-July 17th, 347 NE (Day Two Of The Second Phase)-

-1:00 PM-

-The Forest of Death-

"You sure about this, Shika?" Kiba asked quietly.

"... no," Shikamaru confessed.

"... dude, what the hell?"

"This hinges on my own interpretation of the rules, and the proctor could interpret them differently. What I am sure of is that if this fails, Team Kurenai won't just abandon us."

Kiba grumbled, but nodded in agreement. There was no way Sakura and the others would just leave them out to dry.

Sasuke approached the proctor confidently, three wooden markers held loosely in his hand. He stopped a few feet away from the proctor, who was leaning against the side of the tower near the large wooden doors with a bored expression on his face.

"Markers," the proctor said, holding out his hand.

Sasuke shook his head and held them up in the air. "Here they are," he said.

The proctor scowled. "Nice try genin, now hand them over so I can check them."

"Nothing in the rules says that we have to physically give them to you, and if I'm good enough to fool a chuunin from five feet away, I guess I deserve to pass anyway," Sasuke said, smirking.

The proctor straightened from the wall and slowly approached Sasuke, his face darkening. Sasuke's smirk faltered and his body tensed as he took in the ugly expression on the chuunin's face.

"Listen here, Uchiha," the chuunin spat, "I don't care how good you think you are because as far as I'm concerned, you're scum. Just like Fugaku, just like your crazy brother, just like the rest of your traitorous little clan. Now you can hand over those markers and I'll consider letting you pass, or I can fail your worthless ass right now for disobeying a proctor."

Sasuke's entire body was quivering with fury and the only thing that kept him from attacking the proctor were Shino and Sakura's restraining hands. Shino's expression was hidden by his trenchcoat and sunglasses but the loud buzzing of his insects betrayed his agitation. Sakura's face was openly angry and she was returning the proctor's glare with one of her own, though he paid no attention to her.

Shikamaru cursed quietly as he watched the scene. He hadn't counted on the proctor on duty being one of the idiots who harbored a grudge against the Uchiha. This could ruin his plan and end up getting either or both of their teams failed.

The standoff continued for a few tense seconds before a loud, piercing whistle sounded from the doorway to the tower. Anko Mitarashi walked out from the tower, moving in a slow saunter with a sadistic grin fixed on her face. Only those who knew her well would be able to detect the underlying anger in her expression.

"What seems to be the problem here, slave?"

The chuunin's face twisted further before he fixed it back into a neutral expression. "No problem, Mitarashi...-san. This genin was trying to circumvent the rules of the exam by refusing to turn in the markers for inspection. I simply informed him that continued refusal to do so would result in failing the exam."

"Ah... I see," Anko replied slowly. "And you, as a chuunin, can't tell whether they're using a genjutsu or have otherwise faked a marker that's right in front of your face?"

The chuunin's face twisted into a sneer before it quickly returned to its neutral expression. "Of course I-" he started to reply.

"Then you are willfully choosing not to fulfill your mission as assigned to you. You are hereby relieved of duty, and I will be bringing up your actions with the Chuunin Commanders when this phase is complete. Now I suggest you get the hell out of here before I decide to discipline you myself," Anko said, her voice harsh. The sadistic leer on her face had deepened and she was fingering her kunai, making it clear just which option she would prefer.

The chuunin's face was turning purple in rage, but he stiffly turned and left in a quick shunshin rather than saying anything further.

Team Kurenai stared at the tokubetsu jounin in shock – it wasn't often they witnessed a ninja get put in their place like that.

Anko moved closer, still fingering her kunai. She leaned in to get a closer look at the markers, her trenchcoat gaping open and her tight mesh bodysuit doing interesting things to her anatomy. Despite themselves all of the genin found their eyes straying, their reactions varying between appreciative and envious. Anko smirked and whirled around as she began sauntering back towards the tower.

"Not bad, brats, not bad. Most teams wouldn't have thought of trying that at all, or would have folded quickly. I would choose your targets more carefully before you take jabs at their pride next time, though. Now tell the idiots in the trees to get over here and present their own markers. I haven't got all day."


-July 18th, 347 NE (Day Three Of The Second Phase)-

-3:00 AM-

-Inside The Tower-

Gaara walked down the sand-covered street slowly, taking in the sight of the village as he did so. The citizens of Suna gave him a wide berth, scattering as he approached and talking in quiet, fearful whispers behind his back. Temari and Kankuro were still beside him, however, their presence a soothing constant as he moved through the village.

He blinked in confusion as he suddenly found the street completely empty. All the people who had been avoiding him before had simply vanished without a trace. He turned to ask Temari what was going on, but found that both his siblings had disappeared as well. He could make out a distant noise that sounded vaguely like shouting and cheering, so he moved in that direction.

He saw a large number of people, enough to be the entire population of the village, gathering outside the walls that protected Suna. The crowd still parted as he approached, but their fearful expressions had turned into gloating smirks and smug grins. They laughed quietly to themselves as he passed, sounding happy and pleased.

As he neared the center of the crowd he could make out a raised platform and saw the Kazekage standing at the front of it. The Kazekage motioned for silence and began to speak even as Gaara drew closer.

"People of Suna, for too long have we allowed this blight to go unchecked, for too long have we turned a blind eye to the corruption within this very village. That ends today!" he shouted, and the crowd cheered him.

"It pains me," the Kazekage continued once the noise died down, "it truly pains me that my own family has fallen victim to this... abomination," he declared, causing Gaara to flinch slightly as the Kazekage's gaze focused on him, "but I shall endure and do what I must to protect this village, no matter the cost!"

The crowd roared its approval, and the Kazekage stepped back, pulling a long blade from under his robes. As Gaara reached the front of the crowed the rest of the platform became visible and he stopped in shock. Bound and kneeling at the back of the platform were Temari and Kankuro. Both looked like they had been beaten repeatedly, bruises and blood discoloring their features. Their eyes were dull and lifeless as they watched the Kazekage approach. Their heads shifted slightly as they caught sight of Gaara, and their eyes widened.

The Kazekage raised the sword, pausing dramatically even as the crowds cries reached a fever pitch.

"It's your fault," Temari choked out quietly, tears pouring down her face.

"It's your fault," echoed Kankuro.

The blade fell.

Gaara screamed as he sat up, his hands stretching out desperately. Sand swirled around him, whipping this way and that in reaction to his distress. He paused, panting, as he took in his surroundings. Endless desert stretched in every direction, the sun beating down upon him heavily. The heat wasn't terrible though; in fact it was oddly mild.

His brow furrowed in confusion. He recognized this, or at least thought he did. He had seen the other jinchuuriki in a place like this, and also that odd ball of chakra – the one-tailed beast, if the other boy was to be believed. Where were Temari and Kankuro? Where was the raised platform and the Kazekage? Where was the crowd of villagers?

Was... was that a dream? Was that what people saw when they slept? That wasn't restful, or relaxing, or pleasant, or anything like what people claimed – that was horrible.

"Ahem," a voice said from behind him.

He jumped to his feet and whipped around, the sand already lashing out to attack whoever had snuck up on him. When the sand approached the other figure, however, it just swirled around him gently before settling to the ground.

"Now is that any way to treat your fellow prisoner?" the figure said. Gaara paused, letting the sand drop back to the ground and studying the figure.

It was like looking in a mirror... almost. While the other person resembled him greatly, there were several small changes. Where Gaara himself had green eyes the other person had golden eyes, and where Gaara had deep red hair the figure had dark blond hair. Their clothing also differed - the other figure was wearing civilian clothing of loose fitting black pants and a white long-sleeved shirt in contrast to his own uniform.

"Who are you?" Gaara asked warily.

"As I said, a fellow prisoner. Surely you can figure it out from there...," the other him said.

Gaara frowned for a moment before his eyes widened. "The one-tailed beast."

"Such a terrible name. I mean, really, 'beast'? You humans have more creative names for your pets."

"... I don't understand. You're supposed to be a giant raccoon dog made of sand. Or that mass of energy," he added, remembering what he had seen a few... hours? days? ago.

"Well I could be, if I wanted, but that makes it rather difficult to talk properly."

"You're also supposed to be a creature of malice and hatred who tried to destroy all of humanity."

"And who told you that, I wonder? The same people who just tried to execute your siblings and cheered at their deaths in your dream?"

Gaara nodded slightly, acknowledging the point. "Clearly they are wrong about a great many things."

"Indeed they are. For instance, I have a name; Ryuudo, the Flowing Earth. I'm quite fond of it. My siblings gave it to me, after all."

"Your... siblings?"

"Yes, I have brothers and sisters just as you do. I must say, I'm happy to see that my fellow prisoner understands the importance of family – not sure what I would have done if you didn't."

"Why do you keep referring to me as a prisoner? You are the one trapped in the seal," Gaara pointed out.

"Maybe so, maybe so," Ryuudo said cheerfully, "but you are trapped by your status as a jinchuuriki. And we both... suffered," Ryuudo said, his happy tone dropping considerably and a shadow crossing his face, "simply because others did not understand us."

"You did try to destroy the village," Gaara pointed out.

"Again, according to whom? Your village didn't even exist the first time I was sealed, so how exactly did I attempt to destroy them? Not to mention that I was sealed in a completely different part of the world. No, they haven't kept me prisoner out of some sense of justice or as some form of punishment. They wanted my power, pure and simple, and they made you suffer because of it."

Gaara frowned. He thought about refuting the accusation for a moment but pushed aside that reflex. Ryuudo's words felt far more honest and accurate than anything the Kazekage had ever told him. Only Temari and Kankuro – and Baki, he admitted grudgingly – had ever treated him as anything other than the vessel of Ryuudo's power.

"And now, my dear fellow prisoner, the tables have turned. We don't have to suffer any longer, nor are we alone. We have our siblings, and we have each other."

Gaara eyed Ryuudo for a moment, then smiled slightly. "True... I am not the only one who has suffered," he said, remembering the other jinchuuriki's words.

"Exactly!" Ryuudo cried. "And so, my friend, I propose... a jailbreak!"

"You want me to release you?" Gaara asked drily.

"Well... eventually, that is the idea, yes. However, as things stand now I have no idea how to accomplish such a thing without killing you in the process. I have a certain level of sympathy for your plight and given the recently improved conditions I am willing to be patient, for now.

"What I had in mind was helping you fight back against your own jailors. I have a rough idea of what you've gone through, and I can tell you right now that you will never have to endure such treatment again... and neither will your siblings. I'll be honest and say that revenge also features heavily in my plans," Ryuudo added, his grin turning vicious and the sand around his feet churning wildly.

Gaara pondered the idea for a minute. Finally, he replied, "What did you have in mind?"

Ryuudo clapped his hands excitedly. "Well, first, it might be a good idea to have a chat with that other jinchuuriki..."


-Same Day-

-7:00 AM-

-Inside the Tower-

Gaara slowly came awake, his awareness finally returning to the real world for the first time in days. He felt very strange and disoriented, and he felt like something was missing. It took him nearly a minute of blearily blinking his eyes and adjusting to the light streaming in from the window before he realized that he didn't feel tired.

A smile came unbidden to his face as he focused on that thought. Sleep – blissful, restful sleep. Even that nightmare couldn't dull the joy he felt in this moment. He had slept. He was rested.

It was wonderful.

His thoughts turned to his "fellow prisoner" and he began to wonder if that had actually been real. It could have been another dream, although it felt very different from that nightmare he had experienced just prior to it.

No... if his conversation with Ryuudo wasn't real, then neither was his meeting with the other jinchuuriki, and that had actually happened, he was sure.

Allowing his focus to turn outward once again, he heard the sound of soft breathing to his left and looked over. There he saw his sister sitting in a chair, her head resting on her arms on the edge of his bed as she slept.

Even as he looked she began to stir, raising her head slowly and rubbing at her eyes. She froze when she caught sight of him looking at her, a small smile on his face. They stayed like that for a while, just watching each other, before tears began to well in Temari's eyes.

"I'm sorry," Gaara said. He wanted to say more, apologize for all the times he had rejected their concern and advice, all the times he had threatened to kill them, all the times he had failed to be the brother they deserved – but Temari had pulled him into a hug and was holding him tightly, tight enough that it was actually difficult to breathe.

His eyes widened in panic as he thought about the sand that had always protected lashing out and hurting her, but his sand didn't so much as twitch. He could feel it, the connection clearer and stronger than ever, but there was no instinctive reaction when Temari got close to him.

He wasn't certain if the automatic defense he had come to rely on had vanished completely, but as he hesitantly began to return the hug he thought that even if it had, it was worth it.


-Same Day-

-3:30 PM-

-Inside The Tower, Arena-

The arena inside the tower was commonly used for a portion of the jounin trials that were held each year as its location guaranteed privacy; most jounin had at least one technique they would prefer to keep as unknown as possible and holding the exams in this remote location helped make sure of that.

The arena itself was a large, rectangular area several hundred feet across. Large, thick stone walls surrounded the arena, interrupted on one side by a single staircase that led to the balcony surrounding the entire arena and on the other by a large statue of a pair of hands forming the "ram" symbol, the most common handsign used to channel pure chakra. The floor in front of the statue was raised slightly and the wall behind the statue was occupied by an enormous screen.

Eighteen genin representing six teams from three different villages were lined up on the floor of the arena, standing stiffly at attention as they watched Anko pace back and forth in front of them, muttering to herself and constantly checking her watch.

The other proctors and the jounin instructors of the various teams were spread out on the raised area of the floor, waiting just as impatiently as Anko, though they hid their agitation better. Just before the end of the second phase officially arrived the Hokage himself stepped into the room and made his way to stand behind Anko. His gaze swept over the genin assembled in the room, all of whom stiffened slightly as his gaze focused on them. Regardless of whether they were from Konoha or not, they felt a little intimidated knowing they were being judged by one of the most powerful and accomplished ninja to have ever lived. The Hokage's gaze lingered on Naruto for a moment longer than the others, but the Hokage's expression didn't change and he quickly moved on.

"And that's time," declared Anko to the gathered genin. "Congratulations on passing the second phase of the exams. I must say that I didn't actually expect this many teams to pass the second phase, but that just means the spectators get a better show come the third phase.

"This also ends my part in the proceedings, so I will turn the floor over to Hokage-sama, who would like to say a few words," Anko said, her tone sounding respectful and serious for the first time since she first appeared before the genin.

The Hokage smiled at her and stepped forward, his hands clasped behind his back. "I also extend my congratulations to all those teams who managed to pass the second phase of the exams. Overcoming the challenges, both human and otherwise, this forest contains is an impressive achievement for a genin and speaks well of your potential.

"The International Chuunin Exams were started nearly fifty years ago as part of a treaty between the Five Great Ninja Villages. These exams are intended to allow ninja from each village to interact with each other without the threat of an official mission or a war hanging over their heads. There is, of course, competition, but don't dismiss the opportunity to talk with ninja from another village out of hand.

"Any ninja worthy of the name will of course strive to gather all the information they can, but don't forget that your opponents have their own hopes and dreams, their own failings and fears. As you learn about their techniques, learn about them as well. You may find that today's rivals are tomorrow's allies, and no jutsu in the world can overcome the power of friends and allies working together towards a single purpose. Such is the Will of Fire." The Hokage's eyes lingered on Naruto for a long moment.

The Konoha ninja stood a little straighter, smiles growing on their faces and determination burning in their eyes. The Oto team did not react at all while the Suna team looked oddly hopeful at his words.

The Hokage just smiled slightly, watching the genin before he stepped back and motioned for a jounin to step forward.

"Thank you, Hokage-sama," the jounin said. He was wearing the standard jounin uniform and had his headband's cloth unfolded to cover his entire head, his brown hair sticking out of the bottom with one large shock of hair falling between his eyes. His exposed skin was a healthy tan and he moved gracefully, with smooth steps and a relaxed stance. His hands were currently occupied with carrying a small box.

"I am Hayate Gekkou, the proctor for the third phase of the exams. As Mitarashi-san said, an unusually high number of teams passed the second phase. While it was technically possible for a total of eight teams to pass the exam, we expected four at most. Instead we have six teams, which is too many for the third phase. As such, we will be having two preliminary bouts to determine which teams will advance to the third phase.

"Each team will draw a ball from within this box in the order they reached the tower, so will Team Thirty please send a representative forward."

Kankuro walked up and pulled out a ball, holding it up to the proctor. "Six," he said.

"Team Thirty gets a bye and will advance to the third round," Hayate announced, a chuunin behind him recording the results.

"Will Team Seventy-Two please send a representative forward?"

Lee charged up to the proctor practically quivering with excitement. "Yosh! I have picked number three!" he cried excitedly. Tenten sighed quietly, shaking her head. "It's just a number, Lee...," she said under her breath.

"Ah... thank you, genin," Hayate said. "Team Seventy-Two will participate in the preliminary bouts."

Lee darted back to his place among the genin, looking excited at the chance to fight.

"Will Team Seventy-One please send a representative forward?"

Ino walked up and pulled a number out of the box. "Two," she said.

"Team Seventy-One will participate in the preliminary bouts."

"Tch," Ino grumbled under her breath as she walked back.

"Will Team Seventy please send a representative forward?"

"Four," Sasuke said, showing the ball to the proctor.

"Team Seventy will participate in the preliminary bouts, facing Team Seventy-Two."

Sasuke grimaced, exchanging worried glances with his teammates as he moved back to his spot.

"Will Team Seventy-Three please send a representative forward?"

Chouji ambled up to the box and pulled out the ball labeled with the number "One."

"Team Seventy-Three will participate in the preliminary bouts, facing Team Seventy-One. As the last remaining team, Team Fifty-Nine from Oto gets a bye and will advance to the third phase."

The Konoha teams turned to look at the Oto team warily. They had finished nineteenth in the first phase, not a particularly impressive showing, and they had only managed to finish the second phase with less than an hour to spare. They seemed weak, but they carried themselves with confidence and didn't seem concerned about their supposed struggles in the exam.

The three genin on the team also hadn't spoken a single word to anyone, preferring to keep to themselves and spend their time idly observing their surroundings. The first genin stood barely over five feet, his gray hair hanging limply on his head and covering most of his face, leaving a single eye exposed. The second stood a couple of inches taller, his black hair pulled back into a style similar to Shikamaru's. The last stood nearly six feet tall and was nearly bald, with small tufts of orange hair all that remained on his head. He was also somewhat overweight but still had clearly visible muscles covering his frame.

"Will everyone except for teams Seventy-One and Seventy-Three please move to the balcony," Hayate said, prompting the other teams to vacate the area. Once the arena was clear, he turned to the remaining teams. "To keep things manageable we will have one-on-one fights for the preliminaries in a best two-out-of-three format. Each team may consult amongst themselves to determine the order of their battles, but each genin may only fight once. If a team manages to win the first two battles, the third member of the team will not be required to fight.

"As with the second phase, killing is allowed but is frowned upon, especially amongst allies. If you kill a downed opponent or kill someone outside of an official bout, you will be arrested for murder.

"Now, you have five minutes to consult with your team and prepare. You may consult with your jounin-sensei as well, if you wish."

Team Mikoto moved to the right side of the arena while Team Kakashi moved to the left.


Kakashi joined his team after a few seconds. "Alright, what are you guys going to do?"

Naruto nodded thoughtfully, eying his teammates. "I think Hinata should go first, and Ino second," he said quietly.

Kakashi smiled, "I see you have faith in your teammates, as you should. Still, shouldn't you try to adjust your order based on who you think will fight first and second from the other team?"

Ino scoffed. "It's Shikamaru, he's probably going to change his team's lineup fifteen times in the next five minutes to try and outguess us. Hinata can take any of them, and so can I. Naruto can just sit on the sidelines and watch us kick ass."

Hinata blushed slightly but nodded. "I want to go first," she added quietly. "I feel like I didn't do much during the first two phases..."

Naruto and Ino both shot her incredulous looks. "'Didn't do much'?" Ino repeated. "You practically carried our team through both exams. If anyone didn't do much it's little brother over here – he just acted like an idiot as a distraction."

"Yeah," Naruto added, shooting Ino an annoyed glance. "You guided us where we needed to go, kept other teams from sneaking up on us, and took down two people on that Taki team by yourself. If anyone should feel bad, it's Ino over here – she just talked the whole time," he said teasingly.

Hinata giggled quietly and nodded, relaxing. Kakashi just kept smiling, happily watching his team as they supported each other and bantered playfully.


"Troublesome...," Shikamaru kept repeating, glancing at Team Kakashi.

"Dude, chill out. We can take them," Kiba said confidently. Chouji just frowned uncertainly and rubbed his arms, remembering the many times Hinata had disabled him with her Jyuuken strikes.

Mikoto decided to step in at this point. "I know you've faced them in your training sessions, but remember that you've grown a great deal since then. You don't know everything they can do, but they also don't know everything you can do. They're also likely to underestimate you, so be ready to take advantage of that," she pointed out.

Shikamaru sighed and focused. "Alright, I've got a few ideas for how we can win this."


"Your five minutes are up," announced Hayate. "Each team must now inform me of their order of fighters." Once each team had quietly told him their order, he moved back to the center of the arena. "Will Hinata Hyuuga of Team Seventy-One and Chouji Akimichi of Team Seventy-Three please enter the arena?"

Hinata stepped into the arena, moving confidently to stand next to the proctor. Team Mikoto sent Chouji, who grimaced upon hearing who his opponent was but exchanged a firm nod with Shikamaru.

Hinata stopped near the middle of the arena, roughly twenty feet from Chouji and fell into a ready stance, waiting for the proctor to signal the beginning of the fight. Chouji settled into his own stance, eying her warily.

"Very well," Hayate said, "the first battle of the preliminaries is between Hinata Hyuuga of Konoha and Chouji Akimichi of Konoha. Begin!" With that, he leapt back to give the fighters room.

Hinata immediately burst forward, the veins around her eyes bulging as she activated her byakugan and her hands beginning to glow a faint blue as she gathered chakra. She halted her advance and leapt to the side as Chouji punched downward, hammering the ground beneath his feet and shattering the stone tile. Hinata could see the shimmer of chakra as Chouji released some sort of jutsu that caused some of the shattered tiles to blast outwards, whipping through the air where she stood a moment ago.

She began to circle him and watched warily, trying to determine if that was the extent of his new jutsu. Chouji continued to pound the tiles beneath him, shifting his position between each blow and leaving a trail of rubble behind him. Hinata maintained her distance and easily avoided the projectiles he sent her way. Her eyes narrowed as she saw some of the tiles were sticking to his arms - it seemed like simple debris at first, but upon closer inspection she could make out the chakra he was using to keep the pieces of tile attached to his arms. It seemed he was trying to create some sort of armor out of the tiles.

Watching carefully for a trap of some sort, she timed his attacks then charged forward, her hands poised to deliver Jyuuken strikes and disable Chouji before he could add any more tiles to his arms. Chouji saw her advancing once again and abandoned his current strategy, leapng backwards and landing in the middle of the damaged area. He knelt swiftly and began gathering up pieces of shattered tile and slapping them on his arms, filling in any open spots as best he could before she got too close.

Hinata didn't particularly want to charge into that area; the damaged tiles would interfere with her footing and limit her movements and thus the effectiveness of her particular style of battle. Chouji himself focused on power more than speed and did not move around nearly as much as Hinata did, giving him the advantage in that area of the arena. She couldn't let him continue his attack or building his armor, however.

She paused just outside the damaged area, swiftly considering her next move. From her current position she could still close with him faster than he could resume smashing the floor - she had already memorized the pattern his chakra made when he was going to use that technique and was prepared to react instantly - but Chouji was also free to continue slapping on the already broken pieces of tile. She could maintain her position and let Chouji tire himself out maintaining his "armor", but to gain an advantage in terms of chakra she would need to deactivate her byakugan and thus might miss any traps he laid. No, delaying her attack had already allowed him to gain an advantage, giving him more time would be a mistake. Her best option was to force him out of the damaged area.

Thus decided, she moved forward once more, moving swiftly and gracefully between the areas of undamaged tile she could find. Chouji settled himself into a defensive stance and watched her approach warily, ready to counter as best he could.

Once she was in range, her hands began blurring as she struck repeatedly, the first two fingers of each hand extended. Chouji shifted his arms rapidly, barely keeping up with the assault – but it was enough. The chakra emitted from her fingers did not penetrate through the tiles enough to reach his tenketsu and close them. Chouji visibly gained confidence as he continued to withstand her assault until he finally punched forward in a counterattack, nearly catching Hinata as she dodged.

She bent around his arm, her fingers lancing towards his upper arm which was not covered as well as his forearms. She managed to score two hits, each closing a tenketsu, but Chouji pulled his arm back and pivoted, forcing Hinata to jump back to avoid his strike. She landed awkwardly and off-balance as the broken tile shifted under her feet, and Chouji rushed forward, his arm raised and ready to strike.

Hinata grimaced as her ankle twisted harshly, but she managed to reposition herself quickly and, instead of leaping backwards or to the side as he expected, launched herself straight towards Chouji. His eyes widened and he tried to pull his arm back to block, but it was already too late.

Her hands blurred and left small blue trails in the air as she rapidly closed the tenketsu throughout his upper body. She struck at his arms first, disabling them and buying herself additional time as she moved on to the tenketsu in his torso. After a few seconds she moved away, panting lightly from exertion and already feeling her ankle start to swell. Chouji wavered slightly as the tiles attached to his arms fell away, clattering to the floor. He finally dropped to his knees and fell onto his side, his breathing labored.

Chouji's body twitched a few times as he struggled to move before he finally relented and called out, "I give up."

Hayate nodded and stepped forward, "Winner, Hinata Hyuuga of Konoha!"

Hinata blushed slightly as the sound of cheering and clapping drifted down from the balcony, especially the sounds of her teammates. She moved over next to Chouji, limping slightly, and began unsealing his tenketsu.

"I thought I had you that time," he said ruefully.

Hinata nodded and replied, "Using the tiles and damaging the floor was very good," she complimented him. "You forced me to fight on your terms."

"Still wasn't enough though," he said, sitting up and rubbing his arms.

Hinata just nodded again, feeling a little uncomfortable. Despite the years she had spent training with the other children, she still felt awkward whenever she defeated someone in a spar. Chouji in particular made her feel guilty, as he had never once managed to defeat her – this bout was actually the closest he'd ever come.

Chouji finally stood and extended his hand. "Good fight," he said. Hinata nodded again and shook his hand before heading back to her teammates, still limping slightly.

Naruto and Ino met her partway, both grinning happily. Naruto's grin always made her feel happy – the way his whole face lit up, the way the marks on his cheeks stretched, the way his eyes danced. She had been a little worried when his pupils began changing into the slits they were now, but despite their more animalistic appearance they still suited him. If anything, they seemed even more expressive than before.

"Good job, Hinata!" Ino said, pulling her into a brief hug. Hinata returned it, smiling, before she suddenly let out a small gasp and blushed. Looking down, she saw Naruto kneeling at her feet, his hands glowing green as he gently held her foot and ankle. He looked up at her, his wide grin making her stomach do flip-flops.

"Trust Hinata to take care of her opponent before looking after her own injuries," he said, his voice gently chiding.

"S-sorry," she replied. She frowned internally, admonishing herself for falling back into her old habit of stuttering. She'd managed to conquer that problem years ago with the help of her mother and her friends, but sometimes Naruto caught her off guard and her shyness would come roaring back.

"Will Ino Yamanaka of Team Seventy-One and Shikamaru Nara of Team Seventy-Three please enter the arena?" Hayate called out.

"Alright you two, that's my cue. My turn to kick some ass," Ino said, moving past them to stand near Hayate. The proctor had changed his position slightly to avoid the area Chouji had busted up in the previous bout. Shikamaru shuffled out slowly, an apathetic expression on his face. Once the two competitors were in place and other genin had left the arena, Hayate nodded.

"The second battle of the preliminaries is between Ino Yamanaka of Konoha and Shikamaru Nara of Konoha. Begin!"


A/N: Ye old prelims.

My initial plans for the Third Phase called for eight teams, but between the number of people involved and the amount of time I would have to spend writing fights that were completely irrelevant in the grand scheme of things it just didn't make sense. Hopefully this compromise works well.

Writing these bouts is surprisingly difficult, because in this story all the kids are stronger than they were in canon but there are still some clear differences in skill between them. Allowing Chouji to show off some of his growth while still losing took me a while to get "right". Hopefully my efforts paid off. The fight might still seem a bit short or one-sided, but it's just a really bad matchup for Chouji.

I also struggled with the perspective in the battle before I decided just to pick one character and use their PoV for the whole thing. Once I did that things went a little more smoothly.

Unlike the second phase which was mostly random matchups, I have a definite plan for the battles I want to show in the third phase.

Thanks for reading!