Author's Note: I've decided to fast forward through a lot of this. Not going to spend time on the Hokage's speech or fights that don't really change. I own nothing. Thanks for reading.

…. Story ….

Hinata looked around the large chamber curiously. At the front was a statue of giant hands making the sign of Ram. Oddly enough the Hyuga Heiress thought they were modeled after the Third Hokage; she had seen a picture of him once in battle garb and the mesh covered forearms immediately brought forth the image of younger Hiruzen. To the side of the room were observation balconies that stretched the whole length. Kurenai and several other sensei stood silently watching the assembled Genin. Behind the statue was a large blank digital screen.

Looking at the other teams that past the second part of the Chunin Exams, the bluenette saw an older team of Leaf Genin that Kabuto belonged to. His two teammates sported the same purple uniform he himself wore; however, both wore purple sock caps with leaf headbands on the front, with half purple face masks. The taller boy wore sunglasses and the slightly shorter boy wore clear prescription glasses.

Other than the Leaf and Sand Genin Hinata saw that a Stone Team past as well. Dressed in the traditional dark red paints and shirts the three boys seemed to be as old as Kabuto's Team. One very tall, one wider than average for a Shinobi, and the last small and weedy looking; this guy had to long spears crossed on his back. Each Genin also wore red caps with the Stone Village Insignia engraved upon metal plates; the taller boy had a small amount of light brown hair poking out the back of his.

Later, after the Hokage gave a speech about peace, war, and how the Chunin Exams served to maintain harmony between hidden villages with mock battles, Hinata found herself on the observation balcony looking down as Sasuke Uchiha and Yoroi Akado, Kabuto's sunglass wearing teammate, squared off. If was decided that to many Genin past the third part and spectators wouldn't want to see so many fight; so preliminaries battles would be held to cut down on the numbers. The purple clad boy looked rather assured of himself but the Hyuga believed this would be a one sided fight.

A Chunin Proctor, Hayate Gekko, stepped forward to referee the match. A young man in his early to mid twenties, the sickly brunette wore the standard Leaf Shinobi Uniform with a katana on his back and a solid blue cap on his head; leaf headband plate sewn on front. Everyone could see he looked sickly and tired. Not bothering with speeches the man spoke weakly. "You may begin when ready." (cough, cough)

Hinata's prediction about the match was proven true when the older boy, sadly for him a close range fighter, moved in with some kind of palm jutsu active in hopes of grabbing the Uchiha. The raven haired boy slipped inside the much taller boy's guard and viciously broke, or severely damaged, his sternum, abdomen, ribcage, and jaw.

The medics carted the unconscious fool away and the preliminaries continued; Sasuke returned to stand by his Sensei. The large screen up on the wall began flashing through names; only to stop on Aburame Shino Vs Mizuno Mikio. Looking around curiously Hinata saw it was the small weedy Stone Genin. The boy gave a cold smirk before disappearing flawlessly underground and reappearing in the arena. Shino didn't bother with theatrics and took the stairs.

Proctor Hayate walked forward when the bug user made the floor. Standing between the two boys he asked. "Do either of you have an objection to this fight?" As neither boy said anything the Chunin gave the go ahead. "Begin!"

Mikio quickly jumped away from Shino and pulled one of his large spears. Standing at the ready he mocked. "Your so dead, Leaf Scum, you don't even know it."

Shino said nothing as he stood calmly waiting, hands in his pockets. The Stone Genin sank beneath the ground slowly in hopes of intimidating his target. The Aburame sighed bored and leaped up on the statue's fingertips. From the remaining folded finger of the statue Mikio shot out with lightning speed aiming for the bug user. The calm brunette easily jumped over his attacker and landed back in the arena.

"Come on." Naruto groined next to his girlfriend. "This is boring as hell. Why doesn't Shino fight back or something?"

"Be patient Naru-kun." Hinata smiled. "Shino is more a strategist than straight on combatant type. I'm sure he has a plan and is in the middle of setting it up."

Back in the arena Mikio landed and pressed his attack. Shino was forced to duck as the lanky boy tried to decapitate him with the side of his spearhead blade. Following that up with a sweeping kick, the Stone Genin tried to trip his target; forcing Shino to backflip away. The moment he landed the taller Genin was forced to instantly dodge to the left as a spear of earth came shooting up behind his. The red clad, who was in pursuit, was unable to avoid his own attack and empaled himself on the sharp rock tip.

Shino, not fooled by the realistic earth clone, spun quickly and kicked Mikio away as he tried a sneak attack from the side. The angry Genin skidded across the ground from the foot to his face, but managed to flip himself upward by planting his second spear in the floor. Landing gracefully the Stone Shinobi glared at the Leaf Genin and he growled. "That all you got weakling?"

With both spears now in hand the boy ones more disappeared underground. Shino turned to Hayate and stated matter-of-factly. "Proctor, I would suggest to quickly call the match."

The Chunin gave Shino a questioning look but the answer came from Mikio. The floor in which he vanished broke apart to reveal a deep pit dug just underneath. The Stone Genin's head appeared from a pool of Kikaichu Beetles screaming. "I FORFEIT, CALL THEM OFF PLEASE!" (1)

Shino complied and quickly recalled his beetles. Mikio was to weak to crawl out of the pit so medics came to help. Giving the chakra exhausted boy a food pill they carted him away to join Yoroi Akado. The Aburame casually made his way back up the stairs to the balcony. All the Leaf Genin shuddered at the thought of that being done to them.

Hinata turned to Naruto and smiled. "See, I told you; Shino is a strategist."

"Yeah." The blonde reluctantly agreed. "I still prefer kicking their ass quickly though; more fun that way."

The Hyuga just gave the Uzumaki a happy smile and turned to watch the naming screen again. The electronic bored stopped on Kankuro and Misumi Tsurugi. Hinata watched as the Sand Genin and Kabuto's last teammate made for the arena. Hayate wasted no time in telling the to start. The battle looked like it was over the moment it began when Misumi wrapped his limbs all over Kankuro's body, making every girl present shudder. However, after threatening the cat-themed boy with a broken neck and then proceeding to snap said neck when the boy refused to forfeit, the wrapped Genin proved to be a puppet in disguise. Some quick puppetry skill from Kankuro, who had been hiding in the wrapped bundle on his back the whole time, and the match was over. Misumi was removed to join the other losers.

The next match shocked every Leaf Shinobi standing on the balcony; Haruno Sakura vs. Yamanaka Ino. The blonde and pinkette Kunoichi stared each other in the eye disbelievingly. Slowly, in a daze, they made for the arena. Hayate looked uncertain as he asked. "Do either of you have an objection to this fight?"

Neither Kunoichi said anything. The proctor exclaimed begin and waited, but neither girl charged. Confused Hayate explained. "I said you can begin."

Ino studied Sakura closely wondering what was the best plan of attack. If this was still the old academy bookworm she'd try intimidation, but after seeing her old rival/friend in action during the second exam the blonde knew such tactics were pointless; Sakura Haruno had matured into a powerful warrior and didn't need anyone to tell her so.

Sakura, for her part, was wondering the same thing. If she pulled her violin and trapped Ino in her more advanced version of the Rolling World View, there was little possibility of the Yamanaka, even with her clan mental training, would have the discipline to escape. However, the pinkette didn't want to show her complete skill to the spectators. With that in mind she figured Illusions were the best way to go.

Ino became tense as Sakura made hand signs and slowly turned invisible, it appeared as if she swirled away into nothing. Not fooled the Yamanaka began going over mental checks her father taught to detect Genjutsu. Not feeling anything obvious she realized the pinkette was attacking with an Illusion.

Calming down Ino began feeling out with small pulses of chakra. Detecting the pinkette to her left the blonde struck out hard with a backhand feint. Sakura became visible as she dodged and Ino connected a solid right hook to her jaw; however, Sakura, just like Kurenai trained her, rotated her hips at the last second to turn away with the momentum of the punch. Turning the bone breaking hit into nothing but a glancing blow. Landing a safe distance away both girls took ready stances trying to think of a way to outmaneuver one another.

'Damn, I was hoping to save this but I don't have a choice.' Sakura thought coming to a decision. Making familiar hand signs the pinkette started to hum softly.

'What are you up to?' Ino wondered suspiciously. Sakura was standing there humming with her hands stuck in the tiger sign. Suddenly the view of the world around her began to shift as the tiled ground started moving like a rocky sea.

"What the hell!" The blonde exclaimed trying to keep her balance.

To Ino the world was a roving sea, but everyone else saw only a blonde girl stumble around drunkenly. Shikamaru began analyzing everything he saw. 'Sakura's trapped Ino in a powerful Command, one that causes distortion of the area to a degree that can make one physically sick; judging by Ino's greening face anyway. Also, because Sakura is casting the Command by humming, it is being continuously applied; meaning Ino can't simply break out with the Chakra Release or inducing pain. Every time she escapes, the Genjutsu would simply retake effect without better mental safeguards in place. However, the down side for Sakura, she must keep the tiger sign held while humming to maintain the jutsu; meaning she must now rely purely on her feet since her hands are occupied.'

Seeing the blonde girl loose focus Sakura moved in for the win. Coming in hard with a spin kick she attempted to land a blow on Ino's chin. However, right before leaping the pinkette had been forced to stop humming to draw breath. This momentary laps in sound allowed Ino to regain equilibrium and right herself just in time to block. Both Kunoichi separated and Sakura continued to hum; desperately searching for a way to bring her friend down with minimal damage.

Ino mental groined as the nauseating feeling of sickness continued. The longer she stayed in this state the harder it was to remain standing. Her dizziness was crippling, and she didn't see a logical solution to beat Sakura. She just didn't have enough training with her clan techniques to defend from the Genjutsu. "Enough, I give damn it!"

Sakura immediately stopped humming and moved to catch Ino as she fell backwards. Righting her friend the pinkette mocked. "Looks like I'm the strongest now."

Ino tried giving the gloating girl a scowl but wound up vomiting all over Sakura's shoes instead. The pinkette screeched out as medics started their way with mops and buckets. Up on the observation deck Naruto was laughing his ass off while rolling on the ground.

Eventually both girls made it back up, Sakura barefoot, and watched the remaining matches. Hinata smiled at her teammate and turned to watch the screen. Names flashed by quickly and stopped on Tenten vs. Temari. The young Hyuga Kunoichi watched her cousin's teammate put up a valiant effort, but the Sand Kunoichi's Wind Release proved to be to much for the weapons; the dark haired blonde girl was cruel in her victory as she tossed the defeated brunette away like trash. Luckily Lee managed to safely catch her and hand Tenten off to the medics.

After everything calmed down the screen began flashing again. Hinata noticed both Lee and Naruto growing impatient at not having been selected yet. Both boys let out cries of frustration seeing Nara Shikamaru vs Ryuu Soki. The pineapple haircut sporting boy made for the stairs as the plump Stone Shinobi jumped from the balcony. After both boys made the arena the young bluenette became nervous; compared to the Stone Genin the Nara was small and weak looking.

'I really hope Shikamaru can think his way out of this one.' Hinata nervously thought.

Hayate looked from both boys to see if their was any objections. Seeing the Ryuu ready while Shikamaru looked half asleep, typical for a Nara, the man spoke. "You may both begin when ready."

Ryuu wasted no time as he jumped backwards running through a series of hand signs. Upon landing her held his hands in the sign of boar and exclaimed. "Earth Release: Gravitational Leverage!"

Four large square blocks rose from the arena floor; four foot by four foot. Each one circled the Genin in alternating patterns as he stood ready. "I won't lose as easily as Mikio; Leaf Scum."

"Could you at least try a different name?" Shikamaru asked bored. "Your train of thought suggests I'm definitely going to win."

Angrily the plump boy trusted out his right palm causing one of the blocks to shot out. The lazy boy easily managed to dodge the attack with minimal effort; he was surprisingly agile. The more the Nara dodged his attacks the angrier and more erratic the red clad boy became. For his part the guy with the highest IQ of his academy class was analyzing everything from his enemy's movement, mental status, and jutsu.

'What a drag! I could be at home asleep right now but stupid Asuma Sensei told my mom about the Chunin Exams; smart bastard.' Shikamaru thought aggravated. Finally seeing the familiar patter in the stone blocks he was waiting for the Leaf Genin crouched low and unleashed his only counter move. "Secret Technique: Shadow Possession Jutsu!"

Three of the four blocks helped to quickly carry the attacking shadow to Ryuu. The boy instantly froze as the technique made contact; breaking his control over his own technique.

"What the hell!" The chubby boy exclaimed.

However, before the boy really knew what was happening, the shadow retreated as Shikamaru was forced to roll away from an oncoming stone block that fell towards him. Confused and focused on his enemy the foolish Stone Genin failed to dodge the stone block that clocked him in the head. The proctor called the match seeing the boy was completely unconscious.

'Man what a drag.' Shikamaru thought making his way up to the balcony. 'That took way to much work.'

Hinata smiled at the lazy boy and turned to once again watch the flashing screen. Her boyfriend jumped up and down excitedly next to her when the names stopped on two; Uzumaki Naruto vs Inuzuka Kiba. "Yay, it's finally my turn!"

The blonde leaped down quickly and turned to face the Leaf Genin. "Hurry up Kiba, let's get going already!"

Kiba, for his part, was looking apprehensive. If someone had asked him what he personally thought about his chances against the former class clown, prior to the second exam, he would have laughed in the person's face. Now, after seeing the guy in action his chances of a dismal defeat weren't that laughable; they were pretty much assured. 'Why couldn't I have fought Hinata or Choji, I could possibly take them.'

Sighing the dog ninja leaped down to stand ready. The proctor looked between the two boys and explained. "If you have no objection you may begin when ready."

"Alright dog-breath let's do …… HAY!" Naruto tried taunting only to watch his unusually serious classmate, and somewhat rival, leap away.

Kiba quickly pulled Akamaru out of his jacket. "Here boy quick, we need to take him down hard now."

The little puppy waisted no time in eating the pill. A brown feral looking Akamaru jumped on the brunette's head and the boy called out. "Man Beast Clone!"

Both clones of Kiba charged while spinning through the air. "Man Beast Taijutsu: Fang Over Fang!"

Coming in hard both duel tornadoes blowed hard into the Jinchuriki. The moment the did both felt pain and skidded the rest of the way to the wall; their technique was disrupted by something that wasn't flesh and blood. Standing slowly with minor cuts and scraps both Kibas saw that the enemy they preserved had in fact been two stone blocks; the discarded remains of Ryuu Soki's failed just attack on Shikamaru.

"Hahahahaha." Kiba and Akamaru looked up frustrated to the fingertips of the statue to see Naruto laughing. "That looked like it hurt dog-breath. Is your widdle puppy ok? I'd actually feel bad if he got injured."

The Inuzuka screamed angrily. "Coward, fight me fair!"

"I plan on doing that dog-breath." Kiba heard from behind him. Turning quickly as the Naruto standing on the fingertips faded the boy saw the blonde holding his sleeping dog. "I just wanted to get Akamaru out of the way. If I did any real damage to him Hina-hime would never let me hear the end of it."

The brunette growled frustrated as his enemy created a clone to carry his dog back up on the balcony. 'That was stupid, he could have just used Akamaru as a hostage and forced me to surrender. Then again that wouldn't be Naruto's style. I'll give the guy one thing, he never goes back on his word. This has just become a straight up hand to hand battle. I still need to be wary of that monstrous strength though.'

Charging in low Kiba went for the blonde's legs. His speed would be his greatest advantage in the battle, so anything he could do to improve that advantage was a chance worth taking. Naruto anticipating the attack jumped straight up in a front flip. Landing behind Kiba, Naruto quickly spun around to deliver a hell drop. The dog ninja dodged at the last moment and the Devine Embodiment foot crater the arena floor.

"FUCK!" Kankuro exclaimed at the monstrous display of strength. He wasn't the only one either as not many had seen the blonde give such a showing until now.

'Had that hit me I'd be broken in half!' Kiba frantically thought as the blonde gave chase. Ducking a wild haymaker the brunette felt the torrent of wind the swing generated. 'Is he trying to kill me! Did I piss him off somehow!?' A horrible thought occurred to the Inuzuka. 'Did Hinata tell him about the time I ogled her in the woods!? I couldn't help it, one day she's wearing the baggy jacket than the next a tight wrap-made shirt! It wasn't my fault!'

Dodging another heel drop, Kiba quickly retaliated with a claw extended palm to Naruto's chest. The Jinchuriki, low in the crater and off balance, could only cross his arms to block the blow. Feeling the Inuzuka's sharp claws dig into his forearms the boy open his arms wide to throw the dog ninja away. The brunette actually hit the ceiling before plummeting back to the ground. Jumping out of the hole Naruto looked around happily for his opponent, only to see Kiba had been knocked out when he bashed into the ceiling. "Oh come on dog-breath, get up I'm not through kicking you butt yet!"

"Winner, Uzumaki Naruto." Hayate called officially ending the fight.

"No, I'm not done." Naruto tried to stubbornly argue. "I want a fight damn it. Just throw some water in his face."

"Get out of the ring Naruto." Kurenai called down. "They can't start the next fight with you standing there."

Grumbling a sulking Naruto complied. Hinata watched the boy she loved walk up the stairs smiling happily. He may have been disappointed in the matches length but at least he was going to the finals. The blonde made it to her side still pouting. However, his blue eyes became hard as he looked to the name screen. The brunette followed his gaze to see what had worried him, and saw the screen read Hyuga Neji vs Hyuga Hinata.

"Hime." Naruto spoke oddly somberly. The scared girl turned to look at him. "You need to remember something. From what you've told me your cousin is no joke. He's probably the strongest Hyuga Warrior of our generation, even stronger than you when comparing Juken. If you fight him as a Hyuga you will lose." Seeing the disheartened look on his girlfriend's face the Jinchuriki quickly continued. "However, unlike him you are much more than a Hyuga Warrior. You're a bad as Kunoichi of Squad Eight trained by Kurenai Yuhi. Also, down there isn't the Hyuga Sparring Ring, but a Shinobi Battle Arena; so kick his ass."

"Right." The bluenette spoke happily having regained her confidence.

Jumping down to the arena floor Hinata stood in front of her cousin. Hayate looked between the over serious boy and the over confident girl. "If there are no objections to this match you may begin when ready."

Neji stared down his cousin, taking in her attitude and stance. The form she was using looked very deferent from traditional Juken. Her legs were to wide apart while the left arm was slightly lower than the normal possession. The prodigy wasn't stupid and knew through clan gossip his cousin was attempting to learn a variant of Juken invented by her mom, his late Aunt Hitomi. Also, the Hyuga Elders, most particular his grandfather, were up in arms about the fact she was also learning Genjutsu.

"You should quit, Lady Hinata, there's no way you can beat me." The boy stated arrogantly. He wanted to test her resolve.

Hinata felt a slight bit of doubt enter her mind. Knowing her cousin was as good at psychological warfare as he was Juken, the girl rushed him head on. The boy, taken back by the uncharacteristic opener from his cousin, barely had time to activate his Byakugan and dodge away. Returning fire the long haired brunette came in low at the bluenette's abdomen. Unusual for a close range fighter, Hinata spun away to gain distance, as she did the taller boy's forearm brushed her own. The prodigy's Byakugan didn't miss the chakra laced compound that was now attempting to infect his chakra network.

'This is bad.' Neji thought looking towards his cousin. 'Whatever this stuff is will be problematic. I'll have to continuously use my chakra to fight off the invading power while also concentrating on Hinata.'

The boy began noticing something wrong. The birds drawn on Hinata's body wrap suit began moving in intertwining patterns; it was difficult to concentrate on her movements. Focusing more on her chakra network to avoid focusing on the wraps the boy charged to close the distance. The girl showed surprise at the sudden attack and and Neji capitalized, driving a Juken Strike straight to her heart; only for the girl in front of him to fade away.

'That's not possible! She fooled my Byakugan! She must be using Commands with her Illusions! Everything I've heard suggests that to be highly advanced!'

Neji calmed down and tried to reason out his cousin's next move. 'Of course, she would know about the Byakugan's blind spot.' Turning quickly in anticipation the boy saw his cousin leaping at him right fingertips outstretched. He stepped in and brushed Hinata's counter strike away while trying to aim his own hit into her back as she spun through the air. The girl fired a backwards mule kick, using her Byakugan to aim, and smashed her heel hard into the taller boy's chin. The angered prodigy stumbled backwards with a busted lip growling.

"Disgraceful, have you no honor as a member of our clan, Lady Hinata?" The boy growled in rage.

"We are Shinobi, cousin, not Samurai." The bluenette mocked. "The name of the game is win at all cost, not seeing who is best at Taijutsu." (2)

Neji became annoyed again when he realized his cousin was right, and she was trying a new tactic. The birds on her wraps seemed to peel of and come alive. Cawing out the flew straight for him. Though he knew they weren't real, though he knew the were Illusions, even if he could see a fake chakra network in each one, the boy still had doubt he couldn't shake. The bird began flapping in his face while clawing at his eye. Instinctively he raised his arms to defend his precious eyes.

Seeing a lavender bird flying straight for his chest confused the Hyuga; until he realized Hinata hadn't moved since unleashing her flock. Quickly analyzing the ruse the boy crossed his arms to protect himself, feeling his cousins Juken slightly cripple his right forearm; which was better than his chest. Neji, furiously realizing he had guessed right, began to actively try picking out attacking birds that were really concealing cousin's attacks.

More and more birds began to circle the prodigy. How Neji desperately wished he knew the Hyuga Clan Rotation. Unfortunately it was only a working theory that hadn't been tested yet. Deciding it was no good and he needed to end the Genjutsu assault, the prodigy gathered his chakra and began spinning. He felt his chakra levels depleting quickly, but satisfyingly also felt a connecting hit.

Coming to a stop Neji inspected the damage. He had dug a small crater into the ground as well knocked his cousin all the way to the far wall; opposite of the Leaf Genin. Hinata began rising slowly from the impact as the long haired brunette charged forward. Realizing her older cousin was bearing down on the bluenette quickly took a defensive stance.

Neji was ruthless as he attempted to redeem his humiliation. However, Hinata's long hours of practicing Taijutsu against Naruto were paying off. The agility acquired from battling armies of her blonde boyfriend taught her how to dodge attacks coming from multiple angles. The larger boy had a hard time connecting with someone so much smaller and faster than himself. Deciding to use the last of her chakra charge the Hyuga Princess placed Neji in her strongest Paralysis Genjutsu. The boy froze helpless as the bluenette hammered a Juken blow straight to his chest.

Both combatants separated to take stock of injuries. Neji's right arm wasn't working correctly, his reserves of chakra was less than half, and now his breathing was difficult. He realized Hinata's kind nature had played to his advantage; given the chance the boy knew he would have gone for the heart. The brunette had gotten some good licks in himself. His cousin could barely move her left arm at all and her abdomen muscles were cramping up. Giving each other looks of defiance both Hyuga decided to end the fight with a traditional Juken standoff.

Charging straight for one another Neji mentally scoffed. 'You may have drastically improved cousin, but I'm still taller with a longer arm reach. There is no way you can connect a hit.'

Both Genin met in the middle of the arena with full powered Juken Strikes. As he predicted Neji struck first while Hinata fell short. What the arrogant boy didn't count on was the bluenette releasing her strike through the air to hammer his heart; the same place he struck. Both combatants slumped to their knees; Hinata smiling.

"I knew you'd fall for that cousin." The bluenette laughed with blood trickling down her chin. "You'd never figure I'd have training with Aerial Palm. I'm not very good with it yet but knew up close it would make up for your longer reach. You shut my left arm down so winning was no longer possible, so I settled for a draw."

Neji couldn't believe what his cousin explained; she had truly changed from the failure she once was. Laughing and coughing blood the boy feel over unconscious. The bluenette also slumped over his back as darkness took her. The medics quickly came and collected the Hyuga for immediate medical attention while Hayate called the match a draw. A worried Naruto left with his girlfriend and the matches continued.

Author's Note:

(1)-I know I'm taking an artistic liberty here but really beetles do burrow; so, why not Kikaichu Beetles. Don't think show or manga ever showed this though; not sure.

(2)-Thought this would be a good time to explain how Hinata can fool Neji's Byakugan. Basically, she placed a Command on his mind to see a chakra network inside actual Illusions. If you remember Ranmaru from the Raiga Arc, he cast Illusions so well crafted they had their own Illusion of a chakra network inside them. Hinata isn't that overpowered with Illusions.

(Also)- Realized as I started to wright that Naruto vs Kiba, Kiba had no chance because he was just as strong now as he was in original story. Unlike Naruto he also had no plot armor so Naruto takes the win easy. Ino vs Sakura, Sakura is much stronger now and Ino hasn't changed; Sakura takes win easy. Hinata vs Neji, Hinata's over all skill with Taijutsu and Genjutsu make he equal to Neji's Taijutsu, so they tied.

(Also, also)-Naruto isn't using Tsunade level strength. Think more like Choji when he used that butterfly technique against Jirobo.