Kabuto glared at Kikyou. "Traitor," he hissed. "You…you traitor!"

Kikyou grinned and cocked her blade. "Kabuto, Kabuto…dear, sweet, naïve Kabuto. I'm surprised you didn't see it, being an even better spy than me. But then again, you always did seem like you were more focused on Orochimaru than anything else…" she glanced at Itachi. "You take the rest of them. Get to Orochimaru while I hold him off." She jerked her head at Kabuto. "This little rat deserves to die my way."

Kabuto grit his teeth and backed up, towards Orochimaru. There was no way he would let his master, his friend, his lover! fall into their hands. It simply wasn't happening.

"Tayuya, take the Sounds and Orochimaru-sama and go. Kimimaro, stay here and hold them off until Orochimaru-sama has gone. Orochimaru-sama, get out of here at all costs! I don't care what happens, just keep going. Don't worry about me; I'll be along in a few minutes."

"Kabuto, no-!"

"Get out of here!"

Orochimaru gasped as he heard the commanding undertones to the boy's voice. This was something Kabuto had never tried to do before: give him an order. He stood still for a moment, then his head went down and he swallowed hard. This was one of the most heart-wrenching decisions of his life: save his lover or save himself?

He chose his lover.

"No."

Orochimaru's head lifted again, and his gaze fell upon Kabuto. "I won't leave you. I don't care what happens, and don't try to stop me. Kabuto, I won't let you die!"

Kabuto sighed. "I hate when you get like this," he said. "It means I'll never convince you otherwise."

A slow smile spread across Orochimaru's face. "Of course," he said softly. He tipped his head back, forcing up Kusanji and catching it with one hand. "But anyway…"

Kabuto smiled. "Let's go," he murmured. "I'm waiting."

"Oh, you're waiting for me?" Orochimaru plunged the sword into the ground, and Kabuto could feel the chakra vibrating from it. "Wait for this one!"

A massive explosion ripped the concrete apart, and Kabuto jumped back in surprise. Orochimaru's hands flashed in a sequence of signs, finally ending with "Kuchiyose no Jutsu!" Snakes flew from his mouth at his opponents, and Kabuto's eyes widened.

"Someone's been working hard, mm?"

Orochimaru smiled as the last snake flew out, and shook his head. "Tastes nasty. I do not recommend it."

Kabuto nodded. "I can imagine. Very well. Let's kick some ass!"

Tayuya whipped out a flute and a scroll. "Oo, oo, me first!" she quickly summoned her hulking Doki and brought up a flute melody. "It's kick-ass time!"

Kidomaru jumped in front of Orochimaru, spitting a spider web as he went. The net sailed past Kikyou and Itachi, sticky threads adhering to the walls. Cursing, Kidomaru spat again, this time in front of him. He laid a hand on the web and murmured a summoning.

Everyone jumped back.

"Oh my God, Kidomaru, that is disgusting!" Tayuya cried. "Ew, ew, ewget it away!!"

Jiroubou whistled in appreciation. "That…is a big spider…"

Sakon and Ukon each nodded. "That….that's something I can appreciate."

Orochimaru shuddered. "That's something I can't."

Kabuto wrinkled his nose. "I'm known for being a bit spoiled, as a medic, you almost have to be, and seriously, I'd love to know what you can do with that…that thing besides scare people half to death."

Kidomaru grinned. "Let's see it, baby," he crooned, stroking the spider's head. The spider shuddered and groaned, and an enormous egg sack slipped from its abdomen. Kidomaru sighed and slashed it open. Thousands of tiny spiders began pouring from the newly-laid eggs, and all of them headed for Kikyou and Itachi.

"Oh, okay, I get it," Tayuya muttered, trying to restrain the urge to vomit. "Pregnant spider…as a weapon?! Eeeeeeeeeeeeeeeeww!!"

Orochimaru shuddered and felt his stomach turn. Jiroubou already had puked: there was a pile of puke on the floor smelling like meat and chips. The smell alone made Orochimaru nauseous. Sakon and Ukon were turning each other around in circles, each trying not to look. Finally dizzy, the two figured out that standing sideways and turning their heads worked just as well for each of them.

"It's not that bad," Kabuto said, but everyone could tell he was lying. "It's a simple part of the natural life cycle-"

"Oh, put a sock in it you liar," Tayuya groaned. She raised her lips to her flute. "Hopefully this will take my mind off it…"

Jiroubou snorted. "Good luck."

"Can it, barf-bag."

A haunting melody flowed from the flute, and each of the blind demons crouched into a battle position. Tayuya continued her melody, flexing each of the Doki in turn. Finally, the first and largest Doki leapt forward, slamming it club into the wall just above Kikyou's head. The girl screamed and ducked at the last second, stabbing desperately at the Doki's stomach…the armor of it, anyway.

"You chicken," Itachi muttered. "Arachnophobia making you nervous?"

Kikyou sighed and reclaimed her sword. "Shut up," she sneered. "I can turn against you just as easily." She sheathed her sword, turned around, and called, "Mizu! Come!"

A tiny blue cat pranced in, tails swinging. Hai?

"Com here, little brat," Kikyou said. "We've got work to do!"

Mizu transformed in a swirl of blue magic, growing to tiger size. Bite me. She spat onto the floor. At first, it simply looked like a puddle of…um, cat spit. But after a moment, the "spit" fizzed and bubbled, arching into many different shapes until finally settling upright and forming into a long staff. Kabuto's eyes widened: this was the staff he had been given in their first meeting! Which meant…as it was his bloodline, he was immune to its powers…but no one else was. Kabuto exhaled slowly. How was he going to do this…not solo, that was for sure! Even with the aid of his bloodline, he was living poo next to Uchiha Itachi.

"Kabuto?"

Kabuto turned slightly to glance at Orochimaru. "What, Orochimaru-sama?"

"You got quiet all of a sudden…"

"Mm…thinking."

Orochimaru nodded. "Uh-huh. Well?"

Kabuto sighed. "I don't know…I really don't."

"Well, find out fast," Orochimaru snapped. "Because I get the sinking feeling we're all going to die!"

"Not die," Itachi interrupted. "Just be tortured until you wish you were dead."

Orochimaru sighed. "I was afraid of that…whoa shit!"

A Doki had just missed him by inches; the second largest, the one with the club. It had sailed past him, attacking Itachi ferociously.

"Sorry!" Tayuya called. "I would lie, but that actually happens a lot! Anyway…"

She continued her flute song, and the Doki resumed its attack. Itachi was dodging easily, but Tayuya had brought both of her stronger Doki into the fight, and she was working to corner Itachi. Heaving a sigh of frustration at Kikyou's repeated attempts to harm her Doki, she used the third and smallest Doki's chakra ghost to begin ripping out chunks of chakra.

"Take that!" she snarled as a large piece of chakra was ripped from Kikyou's arm. The kunoichi fell back with a cry, clutching at her arm. Tayuya resumed playing again, barely avoiding a strike from Itachi. Jiroubou seemed to have finally recovered his wits and was forming earth cannonballs from his master's previous destruction of the floor.

"Strike and…"

"Spare," Kabuto supplied. He had managed to knock down Kikyou again, allowing a chakra ghost to swoop down upon her, but, in his haste to avoid Tayuya's Doki, had missed Itachi by a hair.

"It's not fair," Jiroubou pouted. Kabuto sighed.

"Get used to it."

Sakon and Ukon were darting in and out of the fight, alternating between jumping in the way of a kunai headed for Orochimaru and trying to merge bodies with Itachi. Kidomaru was still directing his spiders back and forth, and it seemed-almost-like the Sounds had the advantage. Well, then, it was time for Orochimaru to unveil a little something he'd been working on…

Hands flashed in a complicated pattern, weaving to and fro, lacing chakra around his fingers. Orochimaru exhaled slowly; keep breathing, don't screw this up…

Finally, the sealing was complete. Orochimaru lifted his hands, threw them back to disturb the air, and blew a sonic shock wave through the hall.

The entire room shook with the force of Orochimaru's wave, and everyone seemed caught off guard. Orochimaru, from behind it, could see the damage it was doing: walls were crumbling, people (and a cat) were dropping to floor in pain, and the Sound ninja seemed fairly unharmed. Orochimaru was surprised: then he noticed Kabuto standing there placidly in the middle of the shock wave, and smiled. Damn, boy, you are something else...he must have figured out the sound wave jutsu I was working on, knew that I would use it, and then taught everyone else how to handle it…! My, that's amazing…I'm proud of him.

When the wave died down, they were alone in the room.

OOOOOOOOO

"Kabuto, for the fourth and final time, I'm fine, back off about three feet!"

"No!"

Orochimaru was stubbornly insisting he was fine, and he had sustained no injuries from the battle. Kabuto, however, was not convinced, and felt it necessary to scold Orochimaru for trying to wriggle his way out of Kabuto's grasp, and also for not being more careful. He said something about the reverse damage done to his body, and then something about inner ear functions…Orochimaru lost him somewhere after "Stupid, insolent, foolish, child!"

Finally, Kabuto's words ceased to flow, and a deadly silence fell over the room. Orochimaru finally snapped out of his daydream about his latest jutsu, and glanced at Kabuto. "Sorry, what were you saying?"

Kabuto sighed. "I feel the undeniable urge to smack you."

Orochimaru shrugged. "So slap me, see if I care."

Kabuto did just that.

Orochimaru fell back, reeling from the blow, but seemingly uncaring still. He wiped a bit of dirt off his face, falling against the wall and curling up there. Kabuto slowly made his way over to Orochimaru, concerned. Had he really hurt Orochimaru that badly?

"Orochimaru-sama?"

Orochimaru's body gave one long, slow shudder, then went still again. He shook his head, stood up, and walked numbly in the other direction, away from Kabuto. Tayuya caught his arm and turned him around, forcing him to stop and look at Kabuto. Orochimaru pushed her away and continued on without stopping.

"Orochimaru-sama!"

Kabuto ran after him, falling into step next to Orochimaru. "Orochimaru-sama, what's wrong? A minute ago you were fine-"

"Leave me alone."

Kabuto sighed as they went around the corner, then suddenly grabbed Orochimaru's arms forcing him back into the wall. "Orochimaru, don't you dare walk away from me!" he snarled, jamming Orochimaru's shoulders into the wall. Orochimaru's golden eyes sparked and a yelp tore from his throat, forced by Kabuto's painful actions. He shivered and began sinking down onto is haunches, trying to retreat from Kabuto's grasp. Kabuto, however, yanked him back up and forced one of his legs between Orochimaru's so he couldn't slide down.

"What is going on?" he asked again, taking one hand off Orochimaru's arm to take his hair firmly in his hand. "Something is going on here and I want to know what it is…!"

Still no response.

"Answer me, Goddammit!"

Orochimaru cried out in pain and shock as he was struck and roughly shoved to the floor, Kabuto standing over him, panting with rage and confusion. "What is wrong with you?" Kabuto whispered. "I can't stand this anymore-Orochimaru, what really happened between you and Itachi?!"

Orochimaru scrambled back against the wall, and only then could Kabuto see the genuine fear in Orochimaru's eyes. Fear of being struck; fear of being hurt; fear of being used; fear of being cast away once more to the stone floor, disregarded as a nuisance, but most of all…

Fear of everything from his lover.

Kabuto realized his mistake the second he moved towards Orochimaru: the sannin panicked, lashing out viciously in self defense. Kabuto gasped and moved back barely in time; Orochimaru retreated, huddling close to the wall, every movement he made begging Kabuto to stay away.

"Orochimaru-sama…Orochimaru, I-I'm so sorry…"

Orochimaru's shaking increased, and Kabuto knew he was truly frightened of him now. There was only one way to make this right, and if that was the only way, it had to be done. If Orochimaru wouldn't let him near him, there was only one thing he could do.

With sadness in his heart and on his face, Kabuto turned and walked away.

OOOOOOOOO

"Orochimaru-sama?"

Tayuya crouched near Orochimaru, putting her arms around him and pulling him close to her. She could feel Orochimaru shivering in her arms, and she wanted to know why. If Kabuto hurt him…

"Orochimaru-sama, calm down."

Sakon and Ukon were hovering over Orochimaru, separated for the time being, and both were sitting on their heels in front of Orochimaru. It was Sakon had spoken.

"Orochimaru-sama-"

"Shut up," Tayuya snapped. "He's in pain right now, be a little sensitive-! What are you-?"

Ukon sank into Sakon's body, and Sakon waited for him to finished before leaning forward and picking up Orochimaru, gently lifting him from Tayuya's arms. Tayuya grudgingly gave him up, letting the twins carry him down the hall. She trotted down ahead of them, slipping into Orochimaru's room and opening the door. When Sakon made it with Orochimaru, he found the bed sheets neatly pulled back, with a black kimono laid out over them. Tayuya was carrying a bowl of water in with several towels draped over her arm; these she set down next to Orochimaru's bed with a roll of bandages and some ointment.

"Well, it should help with the pain a little…"

Sakon carefully pulled Orochimaru's blood-splattered clothes off, slipping the silken kimono over his shoulders and settling the sannin in his lap. Tayuya immediately began cleaning out all the cuts and tending to the bruises, occasionally rewarding Orochimaru with a quick caress or a small kiss. Orochimaru was quiet the entire time, remaining near perfectly still the entire time. Tayuya sighed as she came to realize what had happened.

They just couldn't do this anymore.

A/N: Well, it's super late again, so I made a little longer for ya. Enjoy, and review, please!!