Me: Chapter 2 is up.

Zero: I thought you said you loved us.

Me: I do Zero, but I'm having a small pitch of writer's block concerning what to do next. That and I'm sick.

Zero: Ouch. Sorry.

Me: Don't worry about it.

Rendan: Well, all good things come to those who wait.

Me: I couldn't agree more, Rendan. I'll get the disclaimer. I don't own Naruto. Naruto is the property of Masashi Kishimoto. All I own, technically because of the AU, is the plot. And even then that's a stretch. So let's just say I own the parts that aren't canon.

Rendan: Writing an AU is really confusing isn't it?

Me: You have no idea. Anyway, Enjoy the new chapter. Also, I'll explain the reason for the AU and do translations at the end. NOW you can enjoy.

Chapter 2: The Massacre and Aftermath

Rendan didn't want to return home that night. After ending his training session with Naruto, he resolved to stay away from his Ka-san to give himself and her more time to calm down. Considering how late it was, he chose to take the long way home. Hopefully, his mother would be asleep by the time he returned. He took a few back alleys and heard a few of the Uchiha elders discussing something. Deciding to listen in, he hid behind a wall and watched from the shadows. Three figures stood behind one of the main buildings in the compound.

"How much longer must we wait?" One of the figures asked.

"Patience my friend," came a voice that he recognized belonged to Fugaku, the clan head. "Soon enough we will have the power we truly deserve." Rendan's ears perked up.

'What are they talking about?' Rendan thought. 'The clan has a lot of power as it is. What more is there besides... no... they can't mean...'

"It's about time," the third figure said. "I hate living in the shadows of those weak, spineless fools."

"Take heart my brethren, soon an Uchiha will be the Hokage! Once we lead the uprising, we will control everything!" Fugaku softly exclaimed. Rendan felt his heart stop for a second.

'They're going to kill the Hokage?' He thought. 'That'll start a civil war!'

"It seems we have an uninvited guest," the first figure said.

'Oh crap!' Rendan exclaimed in his head. 'I've gotta get out of here!' Rendan turned and rushed off as fast as he could.

"Find and kill him," Fugaku said. "He must not tell the Hokage what we're planning." The two figures rushed off, both hell bent on finding the eavesdropper.

Rendan rushed through the alleys as quickly as his legs could carry him. He could feel the presence of the other figures slowly closing in on him. He tried to run faster but neglected to watch where he was going and crashed into someone, landing solidly on his rear at the fall.

"What are you doing, young Rendan?" Questioned the figure. Rendan looked up and saw the man he ran into was none other than Itachi.

'Finally some luck!' Rendan thought. He knew that Itachi was an ANBU and loyal to the Hokage above everything else. 'Even if he is more loyal to the clan, at least the Hokage would be able to stop him should he try anything.' "Itachi, you have to get me to the Hokage quickly! I have something important to tell him!" Itachi looked at him quizzically.

"There you are!" One of the figures from before yelled. Rendan scrambled to his feet and raced past Itachi. "Stop him Itachi!" Itachi quickly turned around, grabbed Rendan by the shoulder and did the only thing he could. He shunshined both him and Rendan to the Hokage's office.

Rendan looked at Itachi with gratitude present in his eyes. Itachi nodded and knocked on the Hokage's door before entering.

"Can this wait until tomorrow?" An old man wearing a hat with the fire kanji on it asked. "It's time for reasonable people to get some sleep."

"I apologize Hokage-sama, but there is something of the utmost importance I have to tell you!" Rendan said as he rushed to the desk. The Hokage's eyes widened curiously as he watched the young Uchiha grab the desk as if he were holding on for dear life.

"Speak, young Uchiha," Sarutobi Hiruzen, better know as the Sandiame Hokage, stated. Rendan rose to his feet and looked the Hokage in the eyes.

"I overheard several elders of my clan stating that they were planning a coup against you. They intend to take your position by force and risk starting a civil war!" Sarutobi said nothing and instead looked at Itachi with a small smile on his face.

"It seems that more members of your clan are indeed loyal, Itachi," he said with a hint of happiness in his tone.

"It appears so, Hokage-sama," Itachi replied. "What shall we do with him?"

"Take him to a safe haven. Hopefully we'll resolve everything soon."

"Wait!" Rendan cried. "What about my Ka-san?" Itachi walked over to Rendan and placed a calming hand on his shoulder.

"If the elders know you have this information, they wouldn't hesitate to kill you or your family."

"Then-"

"It's likely that she's already dead," Itachi finished for him. Rendan fell to his knees, allowing the tears to fall freely from his eyes.

'Why did I have that stupid fight with Ka-san?' Rendan cried. 'Why didn't I tell her that I loved her?' Itachi grabbed him and shunshined away again, this time to an apartment building.

"Stay here for tonight. You'll be able to return home tomorrow morning," Itachi told Rendan. "I want you to do me a favor Rendan." Rendan looked at Itachi expectantly. "I want you to make sure our clan is able to prosper again. The right way this time. Can you do that?" Rendan's only response was to nod. Itachi then did something that surprised Rendan, he smiled at him. A genuine smile. "I'm sure you'll succeed. One more thing; don't tell Sasuke." With that said and done, Itachi left Rendan there and proceeded to his mission. Rendan went to the bed and rested his head, silently praying he'd wake up in the morning.

Thankfully, the morning sun shone through the window and stirred Rendan from his sleep. Following what Itachi had said, he dressed quickly and rushed off toward the compound only to find at least a dozen ANBU and a distraught Sasuke standing in front of the compound.

"Sasuke..." Rendan began, "what happened?" Sasuke looked toward Rendan with tears in his eyes.

"Our clan... it's gone," Sasuke said through teary eyes. Rendan could feel his heart stop again. "Itachi... Itachi killed them all." Rendan walked over to Sasuke and placed a comforting hand on his back.

"I'm sorry, Sasuke," Rendan tried to console Sasuke. An ANBU walked up to the two of them and spoke.

"You two are being summoned by the council. Let's go," the ANBU said. The ANBU in questioned grabbed them both and shunshined to the council room. They opened the door and walked inside.

"Ah, good, I was expecting you two," Sarutobi said. "Now for the matter on what to do with the last two loyal Uchiha in Konoha."

"Isn't Sasuke already in the academy?" A councilman asked.

"Indeed he is," a different councilman stated.

"Then the other Uchiha should also enter the academy!" A councilwoman with pink hair exclaimed loudly.

"I second that notion!" Another councilman said.

"All in favor?" Sarutobi asked. This was met with raised hands from both the shinobi and civilian councils. "Then it's settled. Young Rendan will be granted entry into the academy along with his cousin Sasuke." With this, Sasuke walked out without a word, however Rendan stayed behind and approached the Hokage.

"If I may ask, Hokage-sama," Rendan began. Sarutobi nodded his head and motioned for Rendan to continue. "Could I possibly borrow some scrolls to help teach me taijutsu, ninjutsu, and genjutsu?"

"A respectful Uchiha? That's a new one," Said a pineapple-haired Nara Shikaku, head of the Nara clan. The Hokage ignored the comment and smiled at the boy.

"Of course, just wait until the meeting is done and I'll give you a few scrolls. Also, you have to be at the academy by nine tomorrow morning." Rendan smiled and walked outside.

"Is it really possible for an Uchiha to be that respectful?" Asked a woman who had wild brown hair and red tattoo marks on her face, obviously from the Inuzuka clan.

"It is possible Tsume and I promise you, he's genuinely a nice boy. Well then, if there is nothing else, I believe we can call this meeting closed." The meeting adjourned and the Hokage met up with Rendan, eventually sending him home with a sack full of scrolls. He arrived later to the mass funeral for his clan. He stared at the coffins and placed roses on each one, if only out of respect.

"Hey, brat, get out of here! No one wants you here!" He heard one civilian male yell at his blond friend who had decided to come. Naruto began to back up until Rendan spoke up.

"Shut up!" He yelled at the man. "Are you seriously causing trouble at a funeral? Have you no respect for the dead? If Naruto wants to pay his respects then he has a right to do so! Let him in!" The man, shocked at the Uchiha's outburst, stepped aside and Naruto stood next to his friend for support.

"I'm sorry," Naruto said.

"It's okay, Naruto," Rendan stated. "There's nothing you could have done."

"I'm here if you need to talk, Rendan," Naruto added. "I'm not going to just abandon my friend like this."

"I appreciate that, Naruto. I really do." Naruto said a silent prayer, placed one more reassuring hand on Rendan's back and walked away. With nothing more to add, Rendan walked home and began to study his scrolls before sleep claimed him.

The next morning Rendan rushed out of his house to make it to the academy. Truthfully, he'd slept in and Sasuke decided to leave without him. He made it to the door of his classroom just as the class began.

"Well well, you must be the new student I heard we were receiving today," a man with a ponytail and a large scar over his nose said. "I'm your sensei Umino Iruka. How about you introduce yourself?" Rendan shyly walked in front of the students and felt their eyes watching him.

"Um... hello," he began. After that about half the class, the female half specifically, minus one shy, midnight blue haired girl with pale eyes in the back named Hyuga Hinata, squealed loud enough to be heard in Iwa. Cries of "He's so shy!" and "He's as cute as Sasuke!" echoed around the room. "Um..." he continued, "My name is Uchiha Rendan and I look forward to studying in this class and hopefully become a ninja. Arigato." With a slight bow he made his way to the only seat available, ironically next to his blond friend.

"He's not even here five minutes and already he's made the girls explode our eardrums. Troublesome." A young man with pineapple shaped hair named Nara Shikamaru said.

"Think he's like Sasuke?" A pleasantly plump boy with brown hair who was munching on chips named Akimichi Choji asked.

"I hope not," a young man wearing what looked like a snow coat and red marks on his face named Inuzuka Kiba responded. "We have too many of him as it is."

"Just because he's an Uchiha doesn't mean he's arrogant," a boy with a large collar on his coat and dark glasses that covered his eyes known as Aburame Shino stated stoically. The four students agreed with a simultaneous nod. Rendan heard but ignored them and sat next to his friend.

"Good to see you, Rendan!" Naruto yelled.

"Yea, I can't believe we're in the same class," Rendan stated.

"What's Rendan-kun doing talking to Naruto of all people?" One of the girls asked with distain in her tone. Rendan growled, aggravated at her tone.

"Rendan-kun?" He asked looking at Naruto. Naruto smiled.

"Looks like you've got your own fan club too, Rendan-kun," Naruto said trying and failing to suppress a laugh.

"Great," Rendan replied sarcastically. "Wait, too? Who has the–? Sasuke right?" Naruto nodded. "Even better... now we're going to be compared the entire time."

"That's good right?" Naruto asked.

"Not in the slightest," Rendan replied. "Sasuke can't stand the fact that someone could possibly be better than him. If he hears that I'm better at him in something, he'll flip."

"I'm surprised you're ok after what happened last night," Naruto stated taking care to not offend his friend. "I'm still here if you need to talk to someone."

"I was upset about it yesterday," Rendan revealed, "but my Ka-san would kill me if she saw me sulking over this. She always told me to look toward the future and not dwell on the past, as well as to believe in what I thought was right. I believe her in that respect." Naruto smiled and nodded understandingly.

"Naruto! Rendan!" Iruka called from the front of the class. "Am I interrupting your conversation or can I keep teaching?"

"No, you're not interrupting us, Iruka-sensei," Rendan said. "You can keep going, we're okay!" The class snickered at this.

'Great, another one,' Iruka inwardly groaned. Realizing he wouldn't win in this situation, he continued teaching the class. "Alright class, today we're going to work on the henge and taijutsu." This was met with mixed reactions from the class. Some students cheered, others groaned and the remainder swooned over seeing Sasuke in action. "First we're going to work on the henge, now who can tell me what a henge is?" A girl with long pink hair shot her hand up like a rocket. "Yes, Sakura?"

"The henge is a transformation jutsu that allows the user to transform either themselves or another object into the appearance of another person, animal, or object and requires a constant emission of chakra while mentally maintaining the form," Sakura explained.

"Well done, Sakura," Iruka praised her while being slightly surprised at such a detailed answer. "Now, everyone line up and transform." The class lined up and transformed. "Naruto, your turn." Naruto focused his chakra as best he could and transformed into the Sandiame Hokage. It was nearly perfect, except the Hokage was wearing Naruto's orange jumpsuit. "Not bad Naruto, but try harder next time. Rendan, you're next." Rendan gathered his chakra and transformed into his best friend, jumpsuit and all. "Well done."

"Not bad, failure," Sasuke said smirking slightly. "Of course, I can do better." His comment was met by "Sasuke-kun's so cool!" along with a few, "Don't listen to him Rendan-kun!"

"Shove it, Sasuke-teme. I'm not in the mood to deal with you today," Rendan retorted.

"You want to fight, failure?" Sasuke scowled at him. Rendan scowled back.

"Bring it on, teme!" Luckily or unluckily Iruka stepped between the two before a fight broke out.

"Stop this boys," Iruka reprimanded the two. "If you want to fight you'll have to wait until we go over taijutsu."

"Sounds good to me," Rendan said.

"Hn," was Sasuke's reply. Rendan walked over to Sakura.

"Is he always like this?" He asked her.

"Yeah," she answered dreamily. "Sasuke-kun's so cool!" Rendan sweat dropped and could swear he saw Sakura's pupils turn into hearts. Iruka called the class to meet outside by the small taijutsu ring.

"Since our two Uchiha are so eager to fight, they get to go first," Iruka said.

"Perfect," Sasuke stated smugly as he entered the ring. Rendan nodded toward Iruka and walked into the ring.

"All right you two no ninjutsu or genjutsu, only taijutsu, begin!" Iruka shouted. Sasuke attacked first by rushing forward and throwing a punch aimed at Rendan's face. He quickly sidestepped and slammed his left leg into Sasuke's gut, sending him back a few feet. Sasuke rushed to his feet and threw another punch at Rendan before switching up and sweeping Rendan's legs from under him. Sasuke leapt into the air and brought his fist down to drive Rendan further into the ground. Unfortunately for him, Rendan rolled out of the way just in time to allow Sasuke's fist to slam into the cold, hard ground. Sasuke backed up slightly and shook his hand to remove any pain that was in it and took a fighting position.

Rendan jumped to his feet and rushed Sasuke this time. He threw a well aimed punch at Sasuke's face which Sasuke easily blocked. Sasuke was about to counter when he felt Rendan's right leg slam into his side and sent him flying again. Sasuke jumped up again and rushed Rendan, landing a solid uppercut to Rendan's jaw lifting him into the air. Sasuke jumped up and slammed the heel of his foot into Rendan's gut sending him into the floor. Rendan backflipped to his feet and slammed his foot into Sasuke's face. Sasuke wiped the blood from his mouth and grinned back at his distant cousin.

"Sasuke's really creeping me out with that grin." Naruto said.

"Troublesome Uchiha," Shikamaru droned.

"Guy thinks he's the alpha. Everyone knows I'm the alpha!" Kiba stated causing everyone except the fighters to sweat drop.

Sasuke and Rendan rushed each other, both of their fists colliding in the middle of their charge. Sasuke quickly shifted his weight and slammed his left leg into Rendan's side. Rendan staggered slightly from the hit and got back into his fighting stance. They both charged each other one more time, this time Sasuke's right fist and Rendan's right foot collided with the other's face dropping both boys like lead weights. They quickly rose to their feet and fell back into their fighting stances.

"Alright you two that's enough!" Iruka called, ending the fight.

"Aw, come on, Iruka-sense! It was just getting good!" Naruto, as well as the rest of the class, complained.

"I've seen enough," Iruka confidently said. "I think it's safe to call this fight a draw." This was met with cries of, "Sasuke-kun can't tie with anyone! He's the best!" which only succeeded in making Iruka sigh. "Okay you two, out of the ring." After a quick shared glare the two Uchiha left the ring and stood to the side.

'How did that happen?' Sasuke questioned in thought. 'I'm an Uchiha of the main house! He's nothing but a distant cousin with no prior ninja training! How did he match me?'

"That was awesome Rendan!" Naruto shouted running up to his friend. "You really showed Sasuke-teme that he can't look down on anyone who's not him!"

"Troublesome, but you did good," Shikamaru said.

"Yea, I almost swallowed my bag of chips whole," Choji congratulated Rendan.

"Not bad for a non-alpha," Kiba added. Shino's only response was to nod.

"Thanks guys," Rendan said grinning happily.

"Hey Rendan after school how about we go to Ichiraku's for some ramen to celebrate a good fight?" Naruto asked.

"You know, I could go for some ramen. Sure!" Rendan replied. The rest of the students went through their spars and were dismissed by Iruka afterward.

"For homework I want you to work on your henge and bunshin jutus. I look forward to seeing your progress tomorrow," Iruka said as he dismissed the students. Naruto in his ever hyperactive nature led Rendan to his favorite ramen bar. They both sat down at stools and waited.

"Trust me, Rendan, the ramen here's the best!"

"Naruto-kun! It's good to see you again!" Came a female voice. "Who's your friend?" Rendan looked up and saw what he believed was an angel or at least as close to one as a person could get. The girl that stood in front of him couldn't be more than ten years old, yet she seemed somewhat... distinguished for her age. She had dark brown eyes and long flowing brown hair. She had delicate features that brought out the beauty in her eyes. Rendan opened his mouth to answer but no words seemed to come out. He struggled and failed to hide the blush that found its way to his face.

"His name's Uchiha Rendan, Ayame-neechan," Naruto answered noticing his friend's distress.

"Nice to meet you, Rendan," she spoke with a smile that made Rendan's heart jump again.

"N-nice to meet you too," Rendan finally managed to say.

"So what can I get you boys?" She asked.

"I'll have two bowls of miso ramen to start!" Naruto happily shouted.

"I'll have a bowl of vegetable ramen please," Rendan said.

"Coming right up," Ayame stated as she went to the back to make the ramen.

"She's your sister?" Rendan questioned.

"No, but she and her old man are like family to me," Naruto responded.

"Hey Naruto! Good to see you again!" An old man walking out of the back said.

"Teuchi-jiisan!" Naruto yelled happily... again.

"Who's your friend?" Teuchi asked.

"I'm Uchiha Rendan, sir," Rendan replied without issue. Naruto got a smug look on his face and looked at his friend.

"Why is it that you didn't have trouble introducing yourself this time?" Naruto questioned.

"What are you talking about, Naruto?" Teuchi asked while Rendan seemed to get nervous.

"He's never had any major issue introducing himself, until Ayame-neechan asked him," Naruto pointed out. "I think he was even blushing when she looked at him!"

"Naruto, shut up!" Rendan yelled. This only served to send Naruto into a fit of laughter. Teuchi however moved closer to Rendan as if he were sizing the boy up.

"You don't seem like too bad of a person," Teuchi began.

"He's my first real friend outside of you and Ayame-neechan!" Naruto happily proclaimed. Teuchi seemed to smile at hearing that.

"Well then, let me just leave you with these parting words of wisdom. I'm very protective of my daughter, Rendan. If someone hurts her, I hurt them. Understand?" Teuchi explained releasing no small amount of killing intent. All Rendan could do to reply was nod his head quickly. "Good." Ayame chose this time to walk out with all orders of ramen.

"Here you go boys," Ayame said as she set the bowls in front of them. Teuchi only now noticed the blush that accompanied Rendan when she set the bowl in front of him. His face was so red it would have made Hinata proud. Teuchi laughed lowly and walked in the back. Three hours and fourteen bowls of ramen for Naruto later, the two boys payed for their food. "Thanks for coming boys, come back anytime!"

"You know I will, Ayame-neechan!" Naruto called as he walked out.

"I will as well," Rendan said before walking out.

"You're funny you know that?" Naruto questioned.

"What do you mean?"

"You have a crush on Ayame-neechan!" Naruto erupted into yet another laughing fit.

"I do not!" Rendan argued. "I barely know her."

"Which is why you should come back more and get to know her better!" Naruto exclaimed. Rendan was suddenly lost in thought with his body in a thoughtful position. "I knew it."

"Whatever," was Rendan's brilliant retort.

"No matter how much you deny it, that doesn't make it any less true. At least things will be more interesting now. See you tomorrow!" With that said, Naruto rushed home. Rendan looked back at the ramen shop and smiled before making his way home. Naruto was right, things would certainly be more interesting now.

Me: And that'll do it for now.

Rendan: Now can you explain the AU?

Me: Yeah yeah. Anyway, for anyone who's read the manga or watched the series, [Even played the games] (Japanese preferably) and followed it at least until the Pain Invasion Arc, you know the reason behind the Uchiha Massacre. Well, put yourself in Itachi's shoes. (MASSIVE SPOILER AHEAD! SKIP IF YOU DIDN'T GET TO THAT PART IN THE SERIES!) He realizes that he has to eliminate his own clan under orders, which is no doubt bothering him even in some slight degree. Just because he was ANBU, doesn't mean he's completely emotionless. He's not from Root people! Anyway, he's getting ready to do the deed when suddenly, one of the younger members of his clan bumps into him and demands to be taken to the Hokage. Now, put together that the boy in question, Rendan, is in a panic, so most likely he's got something relatively important to say. Itachi, at this point, has no idea what's going through Rendan's mind, but when another member of the clan is ordering him to stop the boy, he figured out that Rendan must have heard about the coup and wants to warn the Hokage. Itachi originally wanted to only spare his brother but feels that loyalty to your village should always be rewarded. Considering Rendan's loyalty to the Hokage, he chooses to take Rendan to the Hokage's office to see what will happen. When Itachi grabs Rendan and shunshins away, the clan member assumes Itachi has taken Rendan away to dispose of him, so he goes to dispose of Rendan's mother as an extra precaution. When Rendan reports it, Sarutobi realizes that there is more than one loyal Uchiha left. Although he doesn't know about the mission against the Uchiha, he has Itachi hide Rendan from his clan considering he's already proven his loyalty by warning him of the coup, even if he already knew about it and his clan will most likely kill him because of the information he had. Sarutobi orders Itachi to take Rendan 'somewhere safe' while they attempt to continue negotiations, though Itachi had one final mission to perform that night the Third knew nothing about. Since Itachi, obviously, knew about the attack, he informs Rendan that all will be solved by morning and asks that Rendan not tell Sasuke about what he'd learned.(SPOILER OVER!)

Zero: Holy shit.

Rendan: Then how come it doesn't happen in canon?

Me: Simple. The coin toss decides everything. If this were canon, the coin toss would have been 'Yin' causing Rendan to go on about his way and pay no attention to Naruto. That means he never would've fought with his mother over his friendship with the boy because it was never there. If he never fought with his mother he would've had no reason to avoid her the night of the massacre and headed home his usual way. Since he went home the usual way, he never dropped in on the meeting and was with his mother when the massacre occurred, meaning Itachi would have killed him along with the rest of the clan. So in a way, the coin toss literally determined his fate. Yin - dies ; Yang - lives.

Zero: That makes sense... in a weird way. Almost like some Final Destination stuff.

Rendan: So in canon, that stupid coin killed me?

Me: There was never anything saying that the event never occurred, giving me free-roam to do as I pleased. So, if you were canon, then yes. That coin toss killed you.

Rendan: Damn.

Me: Yep. Also, as for why Rendan can match Sasuke. Keep in mind that a decent majority of Sasuke's training was with kunai and ninjutsu, not exactly taijutsu other than the academy. Rendan, although he trained by himself and later with Naruto, worked mainly on stamina and taijutsu training, and slightly with ninjutsu before the massacre. In a pure taijutsu fight, Rendan's training allows him to keep up with the Uchiha prodigy, though not necessarily win. His lack of proper training can't surpass Sasuke's proper training but due to Sasuke also underestimating his cousin, Rendan was able to stay in even step with him. Now for translations.

Translations:

Iwa: Stone (Short for Iwagakure no Sato which means Village Hidden in the Rocks)

Arigato – Thank you.

Jii-san (can be Oji-san or Oji-chan) – Grandpa.

Neechan (O nēchan or Nee-chan) – Sister or just Sis.