Author: I would like to apologize for the last chapter (for those of you who listen to the song directions) for the bad choice I made in the end of the last chapter. I was so excited that they finally added another soundtrack that I felt I had to use one from it. I chose so hastily that I didn't listen to the whole song and all the parts that didn't fit. I'll try to be more careful with the following chapters. Cool? Cool.

Lol, I'm amazed at all the people that hate Sasuke that are reading this fic, well...in case you didn't know (I'm probably sure you couldn't tell by this fic) that Sasuke is my second favorite character (falling in a long shot after Naruto, and hardly staying ahead of Kiba) it's funny because I can relate to him more than anyone else in the anime. I can't really say that in his shoes I would've done anything different...but then again, I hate feeling weak and I have an inferiority complex too...if that makes you guys wanna stop reading this...well that sucks. I hope that you don't though...because I have a crap load of fics that are gonna be sequels planned out, and side-story ideas dribbling out the side of my head...and it'll suck if no one is around to read them.

. I don't think I made the Sakura hating Sasuke-ness believable enough...please lemme know what you think!

Sorry guys, I didn't put music on this one for a few reasons. 1) I was feeling guilty about using the same songs over and over again, and there are not enough of them to choose from for enough moods. 2) I'm feeling reaaaaallly lazy, and I have h/w to do. 3) By the time I finished this chapter, I was quite ready to be done with it.

So, if you want songs done for it, lemme know, and I'll re-post this one. But if you don't, I won't and I may not actually put songs on the later chapters either because it takes a bunch of time, and if you guys don't really want it, then it's a waste, ne?

Ok, that was long enough.

Chapter 3:

Most teachers would step into the middle of so great a quarrel as what had just happened between the members of team 7, in order to preserve the unity at the very least. Most teachers would abandon their daily observations from afar when things started to get out of hand. Most teachers would have come and at least tried to make Sakura and Sasuke patch things up.

But then again...Hatake Kakashi has never been much like a normal teacher.

It's amazing how much a temper can cool after 2 hours of waiting for a particularly late sensei. That much Kakashi observed as he walked into the clearing, 2 hours after the fight between Sakura and Sasuke, an hour and a half after Naruto summoned Gamakichi for him and Sakura to talk to, and half an hour after Gamakichi left for breakfast.

Like always, he appeared in a puff of smoke instead of walking out of the forest like he could have.

"Yo!"

His single worded greeting filled the air just after the sound of the initial explosion died down. He turned at one side to see Sasuke shifting his weight from the tree behind him to his feet to stand firmly.

"Hn" He let out a bored response, comfortably falling back into the normal order of the day, ignoring the fact that his cheek was still slightly red.

Before even turning to the others, he began his usual half-ass response.

"Hey, I swear that I got up on time today, but I had to stop to help a bunch of children cross a busy street when-"

"LIAR!"

Sakura and Naruto chorused in unison. Kakashi's eye shifted to show his amusement before turning back to the two students that were eternally fuming about his tardiness.

"Kakashi-sensei! Do we have a mission today?"

Naruto chimed out, effectively putting his anger for the sensei on hold.

Kakashi was about to answer when he was caught by an odd look of anticipation coming from Sakura. He ignored it for the time being before he started his response.

"Yeah, but it doesn't start for another hour, so we're going to do some taijutsu practice for a while until we need to go."

His voice got drearier and drearier as he spoke, but as soon as he was done speaking, Naruto jumped up, effectively breaking the silence with a loud shout.

"All right! Today I'm gonna-"

Kakashi wasted no time in cutting him off.

"Naruto!"

The blonde was silenced as he looked at his teacher, who for a moment, used the serious tone that he and Jiraiya both sparingly and effectively used. As soon as the change in character appeared, it fell away again, and the humorous and lazy copy-ninja was back to normal.

"You and Sasuke will be paired up for the exercise."

He could see the smile on Naruto's face widening, and his mouth opening to shout, so he quickly pressed on.

"No jutsus at all, just normal taijutsu and ninja weapons."

He practically felt Sasuke smirk from off to the side.

"Sasuke, you are forbidden to use the Sharingan for this session."

Just like he felt the smirk, he now felt the puzzled and angry glare.

"You cannot always rely on the Sharingan when in close combat, if you are on a mission that requires extended combat you must conserve your chakra, in those cases, using the Sharingan too hastily could be your downfall."

Naruto's grin turned into a full smile.

"And Naruto, you are not allowed to channel any of the Kyubi's chakra. No one in Konoha is sure what the side effects of using it's chakra could be, so it would be wise if you learned to rely on your own strength. Besides..."

He turned his back from the troop, effectively gaining every spare ounce of their attention. A small gust of wind blew a few loose leaves off the ground in the clearing as every other sound stopped, waiting for the jounin's words.

In a quick motion, he pulled a copy of Icha Icha Violence from his flak jacket and effortlessly flipped to one of the last pages.

"...Your taijutsu really sucks, you need to work on it."

After all the time they had spent with the jounin, for some reason, they all still expected him to say something of value. In all the time, he had said some things that were worth hearing and he had said some things that weren't worth hearing...now was one of the times when Naruto and Sakura's faces drooped in disappointment.

He was about to break out into a loud protest when a familiar voice caught his attention.

"Hmph, dobe..."

Sasuke just turned and casually walked towards a vacant area of the training area to prepare, leaving a fuming Naruto.

"Shut up and go Naruto"

Kakashi sighed as he spoke the words, sending a grumbling Naruto to follow Sasuke and leave the last team member waiting for an assignment.

There was a moment of comfortable silence between the kunoichi and her sensei as Sakura patiently waited for instructions, for once, her mind not pre-occupied with anything, or anyone, but her awaited orders. It was a few more moments of silence before Kakashi merely turned around and put the full focus of his attention into his book, increasing the distance between the two in confident, easy steps.

At first, Sakura was puzzled, continuing to wait patiently for any kind of command, imagining the lazy drawl that he sometimes spoke with while walking away, but as his pace ceased to lessen as the distance increased, she started to get a bit more irritated.

Nevertheless, she waited some more.

He was barely within hearing range when Sakura spoke up.

"Kakashi-sensei."

It didn't have a hint of question in it, the call was merely to remind him that there was one more student to take care of.

"Hm? Yes Sakura?"

Informal as always, but then again, that was the way Kakashi had always been, so it was no surprise.

"You didn't give me any instructions."

Off a short distance away, she could hear the boys stretching.

Kakashi merely shrugged his shoulders at the reminder before he spoke.

"Oh, don't worry about it."

"Huh?"

"Don't worry about it, you don't need the taijutsu practice."

"Wh-wha...Oh...Okay then..."

He shrugged to himself before turning back to his book preparing to leave Sakura to her own musings.

Sakura's look of pure confusion was evident to anyone who would've taken the time to look, but at that time, no one did.

'I don't need the taijutsu practice? Me of all people...'

"...that doesn't make sense..."

The words made the shift from her mind to her mouth before she could realize to stop them. They effectively caught the retreating jounin's attention.

"Hm?"

Sakura was startled out of her slight thought process before realizing Kakashi was talking to her.

"What were you saying?"

"Oh...its just that, well, Naruto-kun and Sasuke are practicing their taijutsu...and even I realize that their miles ahead of me."

"Yeah, and?"

Sakura rose her head that had managed to divert its gaze to the ground to stare, albeit shakily, into her sensei's visible eye.

"Well...then why aren't I practicing too."

"I already told you, you don't need to."

"But why not?"

Kakashi sighed nonchalantly, making the decision to actually choose his words instead of being too blunt.

"The skills that you've shown so far prove that you have a natural talent for the basics..."

Sakura listened silently as if this would be the key to unlocking some hidden potential.

"...that and your incredibly gifted when it comes to book knowledge and studying. On a hunch I would think that you might even pick up strategy pretty quickly if you put your mind to it..."

"Uh-huh"

Kakashi's eyes began to look all around without paying attention to a single thing during the pause.

"...These skills suggest, that maybe...well...you should consider a more specific career than the path your going on now..."

Sakura's face scrunched up a bit in confusion as she tried to make good sense of the words. Kakashi, for a moment, looked extremely uncomfortable under her gaze before finally deciding to be blunt and effective as always.

"Your skills suggest that maybe to look into teaching at the academy or becoming a private tutor for the academy students. It is also possible that they could use your help at the library. Then again, you may end up becoming part of the chief strategy division, I can put in a good word for you if you start early."

Sakura looked a mix of shocked and confused as he finished, trying hard to soak in the sudden information. She ignored Naruto's battle cry as his bout with Sasuke began, trying to keep her breathing steady as she began to feel a bit anxious.

Through lips she found to be suddenly quivering, she managed a few words.

"W-what are you saying...?"

"Sakura...given your rate of growth, you will most likely not make it above the rank of chuunin, so there is no point in training you to do it. Your skills all denote that you should follow chuunin level jobs, and at your current level, you could probably pass the next exam with your current taijutsu skills in the same way that Shikamaru did."

Then, in a way that was only Kakashi's, he turned his back and began to walk towards the edge of the clearing, to wait until the session was over.

Sakura merely stood there, the words hitting her slightly harder than they normally would have. But then again, that can happen when one finally becomes ready to see what they can truly do, only to find out that they can't do anything at all.

So many had been caught up in the mysterious nature of what is called "potential", the word given to describe the final limits of an individual. An entity that could either depress someone beyond all hope, or give one satisfaction beyond all reason.

It was the same entity that gave rise to the curiosity that slew the Uchiha clan.

It was the same entity that gave rise to the jealousy that threatened to tear apart a friendship.

It was the same entity that distinguished Naruto as the former dobe.

It was the same entity that Sakura always believed she had, yet never strove to reach it.

It was the same entity that she had just been told she didn't have.

In a sense, it made some sense to the girl. Her mind reeled through her memory quickly, retrieving information and analyzing carefully.

When she fought with the sound-nins, she had fought her hardest.

When she fought with Ino, she had fought her hardest.

Both times, she felt the strongest she had ever felt in her life, both times she had failed, miserably, to accomplish her goal. Even at her highest peak, it had never been enough...it made sense why Kakashi would say that she had no potential. Because she had none.

She had no potential, she was too weak to even train. The odd thing was though, even though she had entertained the thought more than once...it had never really hit her as hard before.

Her eyes drifted naturally to her teammates when she heard the commotion stop.

Naruto was standing, as was Sasuke, though Naruto looked considerably more dirty. There were no visible wounds on his body, but he was covered in dirt to show that he had landed on the ground more than once. Sasuke on the other hand, looked relatively unharmed, just a lot more winded than the blonde. His face showed a bit of agitation.

What caught her eye though, wasn't Sasuke, who stood firm and looked as if he would triumph eventually, but Naruto, who had come so far. Naruto who no one had believed in.

Naruto, who had fought his hardest against Kakashi and lost.

Naruto, who had done his best against Zabuza and could only manage to free Kakashi at best.

Naruto, who according to all that, had no potential.

But then again, it was Naruto who fought his hardest and beat Kiba. Who fought his hardest and beat Neji. Who fought his hardest and saved her from Gaara.

The boy who was said to have no potential.

The boy who had proved everyone wrong.

Her fists clenched lightly to her sides.

'No one believed that Naruto could ever amount to anything...'

Her eyes clenched shut as she curled her fists a bit tougher. Anger beginning to rise up inside her.

'...but he never gave up, even when no one believed in him...he managed to prove that was strong...'

Her body began to shake as the anger continued to grow.

'...he worked hard all the time...'

"Kakahi-sensei!"

'...just like Lee did...'

"Huh? What now Sakura?"

He groaned a bit, angry because he was just about to sit down, he didn't even turn to face her.

'...I may not have potential...'

There was a slight sound of shifting metal that brought Kakashi to finally turn around.

'...but maybe...just maybe...'

She dropped her hands from behind her head, focusing her gaze on Kakashi from afar.

'...I can still be strong too...'

"I want to train too."

The light shined brightly, reflecting off of the forehead protector that was now in the correct place. Kakashi hid a bit of a surprised smirk at the sudden change in even her eyes, marking the determination hinted with only subtle amounts of uncertainty.

He turned his eyes back to his book before erupting into a pile of smoke to re-appear a few feet from his student.

"Then your opponent will be me."


'Damn!'

The single word ran through Sasuke's mind in constant repetition at the situation before him. It had started off appearing every few moments in the fight, then it escalated into a constant mantra, now it was a searing cacophony threatening to burn a hole in the side of his head.

Naruto just wouldn't stay down.

A silent curse for his teacher interrupted the chant for a moment for placing him in this circumstance. It angered him on so many levels, he knew from the very beginning that he was far better than Naruto in taijutsu, even without his Sharingan, but the problem wasn't that he was taking too much damage from the blonde, he couldn't seem to dish enough damage to the blonde.

Blow after flawless blow had already proved the Uchiha to be the superior in such a competition, but after trying so hard to strike his rival down, like always, Naruto refused to quit. And after even the short time they had been sparring so far, fatigue was starting to wear down his movements, it wouldn't be too long now until the blonde finally managed to pull together an impressive technique, even without his notorious Kage Bunshin.

A large grin broke across Naruto's face as he wiped away a patch of dirt from his face. Sasuke braced himself for a defensive stance, deciding to try and wear out his opponent instead of himself for now.

A slow stream of steady and muffled "thuds" drew his attention to his other comrade, who was now trying incredibly vainly to effectively attack their teacher, who was once again reading one of the books in that disgraceful series. He kept a bit of his attention on Naruto with his peripheral vision, rather relieved for the ban of using chakra which directly translated to "no fancy and flashy pranks" because as odd as it was, he found the spectacle slightly interesting.

He watched the girl in the red dress fumble all kinds of ways in desperate attempts to land blows that would probably be useless anyway. Yet as depressing as it was to see, he was, in the slightest bit, intrude by her futile attempts.

A sharp yell brought enough of his attention back to the absurdly loud ninja he was currently dueling. Offhandedly, he dodged around a blow, in a manner that was sloppier than normal, but still just enough to avoid harm. Another came as a bit more of his focus returned, he took a bit more caution to avoid this one, while at the same time, hardly registering where it came from.

On reflex, he avoided a third attack, his focus gone completely for an unknown reason. His eyes shifted back over to Sakura who was still trying with all her might to be effective, and failing miserably at it, while his body continued to act on pure reflex, outmaneuvering the really poor taijutsu of the boy before him.

Idly he noted that a knuckle grazed his cheek just to enough to alert him that he should be more careful, but he ignored it as he sank into self thought as he watched the kunoichi's vain struggle.

Briefly it struck him as odd that he couldn't tear his eyes away from the spectacle. Sakura had always annoyed him beyond any of the others that had chased after him in the past. But it wasn't simply because of her shrilly voice or her constant devotion to trying to catch his eye, all of the people who "were in love" with him did that. Sakura annoyed him because of something far worse.

Because she, like most the others he had encountered, was weak. But he saw something in her that he didn't see in Ino or any of the others that were calling themselves "fan girls."

He saw potential.

Not really in physical skills, but in intelligence. She had an ability to memorize so quickly and efficiently that it was amazing. She was no where near the level as Shikamaru, but she was probably the closest one in their graduating class to the chuunin's level. Those skills had made it that much easier for her to quickly gain an expertise in the basic skills and some of the trickier ones that involved chakra control or analysis.

Yet with all of that, she did nothing with it.

She annoyed him because she was what he feared he would become...

Weak

...and like him, she had the ability to become more...

Potential

...yet, she never did anything with it. That was what he could never understand about her, that was what annoyed him so much about her. She elevated herself from just a pain to straight annoying when he truly saw what she could be capable from just being around her.

She seemed to like being weak.

So that was why it was so shocking to see her trying so hard before her sensei, because it seemed for a moment that she finally decided that she was done being left behind. In some ways, it was inspirational, but from what he had heard, she had tried in a similar fashion in the chuunin exams and none of that determination bled through for after.

All he could do was wait and watch, which he found himself oddly comfortable with...

...until a foot came crashing into the side of his face, effectively stopping his musings.


Her chest felt like it was on fire from the intense attempts she kept making. She briefly registered the sound of a rather loud "thud" and saw Sasuke go flying back out of the corner of her eye, but paid no more attention to it.

She held her place, trying desperately to keep standing as she stared at the man that was the cause of all this frustration. She could not catch his eye because it was so focused on that book.

She seethed inside, trying to calm down and control her breathing.

He was actually reading the book again. Not just glancing at pages he had already read in an attempt to look like he wasn't paying attention, but actually reading. She could tell by following his eye along each page, at a speed that showed that he wasn't just skimming over the passages, but taking time to actually enjoying it. It had been a while since he had, that she knew.

She shut her eyes and began to calm herself by beginning with the booming voice of her subconscious screaming at her to"rip his head clean off."

She brought her hands together in a custom seal before slowing moving the chakra of her in rhythm of her forcefully slowed breathing. She forced herself to enjoy the feeling of the energy rippling through each part of her body with the breaths that were beginning to slow on their own.

How glad she was that she developed this simple calming technique.

'Ok...this isn't working...I need a plan'

Her thoughts began to flow in a concise stream once again as the last of her frustration was effectively controlled.

"Are you done already Sakura?"

She ignored the droning tone as she slipped a hand into her secondary weapons pouch, feeling around and getting an idea of what she had with her, a firm count of how many kunai and shuriken she still had was firmly embedded in her mind. As she identified each item, she burrowed deep into her mind for the basic strategies that had been taught at the academy for each tool as a plan began to roughly etch itself in her mind.

She finished her count and let a bit of a smirk grace her lips.

There was an advantage with being weak, it taught you just how to be weak.

Kakashi stood tall, waiting patiently to be attacked once again as he continued to not only read Icha Icha Violence, but to ponder upon it as well.

He hardly registered Sakura make a quick movement and send an object too small to be either a kunai or shuriken towards his feet, and it was only moments later that he found himself surrounded by a thick gray smoke.

The initial force of the smoke bomb exploding didn't even do enough to make him flinch, but as the manufactured cloud blocked his vision from his book, he finally turned his attention to his surroundings yet again.

He dully noted that it was smoke and not gas.

'Hm...this could be interesting...'

A slight whistling sound caught his attention, and out of reflex, he retrieved a kunai. In a swift motion, he blocked off a small projectile that he couldn't quite make out in the smoke, all he knew was that it didn't make the sound of steel against steel.

It was a familiar sound, but he couldn't quite place it. He only pondered it for a moment before blocking another projectile and getting the same sound. This time, he knew exactly what she was throwing.

'Stones eh?'

He put the blade away as another whistling sound could be heard closing the distance.

Bored yet curious at the same time, he caught the stone with his gloved hand before quickly dropping it to catch another, and another, and another.

The dust was beginning to clear as another object was sent through the air, and just as he had with the previous projectiles, he reached out to catch it in his hand.

Only to have it explode a few feet form his face, sending a strong gust right into his face, and fresh smoke to surround him again.

The event caused him to turned his head away on reflex, and once the initial blast faded away, he pulled himself back to a straight stance, coughing once, and sighing audibly.

He almost missed the sound of a foot launching a body into the air a few feet away...almost.

His visible eye widened a bit from reflex as he focused his attention on identifying Sakura's location and plan of attack, he managed to block the side kick aimed at the side of his head leaving a less than desirable amount of time to spare.

He stepped back, his book still in hand but the least of his concerns, as he fixed his gaze to make out the shaded outline of Sakura come to the ground crouching with a low sound of impact. He made out the extension he figured to be her leg, sliding across the ground.

No longer desiring to fight in the thick cloud of smoke, he jumped backwards, launching himself out of it with about plenty of distance to spare. His feet touched the ground below him as he slid the last of the distance. He waited for a moment to see if Sakura would follow, and after a slight moment of stillness, he turned his attention back to his book.

Another few moments passed without so much as a sound as the smoke continued to smolder and thin.

'She's been doing well so far...I wonder why she suddenly got so motivated. That trick with the stones wasn't half bad...if she keeps this up, I may have to put my book away in a few days.'

A louder whistling than before caught his attention, he averted his gaze from his book to make out a single kunai coming towards him from the direction of the smoke cloud. No sooner did he make out another one protruding from the smoke, still in Sakura's hand. He second kunai was rotated slightly before a nearly painful flash of light filled Kakashi's visible eye.

Instinctively, he shut his eye tightly before remembering the first kunai she sent towards him. Remembering it's position and considering it's speed, he blocked the projectile, sending it straight to the ground in front of him.

'Not bad...not too bad at all...'

As soon as the first one hit the ground, a second came out of the smoke, then a third, fourth, and fifth. The last four coming in a constant rhythm, though Kakashi could already see in his mind how to block each and every one of them easily...though he was a bit curious as to what exactly his student was planning.

As the fifth one left the cloud, Sakura came charging after it.

Kakashi turned his attention back to his book, blocking the first kunai and then the second without paying attention.

When he blocked the third kunai, he felt a shiver run down his spine. It was the same feeling he always got when he felt he was about to be ambushed, and just as always, his awareness increased subconsciously.

His ears perked to a low hissing sound right in front of him.

He drew a sharp breath in surprise as he jumped back. Just in time to avoid an explosion a few inches from where he was just standing.

'So that's why she distracted me from the first one...'

The force of the explosion made blocking the last two kunai a bit more difficult, but he managed to block the fourth before stopping, and knocking the last one a bit further away as his feet grounded down.

He turned his gaze upward to see an airborne Sakura, her body arched back to throw another kunai. He stood ready to dodge when she threw it, though paying slight attention to any more possible traps.

In a split second, the kunai was hurled the short distance and Kakshi stepped to the side, awaiting it to pass as Sakura turned her body to punch with her other hand.

The kunai landed with a soft "thud" in the dirt behind him, though it could barely be heard by the loud warcry Sakura let out as she closed the distance. When she punched, her fist collided with his open hand in an easy block, though he didn't close his fingers around her smaller hand.

He turned his attention back to his book, assuming that her latest ploy was over and done with, though making a note to give her a little more credit in the future.

He hid his surprise when she retreated, jumping back only a few feet.

But he didn't mask it when he heard a familiar explosion right behind him and a searing heat behind him. The initial blast dazed him a bit, but not as much as the realization that he was heading head first towards a viscously smirking Sakura, who was already bringing her leg back for a kick that was undoubtedly targeted for the side of his head.

'Uh-oh...'


Sasuke took his eyes off his battle with Naruto once again as he heard a loud slam. He nearly tripped over his feet while dodging when he saw Sakura's foot still in contact with the side of Kakashi's head.

The surprise faded only a little when Kakashi burst into a small cloud of thin smoke, and a log went flying away from Sakura in his place. It still shocked him that Sakura actually had him in the position to make Kakshi use a jutsu.

He remained silent as always, though he was thoroughly confused.


Sakura suppressed a low growl as she saw the log soar away. While she wasn't too surprised, she was a bit angry, because that meant the session going on, and she was out of both kunai and explosion notes. She mentally kicked herself for under packing as she eyed the Copy-nin who appeared completely unharmed out a puff of smoke, in the place the explosion originated, his trusty book open as always.

She grimaced and fell into a basic stance, refusing to let her exhaustion seep into her form. Through labored breathing, she racked her mind desperately for a plan, failing to notice that Kakashi wasn't as absorbed in his book as he had been before.

'I can't believe she has just randomly improved this much. But then again, I'm not surprised that the key to getting her to focus was simply getting her to ignore Sasuke...but I didn't think that the difference would be this great.'

His eye peaked up to see her standing, breathing heavily, and looking extraordinarily exhausted. He knew she was out of most her weapons most likely, and her taijutsu hadn't really improved enough for her to land a hit on him. For a moment he thought of just making her stop now, until an interesting idea popped into his head.

He smirked under his mask before shutting his book, and allowing the hand holding it to drop to the side.

"Sakura."

His voice was stern as always when expected to be taken seriously, his eye glinted deviously as he completed his transformation to seriousness. He caught her attention, pulling her out of thought.

"You've done really well so far..."

His free hand moved smoothly up to his forehead protector, stopping over the half that covered his eye. Sakura, completely aware of what was next, felt her body start to go rigid at what she expected him to do.

"Let's see exactly what you can do."

He adjusted the protector, allowing his Sharingan eye to stare right through his pupil.

'Sh-Sharingan...'

She forcefully calmed her breathing as she attempted not to stare straight into the unequal eyes. Every time she had seen him use it before had been in bad situations, it was natural to get uneasy every time he revealed it.

But to looked at by it as a target, was completely horrifying.

Nevertheless, she gulped hard and tore her eyes away triple-slotted red pupil. Shaking her head once, she fell a bit deeper into her stance, trying more fervently to come up with a plan.

Until she felt a familiar surge of chakra and an eruption of surreal blue light. Her eyes widened as the chakra consumed the copy of Icha Icha Violence, making her hope that it was all an illusion.

'Let's see if you've already been this far...'

Kakashi stepped forward once, making a deliberately slow process of it, he frowned a bit when Sakura didn't move, just remained frozen and on the verge of having a panic attack.

He stepped forward again, achieving the same result.

Out of the corner of his Sharingan, he noticed that Naruto and Sasuke had stopped and were now staring straight at him and Sakura.

He crouched low once, and sprang forward, planning on closing the remaining distance with a single leap.

"Naruto! Sasuke! Stay out of this."

He nearly barked the command and paid no further heed to the two boys, only to the girl who was still frozen with fear, and coming closer by the second.

What the HELL!?

Sakura's inner feelings manifested, fearful, yet as loud as ever.

'C-C-Chidori!?'

She began to shake as he came closer.

"Sakura-chan!!!!!!!"

She heard Naruto's worried call, but drowned it out as she forced herself to focus.

'Damn it, I've got to think...What do I have left...?'

She quickly fanned through her inventory mentally as she worked out what she could still use. Her hands not budging as only her mind seemed to co-operate.

'J-Just one smoke bomb left and most my shuriken...'

The smoke bomb triggered a rough sketch of the beginnings of a plan that she would have to figure out later...but the problem was she still couldn't move...and Kakashi was getting dangerously close.

Accidentally, her eyes moved up and were caught in the mysticism of the Sharingan...but they seemed different. It may have been the heat of the Chidori affecting her, but she could've sworn something wasn't right with the eye. Normally it was dead serious and ready to kill...this time, it looked almost...

...disappointed...

A brief flash of anger hit her and she found her limbs to be moving again, and without a second to spare, she jumped back and reached into her pouch for her last smoke bomb. She still shook, but she forced it to lessen as much as possible, as she clutched the item.

She threw it down directly in front of her before touching down on the ground. No sooner than her feet hit touched, she stepped, albeit awkwardly, to the side, expecting to see a blade of chakra emerge from the smoke for where she had just stood.

But it never came...instead she felt a soft hand fall onto her shoulder.

"Good Job Sakura-chan."

She froze up for a moment before recognizing the sound of her teacher's once again jovial tone. She turned her head slowly, the adrenaline in her body beginning to fade, to see him standing with an obvious smirk behind his mask, one eye covered by his forehead protector, and a blue book entitled Icha Icha Destiny opened to the first page.

She blinked a few times to help ward away the confusion. Her mouth was open to form a single question, but she didn't manage to get it out.

"The last part was simply a test to see if you would freeze up or not. That's the worst thing you can do if you find yourself up against a devastating technique from an opponent. At first I thought you were going to fail it, but you proved me wrong...in every way. Congratulations."

She allowed a small smirk to grace her lips as her body finally finished winding down.

"Oh and before you ask, Yes I did actually destroy that book, but I have the limited edition one with the author's signature at home so I didn't really need it."

Sakura suppressed a giggle before hearing a loud call from the loudest member of their team.

"Hey Sakura-chan!!!!!"

Naruto waved from on top of the flat back of Uchiha Sasuke, who was now face down in the dirt.

"Good Job!"

She chuckled once before raising her arm to wave back, and summoning up the last of her strength, she yelled back.

"You too Naruto-kun!"

Author:heavy sigh Its finally done. Oh man that was long. I was wondering if it was EVER gonna end. Oh well, you guys know why it took so long though...well I can't say that...I've had half of it done for about a week now lol...but hey, better late than never right?

Ok, so, yeah, don't worry, this will not be a Sakura-centered fic. But in order for me to do what I originally planned on doing, I needed the characters to be a bit different than they are originally, so the only way I could do that and be able to sleep at night, was to show the process that makes them OOC. So, yeah, this whole fic is really just character development for the next fic...but I don't know how many chapters there are gonna be in this one...so I'm sorry. BUT, I will have a plot for this one so that it won't be all boring and stuff...it just isn't my main plot.

If anyone's confused by the "exercise" and what Sakura did exactly, lemme know and I'll post a general outline in the author's note of the next chappie, because I think it as a tad bit confusing...maybe.

Lol, I think I've alluded to like 3 or 4 different possible pairings for this story lol. I wanna know what you guys think it is, I already have it planned and I won't tell you yet...but I'm just curious as to what you all think.

Sorry again about the music thing.

Til next update.

Chaoness