I thank December Silentvale for helping me.

For the next three days, Ren and her team stuck together for the most part. Whittling away the hours eating, swimming, sparing when no one else was around, and other things to keep themselves occupied until the second part of the exam was over. For the past few days, until the five days of the second exam were over, Ren had tried to finish her drawing to no avail. She also tried to remember if any of her travels with her parents involved ever going to Suna, which proved to be a fruitless endeavor.

The team did all of this because they had been wary of the Sound ninja Ren had encountered alone the first time and even more so when the second team with their mummy leader entered the tower. However, judging from the dirty looks the two sent back and forth to each other, they didn't get along well. So it seemed unlikely to the Mist ninja the two teams would band together to attack them allowing them to relax a little. Though still on guard just in case either team tried to pull anything when in their presence. When she saw the Sound ninja team with the mummy leader, Ren couldn't help but wonder what had happened to them. The other male from the Sound team appeared to have been injured slightly beforehand judging from the sling.

Though, she knew it could have been worse for him. The thought bringing to mind the unfortunate Grass ninja that had gotten eaten by a man-eating bug and the sore losers that were his teammates. That wasn't the only thing that came to mind either. Over the last few days, the three Mist ninja and the other genin in the tower could hear the screams of some unfortunate ninja getting killed in route to the tower one way or another.

Since the second night, Ren didn't have anymore real run-ins with Gaara and Kankuro didn't bug her anymore, seeing she was finally staying away from his brother. The redhead's words echoed in her mind for the past few days. Wondering what it was about her that would be distracting and confusing to Gaara. While she didn't run into him, sometimes she would be walking through the halls and see him heading to the roof at night. Though she was curious, she didn't walk up to him and ask him why he did it. She never investigated since she didn't want to disturb him like his oaf of a brother had disturbed her when she was drawing.

In the end, she chalked up his late night roof haunting to being something he did. After all, she recalled him doing it before the exam started back at the hotel, so it just seemed like it was something Gaara liked to do. Everyone had their own little quirks about them, even someone like Gaara who was eager to kill others for whatever reason, like looking at him the wrong way.

Every once in a while over the past few days, Rock Lee would attempt to talk to Ren and her teammates, but they kept their distance. Mostly due to the Hyūga dragging him away and thus ending any conversation that had been going on to their ear's relief. When the green clad ninja got going, it was nearly impossible to get him to stop and Ren didn't want to be rude to him. He wasn't a bad person at heart. But that didn't mean she wanted to spend hours listening talking about the wonders of youth or how great his sensei was. Avoiding him was mostly due to the fact Ren didn't particularly like being around loud people much. Though on the bright side, she did get introduced to the female member of his team, Tenten.

She seemed nice enough, though Ren still couldn't figure out what her specialty was. She didn't seem like a medic ninja so that was out of the equation. Looking at the girl's teammates, Ren noticed they mostly had physical specialties. Seeing how Lee was quick from the first time she met him on the day of the first exam. Neji, being a Hyūga, was also a close combat ninja. This made Ren wonder if Tenten used any gejutsu techniques. It would make the team a little more balanced.

Besides dealing with Lee, Ren did take the time to speak with Hinata at least once every day, much to the other Hyūga's displeasure, which Hinata informed Ren he was her cousin. His name being Neji. During their stay at the tower, Ren had thought to ask Hinata why her cousin seemed dislike her so much but decided against voicing her question, not wanting to upset the girl discussing what was probably a sensitive topic and no doubt involved private clan matters.

The Hyūga girl had been worrying over Naruto the past few days, but Ren assured her each time the girl brought it up that Naruto wasn't the type to go down easy. Along the way, Hinata also introduced her to the other leaf rookies that had made it. Those ninja being Choji Akimichi, Ino Yamanaka, and Shikamaru Nara. Hinata also explained to her that along with Team 10, Team 7, and her own team, they had all been in the academy together. She even told Ren some stories about her friends and bits of their childhood.

While all of this was mostly pleasant, it didn't last forever. Besides the two Sound teams, to Ren's displeasure, Kabuto and his team eventually entered the tower as well. She made a point to stay away from him. From the get go, the older boy creeped her out and rubbed her the wrong way.

She along with Hinata were relieved when they saw Naruto and his team had entered the tower at last. They looked a little worse for wear. Exhibit A being the pickette's hair having been cut and the whole lot of them bruised and dirty from their experience in the forest of death. But over all, she was glad they made it before the time limit and didn't get killed or eaten on the way.

On the other hand however, it worried Ren that there were so many teams still around that passed. From what Ao-sensei had told them, only a certain number of ninja made it to the finals each time the third and final exam was held. The number had been mostly consistent over the last few years. With all those gathered and doing a quick mental head count, Ren figured 27 and made it to the tower and the number was way over the cap. She could only worry what the proctors would do to cut down on the number of candidates. Naruto and team didn't have any time to rest like the rest of them did, so she was worried for them on whether or not they would make it or not to the last part of the exam.

Pushing such thoughts aside, she focused on more important matters such as he own team making the final cut. They could not and would not disappoint their sensei and Mizukage.

Soon, they were all called to the main hall where all the sensei's of the teams remaining, chunin sentinels that welcomed each team, the first, second, and possibly third proctors, and finally the Hokage himself gathered together.

When Ao-sensei saw his team he gave them a small smile before turning back to his serious self again.

The room was large with a screen above a statue of hands in the ninja hand sign for ram. Though, Ren noted it was the opposite side it usually was. The Hokage stood on a small stage where the statue was with the sensei's behind him and in front of the statue. The proctors and others chunin stood off to the left and right of the stage on the ground floor with the candidates. To the sides of the room was stairs leading to balconies above the ground floor on both sides. Possibly for watching fighting matches from a safe distance above.

Lining up, the Genin teams stood in columns with the other teams beside them. First was Team 10, followed by Team 8, Team 7, Team Guy, Kabuto's team, Ren's own team, Gaara's team, and finally the two sound ninja teams with the mummy leader's first and Flute's teams the last team lined up.

Once everyone one was situated, Anko began. "First of all, congratulations on finishing the second exam."

She called out with the mic attached to her as she scanned the Genin before her. 'There were 84 ninja who took that exam. Frankly, I'm surprised that even 27 passed. I knew that less than half would make it, but I really thought the number would be in the single digits.' she thought ending with a smirk and the lightest of chuckle.

Out of the corner of her eye, Ren glanced at Gaara and the other teams. Of all the people she had to stand close to Kabuto, but she didn't mind standing beside Gaara though he didn't look at her. Sakuya was behind her and Shachi was behind them.

Straining her ears, she could here Choji complaining about food as he had done the entire time he had been there. Shikamaru complained about everything being a drag and Ino was going on about Sasuke… Again! So it was business as usual for them. From what she overheard, they helped out Naruto and his team. Casing her eyes to the front, she could see one of the Sensei talking to another. From the way he was dressed she guessed this was the 'Amazing Guy-sensei' Lee constantly talked about.

He had the same shiny bowl style hair cut and remarkably thick eyebrows. Wearing a green jumpsuit, orange striped leg warmers, and the standard Konoha flak jacket, which was left unzipped. His red forehead protector is worn around his waist like a belt. If Ren didn't know better she would have thought Guy-sensei and Lee were father and son. She would have assumed Lee just inherited his some other family member's nose and eyes.

"I see your team didn't do too bad, Kakashi. They must have gotten real lucky. Of course, with my team still around, your team is doomed to failure. After all, what matters on the next test is ability, and we got you far out-classed. Well, I guess that part of growing up is learning to deal with heartbreak, huh Kakashi?" Guy asked his rival as he glanced at him from the corner of his eye with a confident smirk.

"Hmm? Did you say something?" Kakashi asked as he turned to his bothersome companion.

Guy clasped his head as he freaked out at his rivals 'cool' and flippant attitude. Having not really heard him or just ignored him to mess with him. Crying out in agitation.

From where Ren stood, she wondered what happened and figured whatever it was hilarious from Guy-sensei's expression. She could have sworn she saw a spotlight on the sensei. She couldn't help but give a small smile and a snort before wiping away the emotions on her face.

Turning away, Guy clenched his fist as he tried to contain his fury at being brushed aside. 'All right, Kakashi, you win this round. Boy, that drives me nuts when you act so cool.' Ren blinked when she thought she saw flamed surrounding the man. 'There's no way I'm gonna let you get the best of me.'

Back with the other genin, Tenten watched her sensei's reaction. 'So that's Guy Sensei's old rival, huh? Well, if I had to judge them on looks alone, I'd say Guy Sensei would lose.'

With Rock Lee he was think of nothing but the best of his idol. 'Guy Sensei is just the coolest teacher ever. I mean, he is so cool, he practically glows with cool.' His eyes igniting with the flames of determination. "You watch, Guy Sensei. Some day, I'll make you proud of me." He declared as he thought back to what happened in the forest and his vow to not lose and become stronger.

Neji meanwhile was observing the competition. 'As expected, all the best are here.' He thought before looking beside his to the Uchiha standing there. 'Sasuke Uchiha, huh?'

Meanwhile, the mummy and his team also observed Sasuke, but in anger. Flute, Rei, and Suzu were busy watching their target as well. The Sound sensei for the mummy team smirked to which Kabuto slightly shifted uneasily. Beside the sensei was a female Sound sensei with her yellow eyes and long lavender hair. It reached down to her hips and was sectioned off into three different braids. Two on each side of her face and one behind her. Each one had a clip. The treble clef, the music staff, and the bass clef. She wore the same Jonin uniform as her fellow ninja with her headband around her head. She was Erhu. Sensei and mother of the Sound triplets.

At the back of her team, Temari counted the number gathered together in disbelief. 'I can't believe it. Only nine teams out of 27 are left.' While her Sensei, Baki paid close attention the red-head. 'Sure enough, not a scratch on you, Gaara.'

Kurenai glanced at her team and noticed, the pup hiding in his partner's jacket. 'Akamaru is acting strange.' she pondered. Kiba looked down to his partner as the pup whined before glancing at the ones who scared his little pup. 'Those Sand Village ninja.' He thought with a glare.

Hinata glanced at her crush and smiled as she played with her index fingers. 'Naruto passed, too. Thank goodness.' She thought gratefully.

"Hey, look. All of the Leaf Village rookies are here, too." Sakura told her teammates.

Ren glanced at the pinkette and wondered if the three of them were blind to have not noticed this already.

"Woah, everybody's here. Old Man Hokage, Iruka Sensei, and even Bushy Brow." Naruto rattled off cheerfully. "It looks like absolutely nobody got left out this time."

"I don't have a very good feeling about this." Sasuke muttered as he clenched his left shoulder.

Up on the stage, the Hokage was amazed at the number of genin before him 'It's hard to believe that there are so many left after the second test. And so many of them are rookies.' He thought before glancing at the Sensei with a smile. 'So that's why they fought so hard to recommend them.'

"All right, now pay attention. Lord Hokage is going to explain the third exam to you. You better listen carefully, maggots." Anko insulted them before turning to the Hokage and spoke to him with a far more respectful tone and even a bow. "Lord Hokage, they're all yours."

Stepping forward, the Hokage cleared his throat before speaking. "First, before I tell you what the third exam entails, I want to explain something about the test itself. Listen closely now. It's something that all of you need to understand."

The others curious and listening closely.

"I'm going to tell you the true purpose of these exams." The Hokage continued.

'True purpose?' Sakura wondered.

"Why do you suppose our country holds these exams in conjunction with our allies?" Hokage asked as he adjusted his hat, some of the Genin making grunts of confusion. "To raise the ability levels of the Shinobi and increase friendship between nations, to be sure." He assured them. "But it's important that you understand it's true meaning. The exams are, so to speak-"

'So to speak?' Tenten wondered.

Hokage stopped as he gathered his thoughts and blows smoke out from his pipe.

Gaara staring at him, wanting the old man to get to the point already.

"They're a representation of the battle between allied nations." The Hokage informed them.

"And what's that supposed to mean?" Tenten demanded to know.

"Now if we look at our history, all the countries that we're currently allied with were once neighboring nations that continuously fought with each other for power. In order to avoid destroying each other's military strength meaninglessly, those nations picked champions to do battle on behalf of their countries at a mutually selected location. That was how the Chunin selection exams originally began." The Hokage explained.

"Well, that's great. But why do we have to go these exams, then? I mean, it's not like we're doing this to pick Chunin to go fight." Naruto pointed out.

"Well, actually, there is no question that part of the point of these exams is to select Shinobi worthy of Chunin. That's not the whole story." The Hokage explained. "These exams also allow for a place where Shinobi can carry the pride of their nation on their backs, and fight against other ninja for their very lives."

"The pride of their nation?" Sakura murmured.

"Many leaders and people of prominence from various countries are invited to attend this exam as guests, and also possibly to seek Shinobi to work for them. This exam will determine the course of your ninja work from here on out. And more importantly, those rulers will watch your battles and take note of the strengths that each ninja and each nation is developing. If there is a gap in power between the countries, the strong nations are inundated with job requests for their ninja. And conversely, the request to countries that are deemed weak decline." The Hokage explained. "Therefore, the stronger our nation is, the better our position when it comes to negotiating with neighboring countries. So it's important to show how much military strength our village has."

"OK, but even so, why is it necessary for us to risk our lives?" Kiba asked grouchily.

"The country's strength is the village's strength. The village's strength is the Shinobi's strength. And the true strength of the Shinobi is only achieved when it's pushed to its limits, such as in a life and death battle." The Hokage stressed, his tone fierce and gruff as he urged the Genin before him to understand the full gravity of the situation. "This exam is a chance for each nation to display the strength of its Shinobi, and hence the strength of the nation itself. It's because this is an exam where your life is on the line that it has meaning. And it's for that very reason that for the strength of the nation that your forerunners fought in this exam. It's truly a dream worth striving for."

"But then why...Did you use the expression "friendship" before?" Tenten asked, seeing the contradictions in his previous statements.

"But you've only remembered half of what I said. You also mustn't have the wrong idea of the exam's meaning. This is a custom in which balance is preserved by fighting and dying. In the world of the Shinobi, that is friendship." The Hokage gave his answer. "The third exam is a fight for life with the pride of your village and your own dreams at stake."

Ren glared at the Hokage. 'Pride... What 'pride' can I have for such a bloody village as my own? A village that tells children to kill their friends to become a ninja. We all fight for dreams covered in blood, what type of dream is that?' Ren thought somberly. 'Nothing will ever change. I fight not for a village. I care nothing for pig-headed pride. I fight to protect what little I have left. My team. It already took my family. Haku, is heaven a true paradise? Do you weep for all the fools you see, or are we beyond redemption?'

The room was silent as they took in this information before a blond knuckle head broke it.

"Well, he sure convinced me."

"Any test is fine. Just tell me what the details of the exam are already. I can handle anything you throw at me." Gaara said impatient.

Ren nodded. 'We've waited five days already. None of us are exactly getting any younger.'

Seeing the others showing similar expression of impatience, the Hokage nodded. "Very well then. Now listen closely. I'm going to tell you exactly what you'll all be doing on the third exam." He said with a cough before a ninja appeared and kneeled before the Hokage.

This action surprising some of the Genin.

"Lord Hokage, before you do, please allow me, Hayate Gekko, appointed proctor of the third exam, to speak first." The man asked.

The Hokage thought for but a moment before giving his consent. "So be it."

"It's nice to meet you all." Hayate spoke as he stood up and began to cough. "There's something I would like all of you'-" He said as he turned to face them and began another coughing fit. "-to do before the third exam." Only to cover his mouth as more coughs halted his speech.

Most of the Genin looking at the third proctor in worry. Ren thought the man was going to cough out a lung at the rate he was going. Taking the moment to observe him, Ren noticed Hayate Gekko had short brown hair, dark-colored eyes and even thought he was a young man, he had pronounced dark markings under his eyes. He wore the standard Konoha shinobi outfit complete with a forehead protector that he wore as a bandanna, flak jacket and regular shinobi sandals.

Soon, the coughing died down as he continued with hesitance.. "Uh- we have to have a preliminary exam before we can move onto- the real one."

"Huh?" Came Naruto's articulate response.

"A what?" Sakura asked in disbelief. After everything they had gone through, they now had this to deal with.

"Preliminary? Just what do you mean by that?" Shikamaru yelled.

Ren had never seen the bored ninja show so much expression besides boredom and slight irritation.

"I'm sorry. Sensei, excuse me, but I really don't see the point." Sakura said politely. "What's this preliminary all about? Why can't we just move on to the third exam?"

"Uh- well, you see, the first and second exams might have been too easy. The fact is, we never expected so many of you to still be here." Hayate answered honestly. "According to the rules of the Chunin Exams, a preliminary round can be held at any stage in order to reduce the number of candidates remaining."

"But is that fair?" Sakura asked as panic rose and caused her voice to raise.

'Life isn't fair, bubblegum!' Ren thought.

"It's just that at this stage, we have to speed things up a bit. As Lord Hokage said, a lot of important guests will be watching. We can't afford to waste their time. They've come to see only the best." Hayate reminded them. "So if there are any of you who feel you're not in top physical condition, now's your chance to-" He said before the coughing returned with a vengeance.

Ino raised an eyebrow at the proctor. 'Talk about not being in top physical condition.'

'That proctor doesn't look so good himself.' Hinata thought, unknowingly sharing the same view as her fellow leaf kunoichi.

Hayate soon recovered and continued. "Sorry about that. As I was saying, any of you who don't feel up to this, now's the time for you to bow out. The preliminaries will be starting immediately."

"Come on, you mean right now?" Kiba asked outraged.

"We just finished barely surviving the last exam. Don't we get a break?" Ino whined.

"Man, what a drag." Shikamaru bemoaned their sorry fate.

Choji groaned. "When do we eat?"

Naruto could only gulp, trying to swallow down the rising panic within him. Begin the last team to arrive, they were the most tired and at a major disadvantage.

'We have our mission. At least one of us needs to be in the final round of the exam. We are rested and prepared. Bring. It. On!' Ren thought as a determined gleam entered her eyes.

"Oh yeah." Hayate remembered something else he was suppose to mention. "The winners will be determined by one-on-one combat, sudden death. So like I said, if there's anyone who doesn't feel up to it, now's the time to raise your hand."

'Does he really think anyone's gonna quit?' Sasuke thought before he flinched in pain and held his shoulder.

"Sasuke?" Sakura asked, worried for her teammate and crush.

"Hmm?" Naruto hummed in question as he turned to glance back at the small commotion his friends were making.

'Waves of pain, they're coming sooner and sooner.' Sasuke thought as he gritted his teeth.

Looking over, Ren noticed once again how Sasuke was clutching his shoulder. She wondered just what had happened to him. She wasn't sure if she hoped he would drop out or hoped he would continue to fight. If he did drop out, that meant less competition but on the other hand, he did seem like a worthy opponent. She didn't particularly hate the guy or like him. She was mostly indifferent and didn't really want anything to do with him.

"Sasuke, listen to me. You have got to quit." Sakura told him.

This statement making the Uchiha gasp. Mind racing as he thought about the words that had just escaped her mouth. Didn't she know how much all this meant to him?! Quitting wasn't an option!

"Huh?" Naruto asked, unsure what Sakura was getting at.

"You've been like this ever since you tangled with Orochimaru. And it's getting worse." Sakura pointed out as the Uchiha refused to look at her all the while holding his shoulder. "It's that mark he put on you, isn't it?"

Naruto grew serious as he listened. 'Mark?' He wondered, having been knocked out during the time and out of the loop as to what was going on.

Ren meanwhile had stiffened as she looked around. Eyes peeled for the intruder. 'Orochimaru? That monster is here?' Glancing back at Sasuke, she realized what the problem was. 'He must have one of those curse marks. Now we're going to have to keep an eye on him when I want nothing to do with him. Damn it!'

"You can't deny it, Sasuke." Sakura told him, recalling what had happened when the curse mark was given and activated.

With the news of Orochimaru running amok and messing with other ninja, Ren wasn't sure what to do as she observed them further. Just what would the Uchiha do? What would Orochimaru do if it didn't go along with his plans?

"Please." Sakura begged.

"Huh?" Naruto and Sasuke turned to look as her as they noticed she had begun to cry.

"Please, Sasuke, quit now before-" Sakura begged as she tried in vain to rub away the tears in her eyes. "I don't know what. I'm scared." She admitted.

'Sakura.' Naruto thought, concerned as Sasuke stood there looking at the pinkette, considering her words as another wave of pain wracked his shoulder.

Up on the stage, the Hokage and the first and second proctors were watching Team 7.

"It's just as I feared." The Hokage muttered.

"What do we do with him?" Ibiki asked.

"We take him out of the exam, hand him over to black ops, and let them keep him locked up." Anko bluntly answered. "We have to keep that seal under control."

"Oh, and he's just going to quietly go along with all of this, huh?" Kakashi interrupted. "You really think so? You're forgetting, he's of the Uchiha clan."

"I don't care what the heck he is!" Anko lashed out in anger. "If he stays, he's a danger to everyone! Don't you see? As he gets stronger, so does the curse mark! That thing is feeding off his chakra!" Anko then subconsciously covered her own mark. "It's a forbidden Jutsu that devours the one who bears it." She told them as she glanced back at the boy in question. "It's incredible the kid's still standing. By now, he should be dead." She said in pity. knowing full well the pain the boy was going through.

"Lord Hokage." Anko implored him.

The man saying nothing as he watched Team 7.

"Come on, you know as well as I do. You're in no condition to keep fighting." Sakura continued to beg.

"Shut up, Sakura." Sasuke growled at her.

"You think I'm blind or something?" Sakura asked, getting worked up and pitch raising at his stubbornness.

"Will you please be quiet?" He growled, getting frustrated at the girl and the pain.

"You think I don't see the suffering you're going through?"

"That's enough, Sakura." Sasuke firmly told her.

"I'm sorry. I can't let you do it to yourself. I'm going to tell them about that mark." Sakura told him, seeing he wouldn't listen to her reason as she began to raise her hand. "Then maybe you'll-"

Naruto gasped at what he saw next, only it wasn't Sakura's hand that went up.

"Hm." The Hokage hummed as he noticed the one dropping out.

Hinata gasped at the person and Kiba stood there in disbelief. "What the?"

Gaara glanced at the boy and Ren couldn't help but be happy with the new development. She didn't like him anyway and that was one less person to worry about later.

Sakura putting her own hand down as she watched.

"OK. You got me. I'm out." Kabuto admitted as he still had his hand in the air.

"But Kabuto-" Naruto tried to protest, grasping for any ideas to make the fellow Leaf Genin reconsider.

Hayate paused for a second, surprised someone had in fact backed down, before snapping out of it as he flipped through his papers and cleared his throat. "Kabuto Yakushi of the Leaf Village, right? OK. You can go on and step back."

"Gotcha." Kabuto answered as he started walking towards the back of the room.

"Kabuto! Hold on a second! You can't quit. I don't get this. What's going on?" Naruto protested, demanding an answer.

'Pathetic.' Gaara thought as he watched, whether or not he was referring to Kabuto, Naruto, or both was up to debate.

"Oh, Naruto. I'm sorry, but my body's just too beat up. I can't hack it." Kabuto apologized as he explained. "The fact is, ever since orientation in that dust up with the Sound Village team, I've had no hearing at all in my left ear. And now I have to put my life on the line, to fight again right away without a break? I can't do it."

Naruto said nothing as he looked down in disappointment.

"That didn't stop you from taking the second exam and getting here, did it four-eyes?" Shachi pointed out with a scowl. "Technically, you already put your life on the line for five days without breaks. Even with the loss of hearing. If you can survive that, a one-on-one battle should be easy. It's not like you have to face man-eating bugs or another team right after. While death can still happen, it's highly frowned upon. If you think you're losing, then you can concede defeat to avoid anything fatal happening. A Chunin should know their limits and when they're overpowered. And the proctor is here to make sure that death is avoided as best he can. He can just call the match before it gets out of hand. For taking the exam so many times you would think even you must know that, loser!"

Kabuto whirled around and glared at him. Shachi did have some good arguments. "What was that? I didn't quite hear you." Kabuto said with a fake smile that disgusted Ren, gritting his teeth as he questioned her teammate.

"Oh, drop it Shachi. Let him go, Uzumaki." Sakuya told them. "He's old enough to make his own decisions. If this is what he want's to do, then let him. With him dropping out, that means less people interfering with your own chances of getting to the third exam."

Ren glared at the Leaf ninja as she first took two fingers in a V-sign pointing to her eyes and then to Kabuto. Silently saying 'I'm watching you' before she bent her index finger, shaped like a hook. Saying this time 'Thief; Sketchy'. Kabuto looking slightly shocked.

"Seems to me I've seen that one before." Hokage remarked to the first two proctors. "If memory serves, this isn't the first time he's dropped out before a battle. What kind of game is he playing?"

The three were silent until Ibiki prompted his partner. "Anko."

"Oh, right." Anko said as she looked into Kabuto's paper work. "Kabuto Yakushi. Says here he's failed six times in a row."

"What do you have on his background?" The Hokage asked.

"His time at the academy was not what you'd call impressive. Average grades. Took him a full three tries before he passed the graduation exam. As far as the missions he's carried out since then, there's been two C ranks and 14 D ranks. It's not exactly a battle record to write home about. However-" Anko said as she hesitated.

"Go on." The Hokage told her.

"There's something before his time in the academy." Anko mentioned.

"Huh?" The Hokage asked, honestly startled at the new information.

"Do you remember the child?" Anko asked in a gentler tone. "The one who was found after the Battle of Kikyo Pass? The only survivor."

"I remember the story." the Lord Hokage recalled. "It was said a small boy was found among the enemy dead on the battlefield. He was found barely alive and brought back by a Jonin from the medical unit. You're saying this is that boy?"

After being drawn away by his teammates and speaking in hushed whispers, Kabuto gave Ren one last glare before heading to the back and giving Sasuke a little wave with what Ren deemed was another a fake smile.

Once he was gone, the third proctor coughed and drew everyone's attention back to him. "Now then, does anyone else want to quit?"

Sakura gasped as she thought about what she had to do. She had gotten so caught up with Kabuto she had nearly forgotten. 'I can't let this go on. I have to tell them.'

She started to raise her hand again only for it to be snatched by the resident Uchiha as he held it down.

"Don't you even think of telling them about this mark." Sasuke told her.

Tears welling up in Sakura's eyes as she questioned him and showed her concern for him. "I don't get what you're trying to prove. Am I supposed to just stand by and watch you tear yourself apart? I can't bear to watch it."

"Then don't watch. But stay out of it. This has nothing to do with you." Sasuke told her point blank.

Naruto watching in shock at the boy's harsh words.

Letting go of Sakura's hand, Sasuke continued. "I told you before." Letting go of his shoulder. "What I am is an avenger. For me, this is something far more than just an exam. Whether I become a Chunin or not means less then nothing to me."

Shocking both teammates.

"Am I as strong as I can be? All I want is the answer to that. I can only find out by fighting the strongest, the best." Sasuke told them as he thought about all the ninja he had encountered due to the exam.

The first being Gaara, followed by the Mist ninja that day the ninja had arrived in the village, then Neji the day of the first exam and Rock Lee who challenged him, and finally the last confrontation with the mummy Sound ninja and his team. All strong opponents.

"And the best of the best are all here." Sasuke continued. "This is the path I walk. Not you or anyone else can change that."

Ren only shook her head slightly at the boy's stubbornness. 'What a fool. That girl is worried about him and he can only think of himself. No. He's not even thinking of himself, if he was, he'd realize how dangerous this was for his own body and back out. He confuses dreams with his own selfish ambitions. He thirsts for power to the point of near self-destruction. Doesn't he realize he came in last. He barely passed. That alone should be enough to show that he is strong, but could use more time for improvement. One can always improve. Why is he so desperate to advance his strength so quickly?'

"Man, you don't know when to quit. What are you butting her head up for, you idiot? It's just that she cares about you." Naruto went on to him.

Sasuke then turned to the knucklehead beside him. "Naruto."

"Huh?"

"You're one of the ones I want to fight the most." Sasuke admitted with a smirk.

"Huh?" Naruto asked. Ever since before the exam even started, no one had seen him as a worthy opponent. No one asked for his name. No one seemed to care. Now...Sasuke… Practically, his rival... was saying he wanted to fight Naruto... that he was among those Sasuke wanted to fight the most was amazing and shocking.

For the first time, Sasuke saw Naruto as someone strength.

Up on the stage, the Hokage smoked his pipe and breathed it out. "I'm still concerned about what Orochimaru said." He confessed. "Allow the boy to continue with the exam for now, and we'll see what happens."

"What?! But Lord Hokage-" Anko tried to protest.

"However, at the first sign of the curse mark growing or his power getting out of control, he will step in and stop it." The Hokage gave his conditions.

"Right." Ibiki nodded in agreement.

"But-" Anko tried only to see there was no further use trying to convince him otherwise. "as you wish."

Seeing no one else was going to drop out and there was the all clear from the Hokage, the third proctor got the show on the road.

"All right, then. We will now begin the preliminary round. This round will consist of one-on-one individual combat at full battle intensity. This is not an exercise. There are 26 of you remaining, so that means we will need thirteen matches. The surviving candidates from these thirteen matches will advance to the third exam. As for the rules, there are none. You will fight until one dies or concedes defeat or is rendered physically incapable of continuing the contest. Naturally, those who are losing are urged to concede defeat properly to avoid a fatal outcome. Furthermore, as proctor, I'm giving a certain amount of leeway in judging the matches." Hayate explained as he coughed. "I might occasionally intervene if a match seems hopeless to save as many lives as possible. Now it's time to reveal what fate has been chosen for you."

Hayate said as he glanced back at Anko who nodded.

Reaching for her head set, she ordered. "Open the panel."

Besides the stone hands, a slab of rock moved upward to reveal a screen to the genin's left side of the room.

"The names of each pair of opponents are chosen completely at random. Before each match, these names will appear on the display behind me. Guess there's nothing more to say, let's begin. In a moment, the names of the first two opponents will appear." Hayate informed them.