Naruto Fanfiction

Disclaimer: I do not own Naruto

Author's Note: More of a warning, actually… This is no 'nice' fic, so if you don't like the description of blood, gore and character deaths, then I don't think you want to continue on ahead. Which is a pity, because I'll have fewer readers.. (CRIES) Anyway, this one begins yet again with flashbacks…

Also, to avoid confusion… Most of this chapter is a flashback, while the previous chapter was a COMPLETE flashback! All this to explain the situation. I hope you understand, otherwise, just ask/yell away at me!

Another thing! This one hasn't been pre-read by Pyr00tje!! That guy always goes to bed early!! I'm kinda impatient when it comes to uploading a new chapter… My apologies, Pyr00tje!! Well, let's start…

"Will you accept my Challenge?"

"With pleasure…"

The nine remaining Akatsuki Members watched as the two Shinobis stared each other down in classical stance. They looked at each other and didn't really now what to say or expect. They had watched the blonde Shinobi kill their leader almost easily. Surely they would not see another Shinobi that strong?

"What do you think, Itachi-san?" Kisame asked and grimaced at the same time. Four long scars were draped over his left cheek, where Naruto slashed him about a week ago. He had used Chakra to heal the wound Naruto had made, but the scars would forever stay.

At first Itachi didn't respond, but his Sharingan pupils rested on Kisame's form for one second, before he turned back to Naruto and Gaara. "I think it will not be wise to remain standing so close to them…" Itachi was uninjured but remembered very well how Naruto had easily broken his leg twice, the same leg. "We'd best observe them somewhere farther away." Itachi walked away, with Kisame following. After a short moment, the other Akatsuki members followed too.

Kisame started talking again. "Itachi-san. The Kyuubi brat has become really…"

Itachi interrupted. "Evil, yes… With a demon like Kyuubi locked inside, I would deem that inevitable…"

A Massacre's Carnage

Chapter 2: Blood drops…

Naruto and Gaara were staring each other down. They were both memorizing the fight they had against each other those many years ago. The fight had ended more in a draw, but both knew Naruto was the one who had the right to claim to be the victor. It was Gaara's only defeat and he didn't really like the feeling. He didn't plan on losing again, but against someone like Uzumaki Naruto…

Naruto was analyzing Gaara, his Chakra and he tried to sense any other peculiar things around him.

Gaara suddenly tilted his head and stated. "Fuchi Sabaku Kyuu…"

All around Naruto, a huge wave of sound closed in on him, there was no escape. Gaara suddenly disappeared before Naruto, who suddenly stood behind him, could stab him with a Kunai.

Gaara appeared a bit farther away. 'His speed is inhuman, like mine… He's more than capable of getting past my defenses…' Gaara narrowed his eyes at the red-eyed Shinobi before him, before he took a look at the result of his previously performed technique: A huge pile of sand.

Just then, Naruto rushed forward and Gaara gritted his teeth as he moved his right arm in front of his face, sensing Naruto's fist approaching him from the right. Gaara felt the fist hit his arm with a lot of power and was knocked backwards. 'Shit… He's too fast for my defenses…'

Naruto ran forward again, this time stretching his right leg towards Gaara's hip while his left fist was approaching Gaara's face from the right. Gaara moved both his arms to block, but Naruto managed to headbutt Gaara backwards. Gaara immediately rolled back up to see that Naruto had finished a set of hand seals. "Taiyuu Kage Bunshin."

Gaara watched as thousands of Narutos were standing around him. 'Ah, this one again?'

Suddenly, all Naruto's grinned and all of them mouthed. "Bakuretsu…"

Gaara's eyes widened. 'Saikou Zettai Bougyou: Shukaku no Tate…' He managed to put up his biggest defense.

From a distance, the real Naruto watched as all of his Shadow Clones exploded using Chakra as ignition. His red eyes narrowed and he could see through the smoke, that Gaara had put up something new. 'What is that? A new defense?'

Naruto quickly created two Rasengans in his two hands and calmly strolled towards the huge smoke cloud his Shadow Clones created. As the smoke cleared, Gaara watched Naruto approach with two red orbs of Chakra in his hands. 'What are those?' Gaara quickly perform one hand seal. "Ryuusa Bakuryuu!!"

Naruto's eyes widened at the huge wave of sand coming at him, it was a lot bigger than the previous wave Gaara used. Naruto snorted and threw both his Rasengans forward. Gaara couldn't see through the Wave, but his mouth slightly dropped open as two big holes were created through the sand and then he saw two whirlwinds of red Chakra coming at him. 'Those were created by those red orbs of him! They easily crushed through my attack! They're still this powerful even after penetrating my Desert Avalanche… Then I doubt my Ultimate Defense can stop these things…' Gaara quickly cancelled the Shukaku no Tate out and leaped out of the way of the two Rasengans. 'Damn… It's been a while since anyone ever had the possibility to actually attack me…'

Naruto watched on as his two Rasengans blasted their way through the wasteland and then turned towards Gaara, who had landed several feet left of him. "Hm, it seems my attacks penetrate yours…" Naruto said with a grin. "I hope you have more…"

Gaara smirked back. "Don't worry…"

Back to hand to hand combat it was…

Itachi, Kisame and the other Akatsuki members stared at the battle in awe.

"Did you see that?! These two really have powerful techniques…" One said.

The other continued. "And their speed! I can't keep up!! But they block each other's attacks as if it's nothing!"

A third snorted. "Damn it, and here I thought I was strong…"

Kisame turned to Itachi. "Itachi-san. Could you follow their movements with your Sharingan?"

Itachi stared at Naruto and Gaara, who were mostly doing Taijutsu now. "No, I could not…"

Kisame swallowed nervously. "Could you copy their techniques?"

Itachi shook his head. "No. Gaara has perfect control over sand thanks to the demon. Because of Shukaku, I can not see anything. The same applies to Naruto and the Kyuubi… Naruto just used a whole new version of the Rasengan… Too powerful…"

A fist roared passed him, barely missing his left cheek. Gaara intercepted the next knee Naruto gave him with an elbow to Naruto's face, but Naruto had already turned his body and Gaara stumbled forward, in the end receiving Naruto's knee in the stomach after all. Gaara fell to the ground as Naruto elbowed him hard on his back.

Gaara rolled sideways and jumped up to see that Naruto had already leaped away. 'He's faster than me… That's a disadvantage… It's been a while since I've fought someone faster than me… I'll have to…'

Naruto's eyes narrowed so he could see things more clearly. He could also sense that Gaara was gathering Chakra all around him. Naruto grinned as soon as he noticed what Gaara was doing. "Oy, Gaara! Do you remember when I said I also had a demon inside of me?"

Gaara's eyes widened as he sensed that Naruto was doing the same thing as he was doing. 'He… can't be serious!!'

Gaara's eyes suddenly closed with a horrible sound, as if muscles were being ripped apart. His hands made the same noise as they were tightly balled up into fists. His entire body was transforming. His ears suddenly grew a bit and his teeth were completely different. As the seconds went by, Gaara's eyes had changed from normal white to complete black with dark yellow pupils. His ears had grown a bit so he could hear perfectly. The claws he suddenly had were meant for close combat. All in all, nothing else changed, except for the obvious presence of enormous Chakra around him. Gaara looked intrigued as Naruto also started transforming…

Naruto got engulfed by red Chakra all around him and Gaara could hear him growling, but he could also hear muscles being… expanded, it seems. The menacing growl was accompanied by a huge surge of Chakra. As the red Chakra dissipated, Gaara could see the even darker red eyes of Naruto and the rest of his eyes was also completely black. His ears were the same as Gaara's and probably had the same function. The whiskers on his cheeks were no more and also like Gaara, Naruto had vicious claws…

"True Youkais…" One of the Akatsuki Members stated.

Another interjected. "No, more like Hanyous…"

Itachi shook his head. "No, Youkai is correct…"

Kisame's eyes widened at the display of Chakra dancing around. "Man… They've got some major power down there…"

The other Akatsuki Members failed to comment on the situation as they stared down at the huge area beneath them.

'The grounds are trembling just because of the Chakra.' Kisame thought. 'I can't imagine what will happen if they start fighting…'

"You're the first one in a very long time who's been able to keep up with my speed and actually be able to block my attacks without getting hurt…" Naruto said. "Right now… We will find out what our powers are…"

"Which demon do you have inside of you?" Gaara asked. "I know of almost every demon in the lands… I have the powerful Sand Demon, the Tanuki, Shukaku."

Naruto grinned. "I… I am the Kyuubi."

Gaara narrowed his eyes. 'The Kyuubi… The Nine-Tailed Kitsune Youkai… I'm facing what is most likely the most powerful demon of them all…' Gaara mused. 'He said he IS the Kyuubi… He's no longer Uzumaki Naruto then?'

"Let's start this little game of ours, Gaara. Or should I say Shukaku?" Naruto began as he went into a weird fighting stance, on all four.

Gaara flexed the muscles in his fingers, causing a snapping sound to be heard. "No, I am Gaara. I control the Shukaku… I do not understand… You ARE the Kyuubi?"

Naruto sighed. "Me and the Kyuubi have completely merged using Boukon Noryutsu, the Soul Transfer. In fact, there is NO Kyuubi and NO Naruto anymore. But at the same time, I am Naruto and the Kyuubi. I chose to call myself Kyuubi."

Gaara nodded his head. "I see…"

"I have gained all of Kyuubi's knowledge… and all of his power. Next to that, I also have all of Uzumaki Naruto's knowledge and power… I am invincible…" Naruto stated. "Come at me…"

Gaara narrowed his eyes. "Know that no one is invincible…" Gaara said before he disappeared. Naruto disappeared as well.

The Akatsuki Members all watched the battle in awe. They were standing on top of a hill overlooking a huge empty area, an area which was once filled with trees. Their raw power alone had destroyed the surroundings and the blows that could be heard through the air, resembling loud thunderclaps, caused the grounds to tremble uncontrollably.

"So this is the power our previous Akatsuki Leader wished for?" One of the Akatsuki Members said. "I can understand why…"

Kisame nodded. "Yeah… and this is just two demons sparring with each other…"

'No, I can not match up in this battle, even when they hadn't transformed I couldn't.' Itachi glanced sideways at the other Akatsuki Members. 'All of them are too afraid of them. Since they have nowhere to go they will follow their lead… I will, too…'

"A…Ack!!" Gaara tried to scream as he skidded a long way across the ground, after being hit across the chest by Naruto. Gaara jumped up and looked at the huge slash on his chest. He looked ahead to see Naruto approach again, while Shukaku's Chakra healed the massive wound. Gaara avoided two strikes from Naruto, before he slashed Naruto across the left cheek, also knocking him away. Gaara watched in fascination and amazement as the wound he had created on Naruto's face healed almost immediately. 'His healing capability is faster than mine…'

Gaara jumped backwards and released huge waves of hardened sand all around him. All of a sudden, he saw red Chakra all over the place, crumbling his sand. As he looked better, he saw that there were nine red 'ropes' of Chakra.

"I am the Nine-Tailed Demon… But, where are my nine tails?" Naruto said with a chuckle. "Well, there they are!"

Gaara jumped away as the 'whips' started lashing out towards him. Naruto spoke again. "Even one tail has the power to crush the biggest mountain of all Villages! I suggest you try to dodge them…"

Gaara gritted his teeth and yelled out "Fuuton Renkuudan!!" before he barely dodged another red tail of Chakra.

Naruto ducked to the ground to avoid the fast moving Chakra Wind Blast. Naruto immediately moved his hands to perform a next technique. "Kyubakushin!!"

Gaara was already having problems dodging the nine 'tails', when he heard Naruto perform another technique. As he moved to see it, his eyes widened. A huge wave of Chakra was surrounding Naruto, a very huge wave… He also noticed that even the ground was crumbling as the Chakra touched it. And then, it surged towards him in an awesome speed.

Gaara gritted his teeth as one of Naruto's 'tails' hit him hard in the back, knocking him forward. He suppressed a scream, but failed as soon as Naruto's second attack went through him. There was no escape; the huge red wave of Chakra was bigger than all of the buildings he remembered having seen. He felt like being ripped apart and being burned at the same time.

As the red wave diminished, Gaara grunted in pain as four 'tails' hit him hard on his chest, he was knocked several feet into the ground. Gaara panted as he struggled to get up.

Naruto slowly walked over to Gaara, grinned and offered a hand. Gaara grabbed it and rose to his feet. 'No human can live through that pain… Even now, I can still continue the fight…' Gaara looked over at Naruto. 'But he's unharmed and I'm close to begin too exhausted… In a real fight, Naruto will definitely win against me…'

It had all changed on that faithful day. His own master and his apprentice were in front of his tent, telling him to get up, because there was trouble. As he was getting dressed, he could hear his master talk outside.

"So… what brings all of you here? Finally come to kill me?"

'Kill him? Who was strong enough to kill his master?' Sasuke thought as he walked outside of his tent. What he saw made his eyes widen. Ten people, dressed in black cloaks were standing in front of Orochimaru and Kabuto. All of them had straw hats on.

'What do they want with Orochimaru-sama and Kabuto-sensei?' Sasuke thought. 'It's ten to three from here… We've left Sound Village a two weeks ago, to head for Leaf Village… and to destroy it…' Sasuke analyzed every black cloaked person. 'Who are these people?'

"You are Orochimaru…" One of them said. "The scent of snakes is all over you…" The man turned to Kabuto. "Hmm, and you're Kabuto, I remember you…"

Another man walked up next to the talking one and spoke up. "We have come to kill you… You are a previous member of the Akatsuki…"

'Akatsuki?!' Sasuke thought. 'My brother must be here too, then!!' Sasuke thought as he observed all of them more thoroughly.

"Heh." Orochimaru nervously chuckled. "To think all of the Akatsuki would come after me… It's unfair, don't you think?"

The two men before him chuckled back. "Very well, I'll take you, Orochimaru. I have always wanted to fight you, ever since Tsunade became the Fifth…"

The other man added. "I'll take the grey-head, then."

The first man turned around. "Oy, Uchiha! Why don't you take care of your little brother?"

Sasuke's eyes widened.

Sasuke couldn't follow the speed of the two men in front of Orochimaru and Kabuto and was surprised to see both of his masters flying backwards because they had just been punched. Sasuke watched as the two men, obviously the leaders of the group, followed the flailing Orochimaru and Kabuto.

"Little brother…"

Sasuke swallowed nervously and immediately activated his Sharingan, his fully developed Sharingan. "Uchiha… Itachi!!"

Itachi removed his straw hat. The other Akatsuki Members hadn't moved and were just watching. "I am disappointed in you, following Orochimaru like this…"

"I'll kill you!!" Sasuke screamed as he rushed forward. Before he knew it, he was lying in his tent again, being knocked backwards by Itachi's foot. Sasuke jumped up and rushed forward again, this time activating his Curse Seal to level one. Itachi shook his head and disappeared. Sasuke could follow him and tried to attack him from the front, but when he appeared in front of Itachi, all he saw was fire, lots of fire. "Katon, Houyo." Itachi stated as he was standing at the exact same spot he was standing before. Sasuke grunted in pain as the fire surrounded him and closed in on him.

Sasuke quickly jumped through the fire and sensed there were many things approaching him. Kunais, Shurikens, Fireballs and… 'black fire?' Sasuke dodged all of the things with ease and was doing a few hand seals at the same time. "Nijuu Chidori!"

Itachi almost looked bored as he saw a Chidori in each of Sasuke's hands. Sasuke ran at him when he activated his own absolute defense. "Foolish little brother, you will never understand the true power of the Sharingan…"

Sasuke couldn't stop advancing towards Itachi when he saw Black Fire all around Itachi. Itachi smirked and it seemed as if arms of black flames were protecting Itachi from any harm. Sasuke's eyes widened as he Black Flames clutched him, he screamed in pain as his Chidoris died out. Itachi stopped the Black Fire and knocked Sasuke out. "You're really foolish…"

Itachi jumped backwards as Sasuke gathered Chakra again. "This is my Curse Seal… at level two…"

"I take it you are the leader?" Orochimaru asked. "Strange, I didn't expect the Akatsuki to have a new one, especially since the previous one was so powerful…"

Naruto smirked as he removed the straw hat. "Orochimaru, don't you remember me?"

'Those red eyes!' Orochimaru thought. 'It… He can't be him… It has to be a coincidence, he couldn't have become this powerful already…'

"Snake Bastard… I'm going to rip you apart… slowly, and with pleasure…" Naruto said as he licked his lips.

"Fool! I have become a lot more stronger since I left the Akatsuki. I don't know who you are, but I will not be beaten easily!" Orochimaru screamed, but panicked as he could no longer sense the man before him. 'Shit! Where'd he go?'

"Is that so, Orochimaru? Cause you see, I have killed the previous Akatsuki Leader in seconds…" Naruto's voice rang throughout the clearing in the forest. "You're pathetic! You can't even keep up with my speed!"

Before Orochimaru knew it, he was surrounded by thousands of Shadow Clones. 'Kage Bunshin? That's a Jutsu from the Leaf!' Orochimaru quickly performed a few seals. "Kuchiyose no Jutsu!!"

Most of the Shadow Clones were blown away by the appearance of Manda. Orochimaru smirked as he stood on top of Manda's head. "Oy, Orochimaru! Why did you summon me?!"

Naruto made all of his remaining Shadow Clones disappear and began to transform. Now Orochimaru didn't have to answer Manda anymore, since the Chakra flying around was the answer.

"I'd recognise that Chakra anywhere!! You fool!! How dare you summon me to fight against the Kyuubi!! He'll be our deaths!!" Manda screamed.

Orochimaru narrowed his eyes at the crouched form of Naruto. 'So it really is the Kyuubi brat… He has changed a great deal…'

"Kyubakushin!!" Manda's and Orochimaru's eyes widened a great deal. "You BASTARD!!! I can't deal with THAT!!"

Both summoner and summoned screamed in pain as the huge wave of Chakra went through them. Manda was forced to disappear, before it would become his death and Orochimaru fell to the ground, still being attacked by Naruto's red wave.

Orochimaru panted heavily and heard Naruto slowly approach him. 'Ugh… Uck...' Orochimaru struggled to breathe 'Damn that Kyuubi brat… He's become too powerful for me… I can't fight on… What a terrifying Jutsu…'

Naruto chuckled evilly, before he threw two Kunais through Orochimaru's right wrist and left wrist. "I have always hated you, snake bastard. I never thought you were this weak. It was because of your summon that I was forced to do this technique. If you hadn't summoned that big snake, the fight would've lasted… a little longer…"

Orochimaru gasped for air when Naruto crouched down next to him and casually stuck a Kunai through his chest, crushing a rib and penetrating his left lung. "This is the end for…" He got interrupted as the Kusanagi sword suddenly shot out of Orochimaru's head. It almost hit Naruto in the face, but Naruto had slightly moved and it was now impaling his shoulder. "Interesting sword…" Naruto said as he pulled the sword out of his shoulder. "And what a cowardly move of you, Orochimaru…"

Orochimaru screamed in pain as Naruto harshly brought the sword down through his left upper leg and through the ground. He pulled it back upwards. Naruto grinned in pleasure. "Look at yourself… You've lost the ability to use Jutsus… AGAIN… And you only have…" Naruto burst out laughing. "ONE leg!!"

Orochimaru was more than enraged and glared at Naruto, before Naruto brought a Kunai down in his left eye. "Hey, hey!!" Naruto scolded. "Glare at me like that again and you'll lose your other eye too!"

Naruto jumped backwards as Orochimaru tried to grab him with his tongue. Naruto quickly performed a few hand seals and released a fire Jutsu on Orochimaru, who was unable to move, or in his case, roll away fast enough. He screamed in pain as Naruto approached again. "Idiot… I am the Kyuubi… Did you really think you could harm me?!" Naruto thought, getting angry as he kicked Orochimaru in the side, forcing him to roll over. "No one lasts long against the Kyuubi…"

Kabuto stared at the man before him and tried to sense Orochimaru. The man in front of him forced him away from Orochimaru. Kabuto noticed the man was moving his hand so he braced himself. But the man only pulled the straw hat off.

Kabuto's eyes widened. 'I never forget a face!' Kabuto braced himself even more. "Gaara!"

Gaara looked at Kabuto with a bored expression. "You will die here."

Kabuto quickly swallowed a soldier pill and performed a few hand seals. "Enjintou no Chakra!"

Gaara noticed the blue Chakra surrounding Kabuto's hands and casually unleashed many waves of sand around him. Kabuto's eyes widened at the sheer number of sand waves. 'Unreal… The Chakra needed for this technique…'

Kabuto really didn't have anywhere to run to. Gaara could see through all of the lingering sand and noticed that Kabuto's eyes were suddenly full of blood… 'Odd…'

Kabuto insanely chuckled as he easily dashed through the sand waves now. Gaara narrowed his eyes at Kabuto's newfound speed. 'His speed is higher than before…'

Before Kabuto reached Gaara, both of them heard Orochimaru scream. 'Tha-That's Orochimaru-sama!' Kabuto thought, before he was suddenly engulfed in sand. Kabuto struggled to get loose, but the pressure was building. "Sabaku Kyuu…" Gaara calmly said. "I'll slowly choke you…"

Kabuto gathered all of his Chakra and formed it into brute power. Gaara was slightly impressed when Kabuto pushed all of the sand away.

Kabuto's victory was short-lived however, as Gaara sent a spike of hardened sand through his abdomen. Gaara pulled it out again to see Kabuto's reaction to it.

Kabuto spitted out blood and dropped to his knees. 'Must gather… Chakra to heal…' Kabuto gritted his teeth, gather Chakra to the wound and glared at Gaara. 'I won't be able to beat him after I healed the wound… But I have to get to Orochimaru-sama.'

Kabuto gasped in pain and heard Gaara approach him. "You're gathering Chakra to heal the wound? You're a medic-nin, then… Probably a good one too, being on Orochimaru's side like that. Pity…" Gaara said, before many other hardened sand spikes drilled through Kabuto's body.

"You think you have obtained power?" Itachi said. "I'll show you power, a power that is not within your search and never will be, because you have follow Orochimaru's words…"

Sasuke ignored Itachi and rushed forward. 'Don't have time to waste; this state drains Chakra too fast for talking!'

Itachi simply uttered the words "Amaterasu" before Sasuke reached him. Sasuke couldn't believe the pain he was going through as a ball of Black Flames carried him away from Itachi. Sasuke collided with a tree and crashed through it. His entire shirt had been burned away and his chest was badly burned. 'What kind of Jutsus does he use? I can't copy them! Black fire…'

Sasuke jumped to his feet and rushed forward again, but he was knocked backwards by the man who knocked Orochimaru away. The sheer power of the punch sent Sasuke flying far backwards, even in his level 2 state… And then the other man, who had knocked Kabuto away, stopped his 'flight' with a punch to the ground. That was when Sasuke lost consciousness…

Back to the present…

'So they were really Naruto and Gaara?' Sasuke thought as he walked beside Neji and Shino, who was carrying Shikamaru on his shoulders. 'They were so strong back then… And two years have passed since then, too…'

"The Akatsuki has been very active these last few months… Sound Village is completely gone… The Rain and The Grass Country are obliterated. I think they're moving towards the bigger countries now…"

"Uzumaki Naruto, the leader of the Akatsuki, who would have thought?" Sasuke said.

"He is the vessel of the Kyuubi… He has been hated all his life in our Village and for the first twelve years of his life, he didn't know why. Eight years ago, something made him leave. Most villagers are happy that 'the demon' left. I think the villagers have something to do with his departure and his sudden change of heart… Perhaps, we can save HIM from the darkness…" Neji said. 'Like he did for me…'

TBC

Kyubakushin: Bakushin means 'Dash', I added the 'Kyu' in front, as signature of the Kyuubi. It's the absolute offense of Naruto.

Katon, Houyo: Fire Embracing.

Nijuu Chidori: Double Chidori

Enjintou no Chakra: Chakra Scalpel. The Technique Kabuto used against Tsunade.

So, what did you think? Next chapter will be: Leaf Village Invasion!! All of Akatsuki versus Leaf!!!