They had passed, and Jiraya sighed in relief. Kakashi smiled as he sat back down. The remaining students in the room were smiling and high fived each other with a look of gratification and triumph. Kakashi raised his hand to silence everyone, and he looked over at the clock in the room. He was late, and Kakashi was actually kind of surprised. It wasn't like him to miss out on something like this.

Suddenly A mighty call came from outside and Kakashi smiled at the voice. "DYNAMIC ENTRY!" Yelled the voice and as Kakashi looked over at the window Might Gai came flying through the wall nearby. Kakashi frowned, that was definitely Gai for you.

Gai looked around the room at the various students who looked shocked at his entrance. He smiled, and the sun glinted of his dazzling smile. The students now sat with a sceptic look drawn on their faces. This of course didn't phase the ninja in the green jumpsuit as he continued to speak.

"Hello there potential Chunin of the ninja world! I am the Famous Might Gai, but you may call me the Handsome Leaf of Konoha!"

At this Jiraya noticed Light Ray sigh and frown. Ray was one of Lee's distant relatives, and though he had been assigned to Lee-sensai's team, he was not accustomed, nor proud of Gai's or Lee's extensive enthusiasm. Gai didn't even take notice of Ray's disappointment or embarrassment over the matter.

"I will be your instructor through the next phase of your exam!" Gai continued, and the students leaned in to pay attention. "Your next exam will be slightly different then previous years, and is sure to test your very strength as a functioning ninja team! It will take place at the forest of death, in exactly five minutes! If you fail to show up for the de-briefing, you will be disqualified! I take it you all know where the forest is?"

Kakashi suddenly remembered what he'd forgotten. "Actually Gai... I forgot to show them where it was."

Gai shot Kakashi a wicked glare, "Behind as always Kakashi! It would appear old age has effected more than just your vision!"

Kakashi pondered the statement for a second. "Actually you were late as well... so it would appear I'm not the only one age is effecting."

Gai's face became that of horror, "W-well that's not the point Kakashi! These students need to know where the forest is! So show them the map already!"

Kakashi smiled, "Of course." He lowered a map down from the top of the black board at the front of the class. The map was that of Konoha, and circled on the far side of the city was an area that the genin had been told was off limits.

Jiraya was puzzled. He has been told that the forest was too dangerous for genin, as it was home to all matter of creatures and poisonous plants. He gulped at the thought. Were they really meant to go there for a simple exam? What happened if someone died! Before he could continue his thought process of all the horrible fates that awaited him Gai cut in.

"Alright now that Kakashi has finally revealed the location it is upto you all to meet me at the front gate of the forest! Now then, I'll meet you there!" And with that Gai jumped out the window and began running full tilt across roof tops.

The ninja in the class room sat puzzled for a second and Kakashi watched as the second hand began to tick away time, "Now you only have 4 minutes and 30 seconds left." He said calmly and no sooner had he pointed it out, the class emptied. He smiled, it was time to read his book.

Itachi scowled as Kinnda slipped and fell to the ground. He lept off the building and landed beside her. She didn't raise her head and as Jiraya landed behind her she mumbled something under her breath. Itachi continued to glare, his silence saying everything that was on his mind. He turned and began walking in the direction of the forest.

Jiraya approached Kinnda and offered a hand but she refused it. She simply rose and began walking after Itachi. He frowned; the rest of this exam was going to be difficult. He shook his head, at the thought of failure. After all, Neji had taught him that negative thought lead to negative outcome. He was in-charge of his own destiny, and he would make sure he succeeded and became a chunin! More so, he would keep his team together, and make sure they all passed, even if it was the last thing he ever did.

Team seven walked up to the gate just as it was beginning to close. They ran in and as they did the gate slammed shut behind them. Itachi didn't say anything but Jiraya could tell he was disappointed they hadn't made it there first. Jiraya once again looked around at the other genin that made it past the first exam.

The Artisan team, one Waterfall teams, seven Grass teams, seven Heat-Haze team, three Leaf teams, four spring team, one Cloud team, six moon teams, six Star teams, and four Mist teams were still in the competition. Jiraya was surprised at that most of the great ninja villages had been eliminated, but then again this year did seem harder.

Gai smiled and looked at the few remaining teams. "Well, well! It looks like we're in for some fun times! Alright everyone I will now explain the first part of the second part of the chunin exams!" He nodded and a few leaf shinobi brought forward a crate filled with scrolls. "Inside this crate there are scrolls. They will be marked with your villages symbol and team name or number. Attached to each scroll there is also a map! Read the map and take your scroll there! Once there you must open your scroll!" Gai raised a continary finger. "Now the order of what I said is important! Should you open your scroll early you will fail! Only once you have made it to your target area will you open the scroll!"

Itachi scoffed, this was going to be too easy. He walked forward and grabbed the leaf village scroll marked with the number 7. He walked back to the team and tossed it to Kinnda, who looked surprised at the sudden recognition. Jiraya raised an eyebrow and stared at Itachi. Even though Kinnda seemed honoured to be trusted with the scroll Jiraya could guess why he had given it to her. Itachi was planning on him and Jiraya doing the fighting and keeping Kinnda in the back where, in Itachi's mind, she couldn't cause any trouble.

"Where are we heading Kinnda?" Itachi's voice was stern and Kinnda immediately opened the map and began looking for a destination.

"It looks as though the center of the forest, apparently near some sort of tower."

Itachi seemed puzzled and Jiraya pointed his observation out, "What's wrong Itachi?" He asked, trying to figure out what had confused the Uchiha.

"My mother told me stories of her first chunin exam and the forest of death. Apparently they were only supposed to make it to the center of the forest. This must mean that there is going to be some sort of unique twist."

Jiraya nodded, "As Lazy as he is I wouldn't put it past the lazy-kage to come up with some wild scheme like that."

Kinnda rolled the map up and put it into one her pouches, "Well no matter we'll just have to make it there fast and find out what the twist is before everyone else."

The three nodded and as they did so Might Gai pointed towards the heavens, "Alright young spirited Genin, I hereby declare the second part of this test started! GO!" He dropped his arm and the gates to the forest flew open. Genin began running in hurriedly, and Jiraya, Itachi and Kinnda were no exceptions.

They had been travelling for only a few minutes when Itachi saw something. He stopped on a tree branch and motioned the others to stop as well. Jiraya seemed confused, but then again the young Hyuga always seemed puzzled by something. Itachi motioned to Jiraya to activate his Byakugan. Not wanting to cause a fight, and slightly curious as to what Itachi was reacting to, Jiraya did so and scanned the area.

Only a few meters off was another team of ninja, and it appeared that they were attempting to open their scroll. Jiraya now knew what Itachi was interested in. They were gathering information about the challenge. He smiled and watched as the genin in the distance slowly began opening the three seals on their scroll.

Kinnda shifted her wait and looked bored, what were those two looking at? What could be so interesting that they had to stop in the middle of their mission? She found herself pouting slightly. Of course she would have to be on a team whose eyes gave them special abilities, and she would be the odd one out. Even their sensai had special eyes. Kinnda closed her eyes and imagined having Orange eyes that shot lightning and fire and allowed her to fly. How much easier it must be with an ocular kekkei-genkei.

Suddenly a loud scream went flying through the forest and Kinnda's eyes snapped open. Itachi and Jiraya now looked very concerned and Kinnda gulped slightly. Whatever they had been looking at apparently didn't end well.

"What happened? What is it?" She asked nervously.

Itachi glanced over at Kinnda, his Sharingan activated. "Get down." He demanded.

Kinnda stood confused, "What?"

Itachi wouldn't repeat himself instead he pushed Jiraya out of the way and dove into kinnda knocking her flat on her back. He would also take two kunai to his back. Kinnda would have asked a question but she was left breathless from what she saw from over Itachi's shoulder. A man in an ANBU mask jumped from the forest ground and drew a small sword from his back. He was about to attack when Jiraya jumped in and used the eight trigrams palms heavenly spin to push the attacker away from them.

The attacker spun in the air and landed perfectly on his feet on a nearby tree branch, "Give me your scroll and you may pass." He said, his voice stern and harsh.

Itachi rose slowly and pulled the Kunai from his back. "Yeah right, like we'd give up that easily." He smirked and nodded to Jiraya who nodded back.

"Very well, then I will eliminate you myself!" The man charged forward again, with quick speed, but Jiraya's Byakugan allowed him to keep up.

He dogged the man's first strike and used the Byakugan Three Strikes technique to push his opponent into the waiting Itachi who let loose a devastating fire release: great fire ball technique.

The man went flying backwards and landed on the side of a tree, where he attempted to push off and launch another tai jutsu assault. Itachi waited until the last second before flipping onto his back and grabbing the man's shirt. He then planted a foot into the man's chest and rolled back wards so that the man was under his foot. He pushed off hard and as he rose into the air itachi reached into his pouch and removed a vial of oil. He quickly flung the oil into his mouth before activating the fire release: flame bullet technique.

Before the man could move he was hit with a large oily fire ball and as the smoked cleared the three genin watch to see if their attacks were successful. The man had indeed been hit and in a few seconds he burst into ink. Jiraya and Itachi seemed relieved, but Kinnda was stilled confused. She turned to her comrades and then back to the pile of ink that had once been their opponent.

"He was created from opening the scroll." Jiraya answered her question without needing to hear it. "We saw a team of genin from the Heat Haze village opening their scroll, so we decided to watch. Apparently when we open the scroll early that happens." He then motioned to the pile of ink.

Itachi frowned, "We need to make up for some lost time, I don't want to be the last one to their destination again." Jiraya sighed before both he and Kinnda agreed.

A few hours later they could see the tip of the tower through the trees. They were definitely getting close, but things were about to get hairy again. Several kunai flew out the bushes and Itachi, Kinnda and Jiraya quickly jumped out of the way. Another assult? Jiraya was starting to see why this forest was known as the forest of death.

Three genin stepped from the shadows, all wearing Star village headbands. "Hand over your scroll," They demanded, and Itachi stepped forward to speak.

"What happen? You open yours to early as well? Just looking to get another one so you don't fail?"

The three genin all looked at one another and began laughing, "You idiots obviously haven't reached your destination yet. Well no need for you to get there, just hand over the scroll and we won't rough you up."

Kinnda took a step forward but before she could do or say anything Itachi raised his hand to silence her. "If a fight is what you're looking for then why not make it a simple one vs one. That way I don't have to rough up your entire team too badly."

The genin looked at each other before the one in the middle, who appeared to be their leader stepped forward. "Nice try Uchiha, but I've heard about your freaky eye abilities. If you want to make it a one on one then why not let the little lady do some fighting?"

Jiraya snarled, "You mean you'd attack a girl? You prick! I challenge you!"

The genin in the middle looked Jiraya up and down before he grinned again. "Alright big boy, if you want to defend her so badly, then how about you fight Hugo here." The genin motioned to his team mate on his right. The ninja had a big bushy brow and a slightly slanted and drooping forehead. His muscles were not gaint, but they were very well toned, and Jiraya began regretting his decision.

Before Jiraya had a chance to retake his comment Itachi spoke out, "Very well, if Jiraya defeats this Hugo guy, you'll let us pass."

The middle genin smiled and nodded, "I can agree to that." He the motioned for Hugo to step forward and the larger genin did as he was instructed. "Make them regret ever meting the Star village Hugo." The big genin pounded on his chest like an animal before letting out a mighty roar.

Jiraya sighed, what had he gotten himself into? How was he going to fight someone so big? Would he even be able to do it? He stepped forward and took off his robe so his bare chest was visible; he wouldn't need extra clothing slowing him down for this battle.

"I'm ready when you are," Jiraya said and with that the assault began.