At 1:00 the first years broke for lunch. The lunch times at the academy were deliberately staggered so that the different years would have limited interaction. The instructors wanted to focus them on competing against others of a similar level and did not want older students revealing things to the younger ones.

Since it was a good day most of the first years decided to eat outside. Naruto and Chichi found a spot underneath a small tree and sat down to eat their dango.

As they did so the other members of Class A eyed them curiously. Their behavior had been shocking to children taught to always respect a sensei no matter what. Whenever Iruka-sensei would turn his back he would be peppered with spit balls or else there would be rude noises. It was obvious Iruka knew who the culprits were but they didn't seem to care. Chichi had been the one to start things but Naruto had quickly and eagerly joined in.

In retaliation Iruka had started asking a series of general questions about the ninja arts to test what his students already knew. He wound up asking Naruto five or six of them in a row. (For some reason he never called on Chichi to answer anything.) Naruto seemed to have taken Iruka by surprise by answering each one correctly. Despite his behavior it turned out he actually had a brain in his head.

XXXXXXXXXX

Flashback

Naruto felt like he was going blind with all this reading. After their daily workout Chichi would make him open up some old textbooks she'd given him and force him to read. He couldn't just pretend to read either because she always quizzed him. History, math, ninja theory, he was forced to read up on all sorts of boring stuff.

"Why do I have to read so much?" he whined. "It's so boring!"

Chichi frowned at him from the kitchen where she was making dinner. "You want to be a gaki all your life? It's not enough for a ninja to be strong and have lots of jutsus. A ninja's best weapon is right here." She tapped the side of her head.

He looked unhappy. "Why can't I just be super strong?"

"You want to be Hokage right gaki?" He nodded. "Well a Hokage has to be intelligent as well as strong. The Third Hokage was nicknamed, 'The Professor' because he was able to master every jutsu that originated in the village without the help of a blood line like the sharingan."

"But you said the Hokage was the strongest ninja in the village!"

She laughed. "What, you think being a dummy is a strength? Only a gaki would think that way. In a real fight it's not just strength that matters. Knowing when and how to best use your jutsus counts for a lot too. I've seen plenty of strong ninja taken out with traps or well thought out ambushes. Believe me an enemy with a lot of brains is a whole lot scarier than one with nothing but a lot of raw power. And if you have both… very scary." She remembered her sensei and shivered a bit.

"Uh, Chichi?"

"Yeah gaki?"

"When'd you ever see ninja taken out with traps and ambushes?"

Grrr! Damn it! I gotta stop doing that! "I mean that's what my friend says and she would know."

Nodding his head Naruto turned back to the text book. Nothing could make him enjoy studying, but if this was what he had to do to become Hokage then he would.

XXXXXXXXXX

Given Naruto's intelligence and Chichi's fighting ability the two of them were quite hard to figure out. The students were left to form their own opinions.

Sasuke found their antics kind of dumb. He was here on a mission. He was going to be the number one student and impress his father. He was a bit interested in Chichi though; she seemed strong and might make an unusual opponent.

Ino thought they were both annoying, especially the slutty looking girl. Ino was intent on being queen bee and didn't need some idiot trying to grab attention all the time.

Sakura kind of admired the way they simply didn't care what anyone else thought. But she didn't dare associate with them. If she was seen with two delinquents it would make her even more of an outcast.

Hinata was horrified by their rude behavior in class. Though she did think it was sweet that they were so close.

Shikamaru found the situation troublesome and decided to take a nap.

Shino found their actions pointless and illogical and decided the best course of action was to ignore them as much as possible.

Chouji was way too busy eating to give anything else a thought.

As for the Inuzuka in their class…

"Hey! Can I join you?"

Naruto looked up to see one of the girls from his class. She was a cute and had honey colored eyes and long auburn hair that went down past her shoulder. She had red triangular marks on her cheeks that looked a little like fangs. Her pupils were slitted and when she smiled he could see her small fangs. She had on a light brown shirt and dark green camouflage pants that looked well worn. Perched on her shoulder was a small brown puppy that was wagging his tail.

Naruto nodded eagerly. She was the first person in class to say anything more that 'hi' to him. "Sure."

The girl glanced at Chichi who had a mouth full of dango. She just nodded with a slight shrug.

"Thanks!" The girl immediately knelt down and took out her bento. "My name is Inuzuka Ayako. And this," she playfully rubbed her puppy's head. "Is Homaru." The dog gave a single high pitched bark in greeting.

"I'm Uzumaki Naruto and this is my best friend Amai Chichi."

"Please to meet you," Ayako said. "I thought it was pretty funny all the trouble you were giving sensei."

"Well, you have to do something to pass the time," Chichi said.

"Aren't you worried about him getting mad at you?" Ayako asked.

"Nah, I think it would be pretty funny to tell the truth."

Naruto was looking excitedly at the little dog.

"You can play with him if you like," Ayako said.

"Really?!" Naruto eagerly put the dog in his lap and began rubbing his tummy. Homaru shamelessly rolled over to encourage this.

As Naruto was engrossed with play Chichi noticed the looks coming from some of their classmates. She leaned in and talked to the other girl in a low voice Naruto wouldn't be able to hear. "You know hanging out with us might not make you popular with some of the others."

Ayako grinned and answered back just as quietly. "So what? I like you two."

Chichi instantly grinned back deciding she liked this girl.

"Hey what are you two talking about?"

"Nothing," Chichi said innocently. "I was just telling her about how you chew your toe nails."

"Ewwwwww!" Ayako made a disgusted face.

"I do not!" Naruto shrieked.

Despite some second thoughts Ayako decided to stay and have lunch with them.

This was how Naruto made his first friend at the academy.

XXXXXXXXXX

Following lunch they went out to the practice field where another teacher took over. Academy instruction was a mix of the scholastic and the athletic. While they would learn in the classroom they would also exercise and work on the physical skills required of a ninja.

Mizuki began by giving everyone a test to see how quickly they could run a quarter mile, how many pull ups they could do, and how many sit ups they could do in two minutes. Chichi observed how the students were doing and then did just enough to put herself in the middle of the pack with regard to the pull ups and sit ups.

For the run Mizuki had all the students so at once so they could race each other. The academy believed very strongly in competition and in rankings. Chichi fell in beside Naruto and made sure to come in just behind him. The result of all their training over the past few months now became evident as Naruto came in second, losing out only to Uchiha Sasuke.

This drew a lot of comment from the students as Sasuke was already well known to most of them. Sasuke himself went over to Naruto and congratulated him on doing so well.

For his part Mizuki-sensei did not look pleased to have to rank Naruto second in the class.

Following the opening work out he then had each student demonstrate what they knew of fighting techniques. He then stepped in to correct any flaws he spotted.

When Naruto's turn came up he gave him a friendly look. "All right Naruto, show me what you can do. Attack me and feel free to use and punches or kicks you like. I'll only defend so don't hold back."

"Hai Mizuki-sensei!"

Mizuki saw him bring his body into a much too rigid fighting stance and then launched a series of punched and kicks where his while body seemed to follow after each strike. It was a bizarre fighting style, one Mizuki had never witnessed before, but it seemed fairly effective.

After a couple minutes he halted the exercise. "Naruto, where did you learn that odd style?"

"Chichi taught it to me," he answered.

Mizuki glanced at the little girl. "I see. Well done Naruto. Chichi come with me please."

He led the girl a short distance away to speak privately. Mizuki of course knew she was the Chunin the Hokage had assigned as Naruto's bodyguard. He did not however know her identity. As soon as they were ion private he leaned down and spoke to her in a harsh whisper. "What are you thinking teaching him an advanced fighting style?"

Chichi crossed her arms and stared up at him. "What's the problem? All the clans teach their children special fighting styles. The Hyuuga even have one completely unique to them."

"That's different, their members of clans so of course they have special training. But there's no reason for Naruto to receive any. If you have to train him don't show anything above the most basic forms."

"Why?" She asked sweetly. "So the little gaki can be average? There's no reason why he shouldn't be one of the best here. Once you drill through that thick skull of his he's actually got some real potential."

"No one cares about his potential!" Mizuki said harshly. "Our job is just to keep an eye on him and make sure he doesn't become a threat."

Chichi slowly smiled at him. "Well, thanks for letting me know how you really feel." She turned around and headed back to the students, abruptly ending their conversation.

Frowning Mizuki followed her back.

XXXXXXXXXX

The next day a very unhappy Iruka informed the class that Mizuki would no longer be teaching them. The Hokage had unexpectedly reassigned him.