"Congratulations - you all pass."

Immediately the room erupted in cries of outrage. The genin had just spent the last hour gruelling away at an impossible test, only to find out that the last question, the one that had caused more than half of the participating teams to chicken out, didn't exist.

Naruto rolled his eyes as Kiba yelled obscenities, resisting the urge to groan aloud at the stupidity of the first exam. Ibiki had arranged them all into a seating plan in a huge classroom, making sure to put team members at opposite sides of the room, before handing out test papers. He then proceeded to give a cryptic speech about the rules, and it had taken Naruto around five or ten minutes to use old man Hokage's advice ('to look underneath the underneath') and to work out the true meaning behind the test.

The true meaning had been to cheat – and not get caught. Naruto thought it might be some sort of test to see if the genin had good enough analysing and information gathering skills to become chunin. The meaning to the last question had eluded him however, but now that he thought back to it he supposed that it was meant to test if you would put the well-being of your team before your own, therefore test teamwork.

When Naruto had first realised what the true purpose of the test was he'd mentally cheered in happiness over the fact that Minato was allowing him to use the jutsu from the scrolls. Thanks to Minato he knew the perfect jutsu for information gathering: Spider Spy no jutsu.

Spider Spy no jutsu did just what the unoriginal title suggested. It created a tiny spider out of dust and dirt particles in the surrounding area which would then spy and record information. Once destroyed the information would be sent directly to the mind of the jutsu user. Naruto didn't entirely understand the mechanics of the jutsu, something to do with using chakra to scan for residual energy, but he'd learnt the hand-signs and the basic principle and could use the spider effectively – even without knowing how the spider gathered the information.

Naruto had used the jutsu, performing the five hand-heals under the desk, to learn the answers for six out of the nine questions. He didn't attempt to find the answers for more than that as he deemed it pointless according to Ibiki's point system. He'd also got his spider to check on Sakura and Sasuke; unsurprisingly Sakura had no trouble answering the questions and didn't need to cheat while Sasuke had used his sharingan to copy from a boy sat in front of him.

Now the test had ended Naruto half-heartedly scanned the room, counting the remaining competition, only barely listening to Ibiki as he explained the true purpose of the test to those truly idiotic enough not to have realised it.

At the beginning of the chunin exam there had been about 70 teams of genin participating – now Naruto counted thirty. More than half of the competition had been wiped out in the first exam. As he examined the remaining genin his eyes met the teal green of Gaara's and he was surprised when the redhead looked away immediately. Shrugging and promising to himself that he'd work out what exactly was Gaara's problem he continued looking over the other teams.

Surprisingly all the Konoha nin, including the rookie 9, Kabuto's team and another team that Naruto didn't recognize, had got through the exam. But then again it wasn't really that surprising that no Konoha nin had failed so far since Konoha's shinobi were legendary for following the 'Will of Fire'. If a shinobi had a Will of Fire it was literally near impossible to stop them.

Naruto was distracted from his ponderings by the sound of glass smashing. He turned around in time to see a ball of cloth explode open into a sign which declared that 'Anko the Greatest Shinobi has arrived!' Stood in front of the sign was a woman with short purple hair and a crazed gleam to her eyes - Most of the males in vicinity however failed to notice anything about her above her neckline, as her clothes left little to the imagination. Naruto was pleased with himself for resisting the urge to ogle the woman like his fellow male genin.

"Anko has arrived!" the woman said with her hands on her hips, "Heya weaklings! I'm your second examiner!"

Anko looked over the room and frowned. "There's nearly half left Ibiki. You were too easy on them."

Naruto turned his sights to Ibiki and resisted the urge to laugh when his heightened senses heard the man grinding his teeth together angrily.

"We have an admirable bunch this year Anko. Many have the potential to become chunin," Ibiki explained stiffly.

"Really?" she said, "They look like a load of sissy's to me."

Many of the genin looked severely annoyed at this and Kiba was about to complain when Anko spoke again.

"Weaklings; the second exam has begun! Meet me at training ground 51 in an hour. Anyone who's late will be immediately disqualified."

There were several seconds of stunned silence before Anko yelled "Well what are you waiting for! Get going!" before she jumped back out of the window, taking the sign with her.

As soon as Anko was gone the room erupted into chaos as people surged to join their teammates and to work out how to get to training ground 51, since most of the participants were foreigners and had no idea where anything in Konoha was.

Naruto remained in his seat with his arms crossed on the desk and a bored expression on his face. Unlike the other genin Naruto knew exactly where training ground 51 was since he'd gone there to practice Minato's jutsu - the training ground had received a fierce reputation as the location of the Forest of Death, so the chances of anyone discovering him there were extremely low.

"Naruto! What are you doing? We've got to go," Sakura's voice said and Naruto turned in his seat so he was facing her. Sasuke was stood next to her with her arms crossed and the ever-familiar smirk plastered on his face.

"Actually Sakura we've got plenty of time. Training ground 51 is only a forty minute walk from here, so we can relax for a while," Naruto explained.

"You know where it is?" Sakura said incredulously.

"Yeah, it's not too far from my apartment. I can get you there well within the hour. However..." Naruto said thoughtfully, his brow creasing as if he was working something out.

"Training ground 51 is made up mostly of forest land, so obviously the next exam has something do with the forest," he mumbled to himself, a glazed look coming to his eyes as he completely forgot about his surroundings and thought aloud, "If it's in a forest it's most likely a survival exam of some sort. I'm all set to last in a forest for about five days...."

Naruto hands automatically went to the pockets where he was keeping his sealing scrolls and his teammates, who were listening to him with growing shock at the obvious display of intelligence from the supposed-to-be dumb boy, watched him attentively.

"...but Sasuke and Sakura probably aren't. They're going to need food, chlorine pills, weapons, clean clothes, first-aid kits, maybe some soldier pills and obviously a few sealing scrolls..."

Sasuke and Sakura's eyes widened even further as they absorbed Naruto's mutterings. Sasuke, who had suspected Naruto had been hiding how strong his jutsu were, was surprised to realise Naruto had also been hiding his intelligence. He fought down his anger at this – he was supposed to be the smart strong team member, not the dobe!

"...we could separate and they could go get the supplies from their homes, but then we'd have to rush to training ground 51 and we can't risk getting disqualified. We could always just risk the forest with only my supplies, but then again having our own supplies instead of sharing would be a definite advantage over the other teams and if we get separated somehow we'd be well-equipped..."

Across the room Ibiki was gathering test papers while paying close attention to the blonde. He was mildly surprised at what the blonde was saying – the rumours were that the Kyuubi-container was idiotic, loud and generally a rubbish shinobi, but by listening to the boy it was obvious he was anything but what the rumours said.

"...so Sasuke and Sakura need to get supplies somehow. But how are we supposed to get them kitted out in less than half an hour? It takes half an hour to get to the training ground from here running. Hmm..."

Naruto trailed off, the thoughtful look still on his face. Sakura, thinking that Naruto had finished thinking aloud, was about to speak when Naruto suddenly grinned and yelled "Key Summons jutsu!"

"Err...Naruto?" Sakura said when Naruto suddenly stood up and faced the table.

"Yes Sakura?" Naruto said, too focused to add the customary 'chan'.

"You do know you were just thinking aloud right?"

Naruto halted what he was doing and his eyes widened in disbelief. How could he be so stupid? He was supposed to be lowering his mask slowly not all in one go!

"W-was I really?" he stammered as he turned to face his teammates with a nervous grin on his face and rubbing the back of his head sheepishly.

"Yeah you were dobe," Sasuke said, "Since when were you anything but an idiot?"

Naruto was too nervous to respond to Sasuke's jibe, but he made a mental note to seek payback at the next opportunity.

"Err it came overnight?" Naruto said the fake grin still on his face.

"Naruto-baka!" Sakura said, rolling her eyes and resisting the urge to hit her blonde teammate. "Tell us the truth!"

"Err...the truth?" Ibiki, who was still listening, moved closer so he could hear the blond's words, "Well...you see...maybe...umm...." Naruto mumbled.

"Naruto!" Sakura said sharply, glaring threateningly at the blonde.

"Okay okay Sakura!" he said, holding his hands up in a gesture of surrender, "The truth...well maybe...just maybe of course, I might be lying...I'm a bit smarter than I let on."

"A bit?" Sakura said, not believing her ears. Had Naruto been lying to them all this time? Had he been acting like an idiot on purpose? But no he couldn't have! He'd been an idiot in the academy too! But what if he'd been lying then? Why would he lie in the first place?

Naruto, seeing the questioning and curious looks he was getting from Sakura and Sasuke, broke free from the chains of his nervousness and said "Look guys we haven't got time for twenty questions. We have only 50 minutes to get you guys equipped and to get to the training grounds. We can talk about this after the exams okay?"

Sakura, realising that Naruto was right, said "okay". Sasuke just nodded his agreement.

"Good!" Naruto said, relieved. He turned back to the table and, ignoring the curious looks he could feel knocking into his back from the direction of his teammates, speedily completed a sequence of seven hand seals before slamming his right hand onto the table.

"Key Summons no jutsu!" In response to his words there was a puff of smoke similar to when you pop a kage bunshin. Slowly the smoke shifted to reveal four scrolls where Naruto had placed his hand.

Naruto picked them up and gave two each to his teammates while explaining "These are sealing scrolls. To open them you just focus chakra into them. Inside each are basic supplies and there should be enough in there to last for a while. Unfortunately there's no clean clothes fit for you guys inside since these are from my apartment."

"You...summoned these from your apartment?" Sakura said as she tucked away her own two scrolls.

"Yeah, I made lots a few days ago so I would be ready for any future missions," Naruto said truthfully, still grinning about using the Key Summons successfully. He'd only learned the jutsu the day before and hadn't had time to practice it before Minato had dragged him off to bed (the man was acting more and more like a father figure everyday and Naruto wasn't sure whether he liked it or not).

"Well now that's sorted out let's get going! We've wasted fifteen minutes."

Ibiki watched team seven as they left through the door, his face emotionless. He continued to gather the test papers but decided that once he'd finished he'd report straight to the Hokage about what he'd overheard about Naruto. He was sure he wouldn't be the only one surprised by Naruto's 'secret intelligence'.

As Ibiki reviewed what he'd learnt, one question floated from the depths of his mind.

'Just what else is Naruto hiding?'

Ten minutes before the hour was set to run out team seven arrived at the edges of the forest, which was surrounded by a metal fence, at training ground 51. They were surprised to see that only fifteen teams were there, meaning there was a good chance some teams would be disqualified just for being late. Naruto was pleased to see that the entire rookie nine were there and nervous to see Gaara and his team there too. Anko was nowhere to be seen.

"Uchiha Sasuke," a voice said from behind them. Team seven turned to see a team of Konoha nin that facing them. The one who had spoken was a boy with long dark brown hair and oddly pale eyes. To his left was a girl with her hair in two buns and wearing Chinese style clothing, and to his right was a weird looking boy with black hair cut into a bowl shape, big circular eyes and wearing green spandex. Naruto shuddered at the sight and swiftly looked away.

"Yes?" Sasuke said, raising an eyebrow in question.

"I'm Hyuuga Neji," Sasuke's eyes narrowed slightly – the Hyuuga and the Uchiha were longstanding rivals, and even though Sasuke was the only remaining Uchiha in Konoha the rivalry was still something he had to uphold – for the Uchiha honour.

"Hyuuga," Sasuke said simply, a smirk on his face.

"Uchiha," Neji said a similar smirk adorning his face, "I look forward to beating you in the exam."

"The same to you" Sasuke said, successfully resisting the urge to say 'ditto' as that would be distinctively immature.

"Stupid clan rivalries," muttered Naruto under his breath while rolling his eyes.

"This is very youthful!" the spandex boy said, "Gai-sensei would be proud of you Neji!"

Seeing no one was going to introduce themselves the bun-haired girl sighed and said "I'm Tenten, and the guy with the weird hair cut is Rock Lee."

"I'm Uzumaki Naruto and the girl with the pink hair is Haruno Sakura," Naruto said.

"I remember you Naruto-kun!" Lee suddenly said, grinning so brightly his teeth actually shone, "I have seen you training! You are very strong! Maybe if I am lucky I will be able to fight against you in the exams!"

Neji, who had been having a glaring contest with Sasuke, turned to stare at Naruto when he heard Lee's words. Lee, although a complimentary person in general, only called people who were level with him strong. If he remembered correctly, after hearing about Sasuke, Lee had called the Uchiha strong. Neji was intrigued therefore since Lee had called the blonde genin across from him 'very strong'. Was it possible that this Uzumaki Naruto was stronger than Sasuke?

"You've seen me training?" Naruto said, worried. Had Lee seen him training with Minato's jutsu?

"Yes several times. I sometimes train at the waterfall near where you train in the forest. You are very powerful for a genin. Hopefully we will be able to fight in the exam."

Sasuke and Sakura turned to face Naruto, both wondering when exactly Naruto trained in the forest and just how many secrets Naruto was keeping from them.

"So you've seen some of my ninjutsu then?" Naruto asked.

"Only a few Naruto-kun, mostly I saw you practicing with your kunai. But do not worry I promise not to tell anyone about your jutsu! That would create an unfair advantage!"

Tenten groaned at this, cursing Rock Lee for not realising that this was a competition and any advantage was better than none. Tenten was about to point this out to Lee when a shout suddenly silenced all conversation.

"Time's up weaklings!"

All the teams present, which were all those who had passed the first exam excluding two, turned to look in Anko's direction. The woman was stood in front of the forest with a wide grin on her face.

"Behind me is the Forest of Death. It is called this because many people have been killed by the dangerous animals which live inside or have got lost and perished from starvation. The second exam will take place inside the Forest of Death" she explained, seemingly pleased about the fact that most of the genin were now looking in fear at the forest behind her.

"The exam is this. Listen closely because I won't explain this again weaklings!" she yelled, "Each person will first have to go to the tents" she waved a hand towards several tents a few metres away from her, "and sign a contract before you can take part in this exam. If you do not sign this contract you are disqualified from the exam"

"What's the contract about?" one brave genin shouted.

"The contract" she said, a sadistic look adorning her features, "is to ensure that if any of you weaklings die Konoha won't get the blame"

Mutterings broke out at this as the genin expressed their nervousness to their teammates. Team 7 remained silent, though Naruto noted that Sakura looked scared.

"Shut up!" Anko shouted, effectively quietening the genin, "Stop whinging you weaklings! If you're not prepared to die in your career as a shinobi than you're too cowardly to be a chunin! After you have signed the contract each team will be given one of these scrolls"

Anko pulled two scrolls, one black and one white, from the pockets in her coat.

"In order to pass the exam you must have a black scroll and a white scroll, and deliver both scrolls to the tower in the centre of the forest. If you show up at the tower missing a teammate and if you open any of the scrolls you will fail. There is also a three day time limit"

Naruto listened intently to Anko's explanation, memorizing it to the last detail. It was obvious that they'd have to fight another team in order to get both scrolls as well as avoid any dangerous animals.

"Once you've signed the contract go to a gate along the fence. When you hear a siren call the exam begins and you enter the forest. Got it weaklings?"

When everyone had nodded she pulled out a kunai and licked the edge, earning disbelieving glances from the watching genin. Grinning she threw the kunai into the crowd. It hit a tree a centimetre from a grass nin, slicing off one of the nins hairs.

Smiling sadistically she yelled "Well get going!"

Naruto couldn't believe it. They'd only been in the forest for about seven hours and he'd already lost his teammates when a freak wind had blown him away from them. To make matters worse a giant snake had appeared out of nowhere and tried to eat him.

Naruto was now quite worried, since once he'd burnt the snake to a crisp it had disappeared with a puff of smoke, meaning the serpent was a summons. And no genin should be able to summon such a big animal. Something wasn't right.

Cursing he landed on a branch and growled to himself as he pulled a kunai from his weapons pouch, ready to defend himself if an opposing team decided he was easy prey. Leaning against the tree he tried to think of a quick way to find his teammates, his hand instinctively going to the pocket where he had the black scroll they'd received disguised as a storage scroll. Sasuke, much to Naruto's surprise, had said that Naruto should have it since he carried a lot of storage scrolls in his pockets so he could hide it easier.

Frowning Naruto analysed the situation: he was in the middle of a dangerous forest without his teammates. He needed to find his teammates as soon as possible since there was someone in the forest pretending to be a genin who clearly wasn't. Also, the fact that the snake was a summons and had attacked Naruto exclusively meant that the creature had been summoned specifically to go after him. That also meant it was likely that the freak wind which had separated them hadn't been an accident. His teammates were clearly in danger and needed to be found fast.

But what could he do to find his teammates swiftly? If he could search two places at the same time it would certainly make things quicker...of course!

Naruto grinned and moved his hands into a single hand seal before saying "Kage bunshin no jutsu". The Kage bunshin had been one of the first jutsu's he'd learnt from Minato's yearly scrolls and he didn't use it often, usually only when he wanted to learn a jutsu twice as fast.

There was a puff of smoke and six Naruto's appeared along the branch that the real Naruto was stood on.

"Search for Sasuke and Sakura. If you find them pop yourself immediately. No stupid heroics!" Naruto ordered, glaring at his kage bunshins as they had been disobedient before.

"Yes sir!" they chanted, before they sprinted off in different directions.

---With Sakura and Sasuke---

"Really Sasuke-kun, I was hoping you'd be more of a challenge than this" the man said in a tone that made Sasuke think of slime and things best left untouched.

Sasuke glared at the man, wanting nothing more than to kill him. The man had appeared out of nowhere in the guise of a female grass nin and had begun attacking just after Naruto had vanished. He'd used jutsus which a genin shouldn't know and had taunted Sasuke with jibes about him being far too weak to defeat Itachi. Sasuke had swiftly gotten angry and activated his sharingan. They had fought for a while, and even though he was easily outclassed Sasuke had somehow managed to slice at the man's face.

It was then though that they'd discovered the female was a man in a mask. The man had white skin and slit eyes like a snake, and kept licking his lips with a tongue which was abnormally long. Sasuke had been too shocked to attack and the man had used this time to cast some sort of paralysis jutsu on him and Sakura.

Sasuke and Sakura were now at the man's mercy and Sasuke hated himself for wishing that Naruto was there.

"You are pathetic Sasuke-kun," the man said, smirking at the black-haired boy, "You are a disgrace to the Uchiha name."

Sasuke growled in fury. He knew he was being an idiot letting the enemy anger him like this but he couldn't help it. He wanted to rip the man apart for saying such things!

"Sasuke isn't pathetic," a weak voice said from behind the young Uchiha. Sasuke's eyes widened as he recognized the voice as Sakura's.

"H-he's st-strong...h-he c-could beat y-you easily," The pink-haired shinobi struggled to speak against the paralysation jutsu, determined to get her point across.

"Really?" the man taunted, "Fine then, attack me with all you've got Sasuke-kun!"

Sasuke stopped himself from toppling over when the paralysation jutsu was suddenly lifted. He glanced behind him to check Sakura was okay (she was leant against the trunk of the tree staring at the snake man with wide frightened eyes) before pulling several kunai from his weapons pouch and throwing them at the man.

The man sidestepped the weaponry but the kunai simply turned in the air and headed towards him again, guided by chakra string attached to Sasuke's fingertips. The string wrapped around the man binding him in place. Smirking, Sasuke threw another kunai aiming straight for the man's heart. The kunai struck its target and Sasuke was about to turn to check on Sakura again when the man dissolved into mud straight in front of his eyes.

Before he could even wonder what had happened Sakura suddenly yelled "Sasuke! Look out behind you!"

Sasuke flipped forwards instinctively, barely escaping being stabbed by one of the man's kunai. Skidding backwards on the branch so he was stood a meter in front of the pile of mud which had been the man only a few seconds before, Sasuke examined the situation.

He and the man had now switched positions. He could use a ninjutsu, but all of his ninjutsu were fire jutsu and if he missed he would hit Sakura who was sat only a few meters away from the man. He could use kunai, but again he could miss and hurt Sakura.

Sasuke still had no clue what to do when the man grunted and took a step forwards. Frowning he reached behind his back and pulled out a kunai.

"Stupid girl..." he hissed before he dissolved into mud, just like the previous one. Behind the mud figure Sakura had her arm outstretched in a way that showed she'd just thrown the kunai straight at the man's back.

"If that's a fake one too, where's the real one?" Sasuke said to himself and he began to frantically look around.

"Above you!" Sakura shouted. Sasuke quickly looked up to see the man stood upside down on a branch above him. The man opened his mouth and a huge snake shot out headed straight for Sasuke.

Sasuke speedily drew another kunai and when the snake was about to hit him he dodged to the side and stabbed the snake with the kunai and pinned it to the branch. Seeing the snake was still attached to the weird man Sasuke thought fast and moved his hands into the appropriate hand seals before yelling out "Fire: Dragon fire no jutsu!"

Fire shot out of Sasuke's mouth and engulfed the snake before travelling upwards towards the man. The man's eyes widened in alarm as the fire approached him and his hands moved into unfamiliar handseals. In response a gust of wind blew outwards from the man's body and blew out the flames before they could reach him.

Sasuke covered his eyes with his hand to shield himself from the wind as it approached and preyed it wasn't strong enough to slice him straight in two. The wind buffeted against him and pushed him backwards straight into the trunk of another tree. Clutching his stomach the Uchiha was about to slide straight down when he felt something thick and smooth wrap around his torso.

Looking down Sasuke saw a thick black snake was wrapped around him like a rope, holding him in place against the trunk.

"It appears you are stronger than I thought Sasuke-kun," the man said.

Hearing the voice Sasuke glanced up and saw that the man was stood where Sasuke had been before, unharmed and an eerie smirk on his face.

"Since you've been such a good fight Sasuke-kun, how about I give you a gift? But before I do, remember my name. It is Orochimaru."

Sasuke watched in mute horror as the man's neck suddenly stretched and his head shot towards him, the man's jaw wide open to reveal a pair of snake-like fangs. The man moved so fast Sasuke only had time to hear Sakura yell something before he felt the fangs piercing the soft flesh of his neck.

Orochimaru dug his fangs into the Uchiha's pale throat and mentally congratulated himself for following the plan perfectly. At this rate the boy would be his in only a few months. Orochimaru pushed the chakra necessary for the placing of the seal through his teeth and into Sasuke's body. He was about to pull back and examine his work when he suddenly felt something burning at his mouth. His eyes widened in alarm when his chakra was forced back into his body and a new chakra came with it, an evil suffocating demonic chakra.

Quickly prying his teeth from Sasuke Orochimaru returned his head to his body. What had just happened? His seal had been rejected, but how? And why did Sasuke have demonic chakra in his body? Orochimaru looked upon his prey and was mildly surprised to see the boy was unconscious. He could just kidnap the boy while he was vulnerable since obviously the seal wouldn't work, but then a future body transfer would be impossible as Sasuke needed to come to him of his own free will.

Before Orochimaru could think over the problem any further he suddenly heard an unfamiliar voice yell "What have you done to Sasuke?!"

Orochimaru ducked just in time to avoid a thrown kunai. What he wasn't expecting was the explosive note attached. It blew up in his face and sent him flying backwards into trunk of a tree. Using chakra to keep him in place the Sannin looked around for his attacker, finally seeing the boy attached to a tree using chakra and forcefully pulling the snake away from Sasuke. The boy had blonde hair, blue eyes and whisker marks on his cheeks, and Orochimaru recognized him as Sasuke's teammate and the Kyuubi-container Uzumaki Naruto.

Naruto stabbed the snake in the brain with his kunai and it disappeared in a puff of smoke. Before Sasuke could fall Naruto grabbed him and jumped onto the branch where Sakura was, landing in front of her. Placing Sasuke on the ground he turned to face the man who he'd attacked, a man he had read about and a man he knew he couldn't beat.

"What have you done to Sasuke Orochimaru?" Naruto questioned as he shifted into a fighting stance.

"So you know who I am then?" Orochimaru said as he leapt onto the branch, landing about fifteen meters away.

"I've read about you," Naruto said as a way of explanation.

"I'm in books now? I was unaware of this," Orochimaru said casually, a mocking smile on his face.

"Don't get too bigheaded, you're only in one," Naruto said, "It's Legendary Shinobi: the Good and the Bad. Perhaps you should read it, see how much of a teme you are."

"Perhaps I will read it," Orochimaru said simply, "Well enough pleasant conversation Naruto-kun, it is time I disposed of you...Snake barrage no jutsu!"

Naruto's eyes widened as hundreds of snakes came pouring out of Orochimaru's mouth and headed straight for him.

"Final Wall no jutsu!" he shouted and a dome of barely visible blue chakra appeared around him and his teammates. The snakes slammed into the dome but didn't break through.

"Sakura, can you move?" Naruto said as a bead of sweat dripped down his forehead.

"I t-think so," Sakura said shakily.

"Good. Get Sasuke and get out of here. I can't keep this barrier up for long."

"But what about you?"

"Don't worry about me Sakura-chan," Although Sakura couldn't see Naruto's face she could tell he was grinning, "I can look after myself. Just make sure you and Sasuke get as far away as possible, okay?"

"But-"

"Sakura," Naruto said, his tone suddenly more serious than she'd ever heard it before, "I can't take this guy when you and Sasuke are here. You'll get in the way. I know you want to help but I can't beat him with you here. Now go!"

Sakura immediately clambered to her feet and grabbed Sasuke's unconscious body. Pushing chakra into her legs she climbed down the tree and disappeared into the shrubbery.

Naruto waited until she'd gone before he dropped the barrier. The last of the snakes reached for him, but engulfed a log instead when he used a replacement jutsu.

"Come out Naruto-kun," Orochimaru called.

In response Naruto jumped out from his hiding place in the leaves above where he'd been standing before and threw three kunai at the man before yelling "Mass kunai no jutsu!"

In seconds the three kunai had duplicated into thirty hurtling towards the Sannin. Orochimaru dodged between them as they reached him, his body flowing like a snake's, and knocked aside a few with a kunai in his own hand.

"You missed Nar-" Orochimaru's taunt was silenced when a kunai embedded in the tree behind him revealed itself to be a henged kage bunshin and stabbed him in the back of the head.

Naruto experienced only a second of celebration before Orochimaru turned into dirt and collapsed onto the tree.

"An earth clone?! Then where's the real Orochimaru?" Naruto said, alarmed.

"Over here Naruto-kun!" the man's hissing voice called and Naruto turned around to see the biggest snake he'd ever seen in his entire life. It was at least twice as big as the one that had attacked him earlier. And stood on its head was Orochimaru, looking unruffled and totally unharmed.

"Do you like my pet?" Orochimaru teased after seeing the horror in Naruto's eyes. "But then again, foxes don't like snakes do they?"

"Shut up," Naruto snarled. How dare he refer to him as a fox?!

"What's the matter Naruto-kun? Don't tell me you know about the kyuubi?" Orochimaru mocked, "And Sarutobi tried so hard to keep it a secret from you."

"Shut up!" Naruto yelled, clenching his fists in anger.

"It must be horrible being the scapegoat of Konoha. Do they bully you Naruto? Do they call you names? Freak...monster...demon?"

"I SAID SHUT UP!" Naruto shouted and his voice was deep and spoken through elongated fangs. His eyes were red slits and his nails were sharp claws, while the whisker marks on his face had deepened. He knew he was angry, too angry, and he could feel kyuubi within him rejoicing at his rage and pushing demonic chakra into his limbs, but he was ANGRY DAMN IT!

Yelling something incomprehensible Naruto charged forward, his movements so fast he was a blur, and tore the snake open with his claws. The snake's blood had barely flowed before it disappeared in a puff of smoke.

"My my Naruto! Such a temper."

Naruto twisted round just in time to receive a powerful punch to his stomach which sent him hurtling backwards into the trunk of the tree. Before he could drag himself from the wreckage of the tree a snake similar to the one which had held Sasuke appeared and tied him in place.

"Ku ku ku Naruto-kun! You should really learn to control your anger," Orochimaru laughed as he smirked evilly, "You just stay there while I go find that annoying pink-haired teammate of yours, okay?"

"LEAVE MY TEAM ALONE!" Naruto growled and he felt even more of kyuubi's chakra engulf him, until his entire body was surrounded by the red chakra. Roaring he pushed away from the tree, the snake disintegrating as it came into contact with the demonic chakra.

Naruto dashed forward and swiped at Orochimaru. The snake Sannin moved a bit too slowly and Naruto's claws ripped through the flesh of his left arm. Orochimaru hissed, grabbed his bleeding limb and jumped backwards to avoid another swipe of Naruto's claws.

"It seems I have a wound to attend to," Orochimaru said in a low hissing voice, blood dripping down his arm and onto the wood of the branch was stood on, "We will meet again Naruto-kun."

With those last words Orochimaru stepped backwards into the tree, his body melding into the wood until he disappeared.

"NO!" Naruto roared and lunged forward. He clawed at the tree, digging away at the wood like a wild animal, but with the disappearance of Orochimaru his anger was fading, and with it kyuubi's chakra.

When his nails had returned to normal Naruto stepped back from the scratched remains of the tree. One hand clutching his head as a wave of dizziness swept through him. He could feel his limbs going heavy as exhaustion overtook him and his vision began to dim.

He tried to force his eyes to remain open and his limbs to move but he failed miserably and his legs gave way as he fell forwards onto the tree. The last thing he heard before he slipped into unconsciousness was a distant call of "Naruto!"

That's it for this chapter! Please review!

I know Rokai's the 'baddie' but at the moment I'm kind of happy he's in Sasuke, otherwise Orochimaru would've put that seal on Sasuke!

Anyhow please tell me what you think about Sasuke not having the cursed seal okay? I'm not sure if I wrote it good enough really :(.....my fight scene suck.....