Concept: Naruto was born 5 years earlier and grew to be a prodigy unlike the ninja world had ever seen, taking Itachi's place in the massacre Naruto strives to protect Konoha from the shadows.

Naruto Namikaze, the last official offspring of the Fourth Hokage clad in ANBU gear looked at his rival and friend in Itachi Uchiha, flanked by a heavily beaten Shisui Uchiha.

Naruto's hands were covered in blood, as was his Tanto sheath, soaked with the blood of all Uchiha that where under the age of 14, save for Shisui's.

His eyes shone an icy blue as the three friends stared each other down for what looked to be the last time in the foreseeable future.

"Next time we meet, I expect one of you to be Hokage" Naruto said as he turned away, letting a stray tear fall down his face.

"Next time we meet it will be as enemies" Itachi stated as tears flowed down his face, Naruto, his best friend had taken so much from him, yet given much more, he was a true shinobi.

"Shisui-san… watch over Menma for me" Naruto ordered as he prepared to leave the two Uchiha.

"Why?" Itachi asked as he fell to his knees.

Naruto tilted his head to allow one eye to look at the pair. "To test my limits, obviously the most powerful clan in the elemental nations was no match"

The blonde then left in a body flicker and that was the last any Uchiha would see of Naruto Namikaze for another 5 years.

Naruto speed through the trees at an alarming rate, he had to escape the fire country in the next 3 hours or he was toast. He reached an opening where he sensed two major chakra reserves.

Naruto landed in front of the fire and stood before two shinobi who were dressed in cloaks with red clouds scattered across them. One had an orange mask spiraling around their left eye and the other had orange hair and purple eyes that seemed to glow.

Naruto scouted the two who seemed unfazed by his presence.

"My! What an unexpected visitor… but not an unwelcome one" the one in the mask spoke. "I wonder why you are covered in blood and running from your village"

Naruto smirked "I just killed all Shinobi in the Uchiha clan… well save from Itachi Uchiha."

"Why is that?" the masked man asked.

"To test my skill, why not do it by taking down one of the most powerful clans in the elemental nations?" Naruto said with a sickening amount of pride.

"And why did you not kill Itachi?"

"The Hokage showed up with the copy ninja to aid him"

"And here I thought you were testing your limits"

"My limits could be tested further if I had time to grow more… five years and I will be more powerful than any kage"

The masked man hummed before he patted a log near the fire. "Well then… we have an offer for you… I'd be a waste if you were just hunted down by ninja"

Naruto didn't move but the man with orange hair and purple eyes looked at him. "My name is Pain… and I offer you a position in the Akatsuki"

Naruto looked at the man's eyes, they radiated power, no doubt he was the most powerful man here. "What do I have to gain from this Akatsuki?"

"Protection from hunter ninja, as well as resources that may help you grow" the man stated.

"And what is the purpose of the Akatsuki?"

"World peace"

"Interesting… I accept" Naruto said as he sensed five jonin level ninja approaching. "Let me show you my worth"

Suddenly five ANBU appeared before the three rouge ninja.

"Naruto Namikaze, you are ordered to return to Konoha for charges of treason, failure results in death" the ANBU with a bird mask stated as Naruto laughed.

"Of course they would sent my team to get me, Roshi Hyuuga tell me are you the new captain?" Naruto asked as he started to channel wind chakra into his right hand.

The ANBU stared blankly at the Namikaze who cracked a wicked grin. "If I'm being honest here… I really did hate you Hyuuga and especially you Roshi… not once did you listen to me nor show me any respect"

In an instant Naruto vanished and appeared in front of the bird ANBU and used his right hand to slash down towards his neck. The ANBU attempted to parry with a chakra enhanced gentle fist styled palm but it was futile. The hand of the Namikaze went straight through the hand of the Hyuuga's and deeply into his chest.

The other four ANBU readied into a battle stance as Naruto dissipated the wind chakra in his hand and grabbed his toad styled ANBU mask and placed it on the ground.

A purple haired ANBU leaped at him with a Katana in her hand.

Naruto seemed to faze out of his own body and stepped to the side as the body he left let the katana sliced through it, but nothing happened, after all it was an after image.

The purple haired ANBU found her right shoulder dislocated with her former captain's knee in her now broken ribcage.

The three looked at Naruto, signing with their hands sussing out what they should do next.

Naruto leaped back and held out a single one handed tiger hand sign next to his mouth and blew out a condensed stream of fire towards the two downed ANBU. Quickly the three remaining ANBU grabbed their fallen comrades and fled the scene.

"Impressive" the man with orange hair stated. "Come, we have much to discuss Naruto Namikaze"

"I assume that there are others like me in this organization?" Naruto asked as he joined the two ninja.

"There are four others like you… with more coming" Pain stated getting Naruto to perk his eyebrow up in interest.

"And who would they be?"

"Kakazu the Immortal, Sasori of the red sands and Konan"

"Interesting… who is this Konan? I have not heard her name before"

"She is a friend of mine" was all that came out of Pain's mouth.

The three stopped walking as the masked man put his hands on both Pain and Naruto's shoulders before warping reality around them, making them disappear.

(Amegakure)

A swirl appeared in the room, out of it walked Pain, the masked man and Naruto.

"In this organization I am known as Tobi" the masked man stated getting Naruto to nod.

"Follow me" Pain ordered as he walked out of the room, with Naruto trailing behind him.

Naruto followed the orange haired man down a long and narrow corridor until the man stopped. "To the left is a change room, get cleaned up, I will wait for you"

Naruto nodded and entered the room, he was surprised how modern and clean the place was. On the sink table he found a ring as on top of a change of clothes, the ring had a red filling with the kanji for scarlet marked with black on the inside.

"Naruto, please cut all ties with your village, I'm sure you know what this means" he heard Pain command through the wall.

"Yes" Naruto responded as he untied his headband and placed it on the table before grabbing a Kunai and slicing through the leaf headband.

Naruto then shed his ANBU gear for the last time before stepping into the shower, washing the blood off of his hands. Naruto let the hot water fall down his body, it burning on the numerous scars that plagued his body.

'Just by being in the presence of those two, or rather Pain I can tell I have a long way to go before seriously becoming powerful, though it was a bit strange seeing them waiting there, as if they were expecting me' Naruto thought. 'I need to look into space-time jutsu and possibly sage mode, if I can achieve it'

Turning off the water Naruto slipped into his Akatsuki clothes and looked in the mirror.

Tying on his headband, he looked in the mirror. 'I need summons as well for Sage Mode' he thought as he exited the room, to find Pain waiting there for him.

"Come, let me introduce you to the other members" he said before departing further down the hallway before entering what seemed to be a gathering area. There he sighted Juzo Biwa, an A rank missing nin from Kiri, Sasori of the Red Sands and Kakazu the Imortal and a woman with paper white skin, orange eyes and blue hair, all of which Naruto found quite attractive.

"We have a new member" Pain stated as the four looked at Naruto.

"This is unexpected, Konoha's genius Namikaze betrayed his village" Juzo stated with a smile.

"What did you do?" Sasori asked the new Akatsuki member.

"Massacred the Uchiha Clan" he replied which shocked everybody in the room, save for Pain.

"Well for what it's worth… welcome to the Akatsuki" Juzo said