Disclaimer: I don't own Naruto, belongs to Kishimoto-sensei.

A/N: As I forewarned in the last chapter this story is about to turn dark, violent, and possibly disturbing. Read at your own risk, this story is rated M for a reason after all.

Is it any wonder why
These waves slice my skin
Or these memories shatter
What's left of my soul
When will it end?
When will the sun touch
My cold, frozen skin

Chapter 11

Screams, Neji tensed at the sound of screams and looked over his shoulder halfway towards the battle. He knew Kakashi and Sasuke were fighting with everything they had and that Kiba was close to them. But the screams he heard had made his blood run cold and his attention went towards them and away from the intense battle close by.

He watched as the buildings behind him caved in on themselves, a building he'd seen Sakura and Hinata enter. He focused his Byakugan on where they were, he couldn't focus on their pressence with the ones around them. He turned back to towards the battle just in time to jump out of the way of a sword coming down with lightning running through it. When his feet touched the rubble of a nearby building he felt a jolt of electricity go straight through him and his boiling organs forced the metallic taste of blood into his throat.

He knelt down on one knee and grimaced at the form of Madara towering over him with the sword raised over his head. Neji wiped the blood from his mouth and rolled back away from him and leapt towards the street, he felt another jolt strike him as soon as his foot touched the ground and cursed his lack of concentration on the battle before him. The shock of those screams and his anxiety for his wife and his cousin was distracting him.

Neji whirled around just in time to block the sword aimed to decapitate him with a kunai. He parried and pushed his opponent back, another step, another shock and he was down on his knees, panting, blood spilling from his mouth. How in the hell is this possible?

He couldn't turn his eyes away from his opponent and find the center of this ocean of electricity at the same time. He parried another slash and jumped away grabbing onto the tree behind him and pulling himself to stand on the limb. Neji heard and felt Kakashi approaching, but he was loosing focus, his eyesight was fading and his Byakugan deactivating from the jolts of electric currents going through his body leaving his blood and muscles humming.

Shit, the attacks drained my chakra, how in the hell are we supposed to fight someone with that much power that drains our chakra and moves too fast to detect. He looked up suddenly upon hearing metal clashing and saw that Kakashi was engaging in a sword fight with Madara, both moving with lightning speed. Every move fluid, purposeful, fitting for the acclaimed copy ninja that had made it to Hokage.

The grace and speed he possessed was more fitting to an Uchiha, but expected due to the Sharingan Kakashi possessed. Each technique Madara used was countered by either a elemental jutsu or by Kakashi's signature move of the chidori or lightning blade. It was mesmerizing to say the least to watch the battle before him, but he could see darkness in the corner of his eyes, the damn lightning jutsu had rendered him useless before he could make much difference in the fight. He was an Anbu captain, how could he have let himself get distracted during a battle, he was not a child nor a genin anymore.

Neji looked to his side when he felt Sasuke's chakra approaching, he couldn't tell how much he had left. But when he landed on the limb next to him Neji could see how much of a task it was to fight Madara. He had slashes up and down his entire body, scrapes, obvious burn marks, it didn't help that he had blood, dirt, and dust all over him either. His pale skin was either covered in dried blood or the dust and dirt that covered his ripped and torn clothes. Compared to Kakashi, Sasuke looked as though he had been through hell and back.

Neji smirked and felt the urge to throw up, he coughed up blood and Sasuke paled. Sasuke grimaced and glared at Madara while he fought Kakashi.

"Hyuga, what happened?"

Neji looked at him with a wry smile, "I was distracted."

Sasuke sighed, "Obviously, can you stand, you should probably get out of here."

Neji grimaced, I am the Anbu captain and he's telling me I should get out of here . . . He felt a shock wave of pain pass through his entire body and knew from experience that his internal organs had been fried. The effort it took just to keep his consciousness really did mean he was in no shape to fight. How, how in the hell . . .

Sasuke grimaced and explained in a monotone voice, trying to hide the pain wanting to seep through his voice; "The attack he hit you with drains your chakra and uses it to cook you from the inside out. Luckily, me nor Kakashi have been hit by it. But you were hit three times, so if you can move, then get the hell out of here."

Neji grunted and pushed himself to stand fully using the trunk of the tree. The movement sent a piercing pain straight through him. Sasuke put a hand on his shoulder to steady him and Kiba was heard approaching them, though it looked as though he was being thrown through the air. Sasuke grabbed Neji around the waist and jumped from the tree to one standing close to ten feet away using chakra to land safely.

Kiba went right through the tree and rolled across the ground. Neji turned on the limb once Sasuke released him and stared in horror as Kiba was enveloped in a torrent of lightning. Neji didn't hear his own voice yelling out Kiba's name. Sasuke closed his eyes for a moment and then activated the final level of the Sharingan and focused it on Kiba, the electricity stopped and Neji looked at him startled as he fell to his knees on the limb with one hand bracing him to the tree while the other came up to cup his eyes, blood seeping through his fingers. Neji jumped over to where Kiba lay and picked him up with an arm thrown over his shoulder. He leapt to what remained of the tree and stood there for a moment.

Sasuke pushed himself to his feet and looked over at him, the blood tearing from his eyes continued like tears, but made his blood run cold. Sasuke's eyes darted to Neji's right for a moment and then Sasuke was right there, blocking a sword from coming down on the two of them.

Neji stepped back and then mentally slapped himself for not noticing. Sasuke grunted and held his ground even as chakra started to wrap around the sword and Sasuke's forearms as he held the kunai firmly, blood running down his hands.

"Go," came a pained growl from Sasuke, then he pushed Madara back and lunged after him, pushing him back and Neji leapt from the tree, running from tree top to tree top quickly, ignoring the piercing pain and the urge to just close his eyes. He then moved from the top of the buildings, or what remained of them, each step heavier, and harder to make than the last. His energy was quickly leaving him and left him to wonder why he'd been so effected from the jutsu Madara had created in the ground.

He was within site of the hokage tower within minutes and could feel the exhaustion and pain taking it's toll. He felt his knees give out against his will and hit the ground and Kiba fell to the ground next to him. He felt a chill run up his spine and his eyes closed, he had concluded that the initial hits from the lightning not only drained your chakra, but they continued to eat away at them even after the fact.

In his mind, in all the time he'd spent developing his Byakugan, he could almost see the chakra points and the lines of chakra slowly dying inside, until they were reduced to nothing. Enshrouding darkness and a numbing emptiness began to enfold around him until only the last longing thoughts of his wife and how he had failed to return to her became the last of himself marked upon his soul as death fully took hold of him.

Sasuke hit the ground with a loud growl of anger and his hand was the only thing that touched the ground. He pushed back flipping away from the ground even though his arm was now completely numb. He narrowly grabbed onto the rubble of a building and pulled himself to stand. He glared at Madara as Kakashi lunged towards him, still moving with lightning speed and a lightning blade in his hand. Sasuke dashed across the building towards the two and leapt over Kakashi as he was thrown towards him.

He wasn't in the least surprised to see Kakashi push off the building with his feet and move to stand next to Sasuke on a pile of rubble across from Madara who stood atop the tallest pile of rubble. The three just stood there, a moment of silence, catching their breath, Sasuke and Kakashi quickly took in the damage. The entire area was nothing but rubble and in the back of their minds they both thought about how many lives were lost because of this never ending battle.

Sasuke felt a cough trying to rise up in his throat along with the metallic taste of his own blood. But he shoved the urge down and clenched his fist. Kakashi stood an arms reach from him and handed him his sword. Sasuke looked at it, the blood on the blade and the hilt, then back at Kakashi questioningly.

Kakashi smirked behind his mask, he was covered in dust, dirt, and blood, and he sported a few slashes and gashes here and there. Sasuke could see the exhaustion in him, Kakashi was trying to tell him to continue the fight. Sasuke had to question him, because Kakashi wasn't all that old, but he did look over taxed, it seemed that the sharigan at the level it took to fight Madara had it's toll on the copy nin without the bloodline of an Uchiha.

"Kakashi . . . what . . ."

Kakashi smiled at him, "I don't stand a chance in a battle between Uchiha's, just keeping up with his sharigan abilities has worn me out more than I would like to admit."

Sasuke sighed and took the sword clenching his hand tightly around it. He steeled himself and nodded curtly in understanding. He's Hokage now, he can't die in this battle anyway, it isn't his life to give up anymore.

Sasuke inhaled sharply, pushing all his previous injuries to the back of his mind. He looked sharply at Madara who smirked at him, challenge in his whirling red eyes. Sasuke lunged, his sword ready to kill, and Madara parried his attack. Metal clashed, the two fighters moved with fluid, deadly speed and skill. It was unreal to anyone who didn't know just how strong Sasuke truly was. He met every slash, every blow, blocking them and then countering. It was seemingly endless, every blow blocked and countered between them. If not for Kakashi's knowledge in battle he wouldn't be able to see even half of their movements as they moved from place to place, dust and craters from their energy crackling in the air in their wake.

It was thick with strength, a scent of lavender, of the dark chakra Madara possessed, and then the clean yet unique scent that was Sasuke's filtering through the air. Soon enough Kakashi could no longer keep up with their movements, only move out of the way when they got too close. If there was one thing he was good at, it was staying the hell out of the way. He felt a sense of pride at how strong Sasuke was, that he could match the strength of an S-Class criminal, a very old one to top it off.

They wanted me as Hokage when the true Uchiha heir can keep up with a legend, a myth? Naruto would be able to keep up with this battle much better than I would. I only came because it was my duty as the hokage, but Sasuke is much better suited for such a task as defeating the most powerful Uchiha in history.

Kakashi stood in shocked horror when Sasuke finally fully hit the ground just in front of the once standing building he stood on. Madara towered over him, standing on a piece of a tree that had fallen over. The sword lay limply in Sasuke's bleeding hand, blood pooled beneath his head, and the cuts, slashes, and gashes had started bleeding again.

Kakashi clenched his fist and was about to move when Madara walked over to the sword and tried to pick it up. Sasuke's hand clenched around it as he rolled back and got to his feet, spinning on the ball of his foot and running Madara right through his heart with the sword.

Madara growled out in anger and his hand grabbed the blade and he kicked Sasuke in the gut forcing him to collide with the building where Kakashi still stood with enough force to cause him to stagger. Kakashi sensed Madara's approaching chakra coming towards him, and jumped down from the building to stand on the side of it. He had his arms crossed over his chest and when Madara looked down at him Kakashi's hands formed the kata for fire ball jutsu in blinding speed forcing Madara to jump back away from the building.

Kakashi didn't take the time to worry over Sasuke as he ran up the side of the building, pulling his hiate-ate headband back to reveal his spinning Sharingan once more. He wasn't going to give Madara the chance to take advantage of Sasuke. With the Sharingan activated, he was able to see the slash aimed for him when he got to the top of the building. He sidestepped, still on the side of the building and grabbed the side of the building with his hand using the momentum of his run to swing his legs back towards where Madara stood kicking him off the building and sending him into another pile of rubble not too far away.

Kakashi quickly made the kata's for the art of the doppelganger and they all lunged for Madara just as he got to his feet. Madara managed to block, parry, and counter every attack and Kakashi didn't have the chakra to use any other jutsu, so instead he was forced into a physical fight, only his kunai to block the slashes of Madara's sword. He was back against a building only to lung forward, his movements were starting to get slower with every block and counter. He was losing his energy, fighting with the Sharingan for an extended period of time left him exhausted. But without it he didn't stand a chance against Madara.

He blocked a downward slash and pushed Madara back, then side stepped another and turned away to aim a slash towards Madara's throat only to have Madara step back and turn around to try and land a kick to his side. Kakashi blocked it with his left arm and with his other hand aimed to cut Madara once more only to be blocked by the sword and then Madara turned away and Kakashi ducked a kick aimed at his head and came up to try and hit Madara with a uppercut, only to have it blocked and end up being hit with a elbow to his face.

Kakashi recovered and countered with a swipe of his foot to try and knock Madara off his feet, Madara jumped over the sweeping kick and Kakashi had to block a series of kicks and punches again as well as slashes. Again his speed lessened and he was caught with a slash across his chest, his arms, two kicks landing in his midriff and at least three punches to his face. But he continued to fight on, continued to try and block, to counter, but it was useless, at this rate he was going to lose, and most likely die. Hokage or not, Kakashi knew better than anyone that he wasn't invincible, but he had to question whether Madara was, his movements hadn't slowed, his strength hadn't diminished and he was using the Sharingan during the entire battle.

Soon enough Kakashi found himself hitting a wall harshly, a sharp pain in his shoulder after having been kicked sharply and painfully in the midriff knocking the air from his lungs. Madara stood holding the hilt of his sword as he leaned on it, pressing it further into Kakashi's left shoulder and twisting it. He had a accomplished smirk on his face.

"So, great Hokage Kakashi, the one who stole the ability of the Uchiha clan. Since you used up so much energy, you can just sit here and watch me take away your protege."

Kakashi growled and his hand shot up to the blade to try and dislodge it. He felt searing, burning pain shoot straight through him and was forced to drop his hand and grimace. He glared at Madara as he walked over to the unconscious form of Sasuke and picked him up by his hair forcing a painful growl from his lips and his eyes to open with a glare.

Madara smiled, "So, Sasuke-kun, whatever will you do now?"

Sasuke spit blood on his face and Madara released him and kicked him in the jaw forcing Sasuke to fall back with a cracking sound on the ground. Sasuke cupped his hand over his jaw and forced himself to his knees. He wiped the blood from his face and glared at Madara. Madara took the sword still placed on his back from it's sheath and pointed it at Kakashi.

Sasuke grimaced and pushed himself to his feet, he could see the chakra flowing through the sword in Kakashi's shoulder, the exhaustion on his previous teacher's face. He could also see the dark chakra pulsing through the sword in Madara's hand. He lunged forward, aiming a chakra infused punch at Madara's jaw, but his fist was caught and Sasuke hissed as that dark chakra seemed to shock him for a moment, shaking his strength like the jolts of Madara's lightning jutsu and seeming to drain him of what chakra remained. Then as Sasuke made to kick him Madara released his fist, blocked his kick and then Sasuke felt a firm grip around his throat and his back hit a still solid wall harshly.

The pain from whatever head injury he'd sustained along with the countless bruises, cuts, gashes, and exhaustion from such a heated and long battle was starting to weigh down on him. The force he hit the wall with left him feeling light headed as well as dizzy and he had to blink a few times to focus and glare darkly at Madara.

Sasuke made to kick Madara and was then slammed him into the wall again, this time the air being forced from his lungs as well as the blood that had come up in the back of his throat from his still singed and throbbing internal organs from the lightning attack he had sustained before. His chakra levels had felt diminished and drained since then, but he had pushed on, he wasn't going to let this bastard destroy the entire village. That was not something Naruto would forgive him for, letting his insane ancestor destroy the village he had swore to protect. His hands shot up to grip at Madara's wrist as his grip tightened around Sasuke's throat making it nearly impossible for him to breath.

"Sasuke-kun, let me tell you your options. You can come peacefully, or I can kill your Hokage and your sensei right now and then you can come peacefully. Either way, this senseless fighting is done with, I am tired of wasting my energy fighting you and this imitator."

Sasuke growled and his hands clenching Madara's wrist tightened. Madara loosened his grip enough for Sasuke to talk. Sasuke growled out, "Go to hell Madara."

Madara sighed and threw his sword straight at Kakashi, it struck him in the midriff forcing a painful gasp from him. Sasuke paled, and aimed a kick at Madara. Madara shook his head and he blocked the feeble kick and then using his grip still on Sasuke's throat, threw Sasuke across the street and straight into another pile of rubble. Sasuke let out a short yell upon hitting the pile of rubble and rolling down to the ground in a heap. Sasuke growled as he got to his hands and knees. Then he let out a gasp of pain when Madara kicked him in the stomach forcing him onto his back.

Sasuke took in a sharp breath when he felt the point of a blade run through him on his left side. Madara leaned down on the sword forcing Sasuke to bite his lip with a hiss.

"Sasuke-kun, you see, I don't plan on killing you just yet. I am going to teach you the meaning of taking revenge. You will most likely end up killing yourself by the time I get done with you. Now, we can do this the easy way or the hard way."

Sasuke glared at Madara and then let out a yell of anger and pain when Madara turned the sword. Sasuke panted in agony, trying to shove the pain down enough to keep from coughing up blood and be able to breath. Madara sighed, "I take it it will have to be the hard way."

Sasuke let out a gasp when the sword was suddenly pulled free and then let out a growl of pain when the sword was stabbed through his left hand. He glared up at Madara but refused to say anything. Madara shook his head and pulled the sword free, "Sasuke-kun, you just may end up bleeding to death. One word, just say one word and I will stop stabbing you. Give me the affirmative and I will leave the village."

Sasuke kept his mouth closed, until Madara stabbed him in his right thigh. He let out another low growl of pain and glared at Madara, "Go to hell, just kill me now and get it over with."

Madara smiled and shook his head, "Oh no my boy, see I really have no plans on killing you. I will have those eyes of yours, but killing you would mean giving you mercy."

Sasuke let out a hiss when the sword was turned in his leg. "What the fuck do you want?"

Madara smirked, "The world, but I will start with exacting my revenge on you. Maybe I should start destroying the village again?"

Sasuke hissed in pain again as the sword was removed from his leg. Madara started to turn away from him and Sasuke closed his eyes, the Sharingan long since deactivated; "Fine."

Madara looked at him, "Good choice, you would have made your brother proud. Sacrificing yourself to save this poor village. Not that it really matters, you're really just buying them some time."

Sasuke clenched his right fist and made to stand, but Madara put a hand on his shoulder and held him in his sitting position. Sasuke glared at him and Madara chuckled darkly, "If you bleed to death, then that would ruin all my fun."

Sasuke scoffed, "If you hadn't of stabbed me then it wouldn't have been a problem."

Madara chuckled again, "True, but that was your fault for being a arrogant bastard."

Sasuke scowled hearing Madara call him a arrogant bastard pissed him off because he was used to a certain blond, people he cared about calling him that. He felt the rush of chakra and knew Madara was going to use teleportation jutsu to leave the village. He felt himself lift from the ground and with a grunt landed roughly on the damp, hard floor inside a cave.

Sasuke blinked a few times to let his eyes adjust to the darkness. But as soon as they did, he felt a sharp pain in the back of his neck and blacked out.