And here we are, finally to the prelims of the Third Exam! So now that Naruto and co. have made it this far, you might wonder about how much of the original plot is gonna change. Well, this is where things start to change up. Because of character development, growth, changes to events...and also needing to fill in the slots left by the now incapacitated Sound Trio.

Poor Sound Trio.

Now there's a review that has a ton of questions that I'll answer right away

1. I honestly think the way Asuka carried herself as 'Sasuke' made her look more like the cool boy. And probably with a bit of makeup here and there, most people would presume her as a male.

2. The reason for Mei is that I plan on pairing her with someone else. So she won't be left hanging. And it will be quite hilarious when it happens.

3. You do bring up a good point, but Karin is technically Naruto's cousin in this situation. So if anything they'll have a more familial bond than one of lovers. Though I'll figure out who to put her with before long. As for some of the other women you've mentioned, some are a bit out of the age range, though I'll give them something to work with. It's kind of important to make sure there is some sort of bond between the characters if I'm going to include them...though I will admit, Hana and Ayame are a bit tempting, but if I mess with that, it'll be later.

As for Tsunade...while yes, she is hot, I'd prefer for the typical hijinksJiraya gets into with her. They share a lot more of a bond than Naruto would with Tsunade I think.

Now with that answered, let's get into the prelims! But first...uugghh...how many times must I do thiiiiss!?

Disclaimer: You know the drill. That I don't own Naruto and its stuff and that it belongs to its actual freaking owners plus the people that serialized it and so forth. All I own are this story itself, the techniques I come up with, and if I do, any Ocs I toss into the story. Ok there, now let's get down to it!


Chapter 13: The Prelims Commence!

The Tower, Forest of Death, Konohagakure, Land of Fire

"For those of you standing here, congratulations! You've passed the second exam!" Anko spoke to the remaining genin.

Amongst some of them you could see them doing their own bit of victory dances or so forth. However, this was the minority of them as the tension in the room was tense. This was not only due to the competition, but just who were in the 2nd floor stands above.

There were many jonin standing around the circumference, mostly of Konoha, though there were a few from the other nations, and standing on the part of the stands that went over the handsign statue was none other than the Third Hokage himself. He stood there with a serious expression, as if showing his strength and authority despite his age.

Towards one side though was the single Jonin from the Land of Sound, who was in fact, Orochimaru in disguise. And while the Konoha ninja decided to let him stay since his first chunin exam 'team' had been wiped out so they could get something about it, he didn't really care at the thought of their pity.

No no no, he instead was focused on a certain blond hair ninja brat that had thrown a very large wrench into his plans. He was glaring at the boy with hopes just his eyes alone would kill him. But of course that didn't happen. He desperately wanted to kill the boy, but he couldn't let the Leaf Village know he was here just yet. There were still certain things that needed to be done. And with the amount of high quality ninja here that weren't either working or allied for him, he wasn't even sure he would be able to win without sacrificing too much.

Damn that Kyuubi brat! First he injures my body, which isn't too much of a problem, but then he and his merry little friends fucking managed to remove the curse seal I placed on Sasuke and even destroyed the part of my soul I put in there! Not only was that the worst pain I have ever felt in my life, but with that I've been set back in my plans! He thought.

However, as much as he hated the boy...he also felt fear, not as in terror, but rather a full scale threat to his plans.

So much rides on my curse marking technique...the fact he managed to remove it from Sasuke likely means that...he could possibly do it to others as well…he thought as he considered the threat the boy was.

The facts were, the boy was strong enough to actually do decent damage to the man at such a young age, but he also managed to somehow find a way to undo what was basically a keystone to his plans. The curse mark was literally one of the most important tools in his plans. It made those marked more obedient to him, gave them strength by activating their curse marks, but most importantly, it was what allowed him to take over bodies in the first place.

And the fact was, he knew if the boy could do it once...he could easily do it again. As a result, he knew that marking Sasuke again would be pointless. Naruto could remove the curse mark from her again more than likely.

And that was also an issue with him. While it was a bit more of a preference, he always felt more comfortable in a male body, and the males that worked for him tended to be less defiant. Especially the member of the Sound Four Takuya. If it wasn't for the fact that he helped her when she needed it, though it was for his own goals, he was certain that the girl would have resisted the curse mark entirely.

Though then again...it could also do with the one time Tsunade had put me in the state I was closest to death Orochimaru thought with a shudder. If there was one ninja he did not want to deal with, other than that blasted Akatsuki organization, was his ex-teammate Tsunade Senju.

Speaking of Tsunade, there was also the pink haired girl, Sakura Haruno. The man had originally read her off as a simple fangirl ninja. Apparently though, the fact was over the past month she had essentially become a mini-Tsunade. He even had interrogated the now broken nosed Kin earlier only to learn she fought the Sound nin genin alone and beat them single handed after opening three of the inner gates. Orochimaru was surprised at how they were not dead at first, but then released likely part of the reason why they were not dead.

The girl likely had a high amount of chakra control. Meaning quite literally, she could become as strong with not stronger than the blonde sannin. It was part of the reason why he wanted to kill her in the first place.

But now wasn't the time...all he could do now was observe and strategize about what ways he could get rid of the brats as well as the other Konoha ninja in the area.

He then saw the Jinchurikki from the sand and an idea popped into his head. An evil sneer made its way on his face as he thought of how it could go if done properly. The idea of the Uzumaki brat having his body slowly crushed felt quite good to him.

For now, he would wait in the shadows, and bide for his time to strike like the snake he was.


With Naruto

Is it just me or is someone giving me the death glare? Naruto thought as he could feel someone had directed a lot of bloodlust towards him.

The Kyuubi smirked and replied "Probably that snake piece of shit. He's probably pissed that you screwed him over in two ways and probably can't do shit about it at the moment."

"I wouldn't be surprised. From what I remember about him, he could hold quite the grudge." Minato added on.

Naruto nodded and focused his attention back on the proctor.

"Now then, Lord Third behind me will explain the Third Exam to you all! Take what he says to heart, got it!?" Anko said as she backed to the side for the moment.

The Third Hokage cleared his throat and spoke "The third exam will commence shortly, however, before I explain the specifics, I must tell you the underlying purpose of the exam."

This happened to get everyone's attention. The Sarutobi then explained how the chunin exams were much like a war in miniature, that it helped show the strength of each participating nations ninja, and for those who reached the latter part of the third exam, it would also show the populace their strength as well, which would give the local lords and so forth a better idea of which nation they might hire for jobs.

So while it helped state who had strong ninja in the works, it also acted as a battle of resources, and in this case, said resources were missions and the pay that came with them.

As for the reactions in the crowd, some were confused, some annoyed since they were only really here to become chunin, others just didn't care.

Though of course Naruto had started to doze off, only for Sakura and Asuka to pull him out of it with either nudges...or in Sakura's case, a 'light' punch to some part of his body. He was just thankful none of said punches were to anything important.

"Don't worry Naruto, he's almost done." Minato spoke to him.

Meanwhile the Kyuubi yawned as she said "Though this is boring. Just get to the fighting part already…"

Gaara then spoke up "Whatever, can you finish the philosophical talk and get into the life and death part already?"

The Third Hokage raised an eyebrow up at the boy and decided that perhaps he had let the long winded speech go on long enough.

"So you insist I explain the third exam? Very well."

However, before he could continue one of the ninja shunshined to the arena floor, he wore the typical jonin uniform of the green flak jacket over a blue jacket and pants, though he also wore a blue bandana over his head, with flat black hair that went to his neck.

"Perhaps it would be best I explain the Third Exam Lord Third. I am it's proctor after all." The jonin said.

The Hokage then nodded in approval. And the man raised his head to the genins, and showed them his tired looking eyes and his pale complexion.

He then coughed into his hand for a moment and introduced himself.

"Good to meet you everyone. I'm Gekko Hayate, your proctor for the third exam." He spoke...and then coughed again.

Many of the genins wondered if the man was going to keel over with such a sickly complexion, but the fact he was a jonin even with that meant it wasn't too likely.

"Ah, that's Hayate. From what I remember before I died, the teachers said he had potential as a kenjutsu user. Though the chronic coughing seems to be from after then." Minato commented.

Hayate then continued "Before we begin however, I would like you all to do something for me…"

The genins looked a bit confused before he stated what he wanted from them.

"There's still too many applicants here…" He said and then coughed. "So we will need to have a set of preliminary rounds. As whether or not you get to the main stage...that'll depend on your performance here."

One of the ninja started to complain, stating that they passed the second exam.

Hayate then replied, "Well, its called for the main exam there will be a lot of guests watching." Cue fit of coughing. "So it's not like they'll want to wait all day while waiting for the next part…"

The room then went silent.

"Now...to make things simple, the third exam will be one-on-one battles, as well as in the case of the preliminaries. The rules are quite simple, to win you need to defeat your opponent. Be it knocking them out, disabling them, making them surrender...or killing them. Though I will warn you, the latter is looked down on, and we will step in if it gets too dangerous to try to minimize casualties, but if we're too slow, my condolences." Hayate explained...before he coughed again.

He then looked at them and then added "Also, as for the preliminaries ...they will be starting right now! So if any of you aren't feeling up to it...you can step forward and drop out now. And don't worry about your teams. From this point forward is based on the individual."

It was then several of the applicants ended up forfeiting the exam. Some looked wasted from the second part of the exam, while others simply quit out of cowardice at the idea of life and death battles.

One of the quitters included Kabuto, which Naruto, his team, and the Hokage took note of.

All of Team 7 looked at him with caution. They knew by now he was likely working with the Snake Sannin based off of how Naruto had caught onto the scent that was similar to Orochimaru, as well as the fact he had information that was supposed to be top secret.

Meanwhile in the stands above, the Third Hokage looked at the boy and then made some discret hand signals behind his back, which was to alert the Anbu in the room to keep an eye on him. He had already put some men on the single Sound Jonin in the room, but it seemed for the time being they wouldn't make a move, so for now, all they could do was observe.

The Hokage then looked towards the Uzumaki boy and smiled. He was happy that not only he had gotten this far, but his Anbu even reported that with the help of his father, his team managed to remove the curse seal Orochimaru put on the poor Uchiha girl…

Though on the other hand, he could see the grin Kakashi had under his mask. The Jonin had guessed right on when the rest of the girl's teammates would learn of Asuka's gender. And the older man was quite annoyed that later he would have to give his...collection...to the silver-haired jonin. Which included several of Jiraya's exclusive books. He could already feel the regret that he basically pulled a Tsunade at the thought of obtaining the one or two first edition books Kakashi had.

Gambling was quite the vice indeed.

About five minutes in, there was no more applicants leaving the stage, leaving the Rookie 9 plus Haku, Team Gai, two of Kabuto's teammates, the Sand Ninja, and lastly, a single kunoichi and male ninja from Takigakure...since one of her teammates decided to wuss out on her.

The girl with mint colored hair and orange eyes, and wore a set of white clothing that included a tank top, an apron like skirt, shinobi sandals, and sleeves, with netting that went under her shirt and some that was over a pair of shorts under the apron. She looked both ecstatic at the idea of a good fight...but also annoyance at her one teammate. And of course the other one was there since someone had to keep tabs on her...though for the sake of the story...he's pretty insignificant.

The Kyuubi jerked her head up and spoke "Wait a...what the fuck is Chomei doing here!?"

Naruto mentally spoke What? Who's Chomei?

The Kyuubi then sighed "Chomei is the Nanabi, the seven tailed beetle. If you remember idiot, his specialty is flight and the use of different scale dusts...heck that's probably what he used to escape your scent...though we were also focused on that damn pedophile."

Naruto nodded and then asked the fox "So...how bad a problem are we dealing with then?"

The Kyuubi simply shrugged and told him "You'll be fine. Apparently Chomei was willing to make a quick mental link with me, and while his Jinchurikki is getting the typical treatment...she's not murder crazy like Gaara."

Naruto let out a breath of relief. He knew he was going to have to deal with Gaara soon enough. He didn't want to fight another Jinchurikki as well on top of that...well at least not to the death.

Naruto then happened to pick up on something.

Wait...if the Nanabi has a name...don't you have one as well?

This in fact caught both Minato and the Kyuubi off guard. Minato had never really thought about it by now, and the Kyuubi was surprised over the fact that for the first time in a long time, someone had actually raised that question.

The Kyuubi regained her composure and then replied "You aren't worthy enough to know that...yet."

Naruto then mentally deadpanned and asked her "...you're pulling an Itachi on me, aren't you?"

And thus with no answer, Naruto took that as a yes and then let that conversation be...for now.

Hayate then looked around the room and nodded...and also coughed into his hand.

"Alright, the preliminaries will now begin...as for who will be competing in each match...your fate will be decided by…"

As he spoke one of the walls slid open to reveal a large screen that showed two horizontal lines with the word 'Vs' in between them.

"This electronic scoreboard. At the start of each round, it will randomly pull out two applicants from the pool and show their names on the screen. Then they fight until the victor is decided." Hayate said followed by another cough...which was starting to get old to the genins now.

"Now then, let's draw the first two names so the sla-I mean matches, can begin."

Some of the genin deadpanned at the man for his bit of a verbal slip before the board then showed who would be in the first match.

Names flashed across the screen on the top and bottom before it stopped on two names.

'Sasuke Uchiha Vs Yoroi Akado'

"Okay then. Now everyone other than the Uchiha and Yoroi, head upstairs." Hayate announced.

As the others started to head up the stairs in order to watch, Naruto gave Asuka some encouragement.

"Kick his ass 'teme'!" Naruto yelled.

Asuka simply gave him the Uchiha 'hnn' with the 'Sasuke' smirk, though she was quite happy with the encouragement. To which of course Haku let out a short giggle at the exchange, and Sakura shrugged, her mind had come to terms with Asuka's true self and had moved on...and of course Ino who knew none of that had her eyes focused entirely on 'Sasuke' as she fangirled a bit.

Shikamaru however, noticed this.

Wait...Sakura isn't fangirling? That's weird...maybe she started taking this seriously?...meh, too lazy to contemplate it Shikamaru thought as he shrugged it off.

He then looked around at the remaining competition and started to strategize based on what he knew for how to counter each of his opponents, even his own teammates if they got an unlucky draw. However, he had already decided that if he would have to go against Choji or any of Team 7, he might as well forfeit. Choji because of friendship, Naruto due to his 'secret' and that he kicked a Sannin's ass, Haku since it would be a 'drag' to deal with her ice style, and Sakura...he already saw how terrifying she could be when she felt like it.

Soon enough the only people left on the arena floor were Hayate, 'Sasuke', and Yoroi, who which wore mostly black clothing with no sleeves, a hood that tightly fit over his head, and a cloth that covered the lower part of his face. He also wore a pair of black sunglasses with circular lenses.

"I suggest you prepare yourself boy, unless you want to scream like a woman." Yoroi said as he entered a stance.

'Sasuke' simply smirked and told him "Same to you." though on the inside she wanted to laugh since she was in fact, a woman. She also activated her sharingan in preparation.

Hayate looked at the two of them, and then made a karate chop motion and yelled "Match 1, Sasuke vs Yoroi, BEGIN!"

The moment he finished, he jumped back as at that moment, the two competitors dashed in for their clash.

Asuka first went for a jab at the man, who dodged and attempted to make a side swipe at her face as his hand started to glow with chakra. However, due to having a teammate who knew how to use the chakra scalpel, Asuka dodged it with a backstep since she could tell whatever jutsu Yoroi was using, she didn't want to be hit by it.

Asuka then attempted a front kick on the man, which did end up connecting, forcing the ninja to slide back from the impact.

"I see why my Lord was interested in you now. Though I wonder why you did not accept his offer. He can give one power beyond measure." Yoroi told 'Sasuke'.

Asuka sighed as she realized that she was dealing with yet another of Orochimaru's cronies, though then again, this guy was on Kabuto's team, so it was to be expected.

'Sasuke' then gave him a glance and said "Perhaps, but if I did so, I would have become his puppet...and I don't plan on being one." She then started to make a set of handsigns.

Yoroi then got himself back into his stance as he replied "Very well...I'll just drag you to him after I defeat you here."

He then dashed once more at 'Sasuke', who responded with a quick use of the fireball jutsu. He had given her the space and time to do so. However, much to her and the crowd's surprise, Yoroi simply swiped at the flames, and the flames became extinguished at his touch.

"Thanks for that!" Yoroi said as a sneer appeared under his mask and sunglasses.

Everyone seemed a bit confused as to how he did it, even Naruto was screaming "What the heck!? How does that make sense!?"

However, Asuka saw it clearly. Since right now, she could see chakra.

Did he just absorb the chakra in the flames!? Not good! She thought as the man came at her once more with a series of swipes.

Most of them she chose to dodge, but one cross swipe came too close, so on instinct she used her hand to parry it from the wrists, which apparently gave her an opening to hit him in the stomach with a well timed punch to the gut, which disbalanced him for the moment. She took further advantage of this by using a spin kick to send him flying backwards.

"I see...you absorb chakra with those hands of yours, right?" 'Sasuke' asked him.

Yoroi simply nodded as he replied "Keen eyes you have there. And you're correct. But how does that help you?"

'Sasuke' simply smirked and said "Well then…what about your eyes then?"

Yoroi looked a bit confused for a moment before a moment of realization hit him, and he then discharged his chakra to undo the genjutsu that had been done on him…

Only to find that the Uchiha was behind him, her hand about to hit his neck, and charged with a small amount of electricity.

The attack managed to hit, and as the electricity coursed into his spine, Yoroi convulsed for a moment before he fell to the floor.

Hayate then shunshined next to Yoroi to check on him, only to find that while he was alive, he wouldn't be getting back up any time soon.

He stood up and spoke "The winner of the first match is Sasuke Uchiha!"

The Konoha ninja started to cheer a bit, while Orochimaru simply sighed at a chance lost to him.

As Asuka went back up to the stands, Kakashi put a hand on her shoulder and gave him an eye smile as he said "Well done. It looked like things could have gotten a bit hairy, but you managed to pull it off."

Asuka smirked at that in response with a 'hnn', though on the inside she wanted to thank the man for that.

Naruto then added "That end was awesome too! How you just surprised him with that!...though at the same time, a bit annoying since you were showing off 'teme'."

Of course, 'Sasuke' gave him a quick 'hnn'. Though she knew Naruto was lying at the end of his statement about it being annoying. Hey had to keep up appearances for now of course.

Haku simply giggled at that before she added on "Who knows, maybe you'll attract more fangirls with that?" Which of course got her a semi-annoyed glare from Asuka. Because she wasn't wrong as the blond haired girl from sand was sizing him up from the other side of the stands.

Meanwhile Shikamaru was thinking about how he would have handled Yoroi, and felt that he would have had a hard time fighting that shinobi.

He pondered That chakra absorption jutsu of his would have been trouble. Fortunately, since he could only use it from his hands, I probably would have come up with a strategy to deal with him before long. Heck, I wouldn't even be able to hold in shadow possession for long either more than likely. If I have to fight someone like that...I might actually have to not be laz-

However, his thoughts were cut off as the next set of names appeared on the board.

'Shikamaru Nara Vs Shino Aburame'

Kakashi looked at the matchup and spoke out loud "Well, this might be interesting."

Naruto then asked "Why's that Sensei?"

Asuka answered for him with a whisper "They're both more...strategic fighters."

Naruto however sighed "Oh, this is gonna be boring then isn't it!"

Sakura would have punched him in the back of the head...if she also didn't think the same.

Haku however said "Actually Naruto...with what I've read up on their clans...this might be a close battle."

Shikamaru on the other hand, looked at the scoreboard with a tired look in his eyes before he spoke.

"...what a drag."


Sakura: Well, this is new. Especially with Fu here.

WVH: Yeah, since we had Haku join and the Sound nins got their asses handed to them, had to fill the gap in somewhere. Besides that, it would make some amount of sense since she would have just went to the one in Suna later anyways. Plus as a fellow Jinchurikki, it'll give a bit more depth to things.

Naruto: That makes sense.

WVH: Plus she'll be in what's going to be the best fight of the prelims...no spoilers yet.

Asuka: Typical...also what made you come up with Shikamaru vs Shino?

WVH: Well, they're both strategic fighters. And since I had to change things up due to the missing sound nin, I thought pitting them against each other would be interesting.

Minato: I agree with this. A good battle of wits would be good to watch...er, read.

Shino: Indeed. Truth be told, I've always wanted to see just how well I would do against Shikamaru

Shikamaru: Troublesome, this match is going to be a drag for me...I might have to NOT be lazy for once.

Ino and Choji both blink and look at him.

Choji: Seriously? Are you okay Shika?

Ino: ...this might be the end of the world...

WVH: Oh you'll be fine. In any case, I hope everyone enjoyed the chapter! So R&R and be sure to come back for the next few chapters of the prelims...and don't worry, I'll try to not drag it out too long!

A Certain Redhead Magic Swordsman: By the way, when's our update?

WVH: Dangit Rune! Just be patient!