and shook his head. "You got here in the end, didn't you?"

"…Huh." Shisui grinned suddenly. "Well, when you put it that way.."

What felt like the hundredth explosion assaulted their senses. This time, Shisui casually reached out and slipped an arm around his cousin's shoulders. Itachi looked up at him in surprise, but didn't say anything.

Eventually the tremors and loud noises ceased, although it wasn't until hours later that the adults were free to go back for a few moments and check on their children. Mikoto was the first to return to the compound and make sure her boys were alright. When she opened the door to the shelter, she saw something unexpected but that brought a smile to her weary face, especially after the events of the long night.

All three (the boys' cousin, Shisui, was inside the shelter also) were asleep. Both of the older boys were sitting on the floor. Shisui was leaning up against the wall, and Itachi-baby Sasuke still in his arms-was leaning against him in turn.

'-'Owari