The weight in Kakashi's gut hadn't gone away, even with the sun past its apex and making its way back down to the horizon. He had checked everything, from his prized tea leaves in the pantry, to the village missions roster, but nothing seemed out of the ordinary. Even the ANBU patrols around the village showed no sign of increased alertness. Had he finally gone mad? He wouldn't be surprised.

His moody thoughts turned to his son, busy playing with his friends, and that cheered him up a little, at least. Naruto had the chance for a relatively normal childhood, one that Kakashi and so many other children had been robbed of. Time to play, to laugh, time for innocence to go on unmarred by the horrors of war and death. The look of happiness Naruto wore when he had given him permission to play with Sasuke and Itachi was a wondrous thing. Kakashi swore that he would protect Naruto's innocence for as long as possible, that his son would not have to endure the hardship and trauma of a childhood spent killing.

His wandering feet took him to the Hokage Tower, oddly enough. He had spent so much time in that ornate office that it was almost reflexive, but he supposed that with the day ending it wouldn't hurt to pay Hiruzen a visit to chat. Perhaps the wizened old Hokage could assuage his nerves?

"Kakashi-kun? What brings you here today?" Hiruzen asked. Kakashi had let himself in, not that anybody would have stopped him.

"Just feeling a little restless, Hokage-sama. You know, just me and my permanent sense of impending doom." Kakashi joked wryly.

"Troubled that Naru-chan is growing up too fast? I too, remember that days when my sons were that age. It seemed every day they would learn something new, and a little piece of their childhood would be left behind." Hiruzen's eyes twinkled.

"He's eight. He's going to be a child for as long as I can help it." Kakashi muttered.

"Of course, ever the protective father, aren't you. What of your work? Shikaku-san been running you into the ground?"

"It's been good to stretch these legs of mine. Obito hasn't seen the world for a while now."

"You'd only need to ask. The village does have a rather worrying backlog of S-ranked missions.." Hiruzen's mirth hadn't lessened.

Kakashi snorted. "Until Naruto is old enough to defend himself from a jōnin, I'm not leaving this village for longer than a month. I don't put it past Iwa to try again."

The Hokage chuckled, drawing his pipe out of his robes, a mild application of chakra enough to light it.

"Your son is safe, Kakashi-kun. Our village prospers, and Naruto-chan can remain a child for a little while more. I know that I said it before, but it's been four years since the incident. Naruto has grown into a fine young man, and he's safe here, within our walls."

The universe is a cruel place, and it was never more evident in that single moment, for the Cat masked ANBU that burst into the office. In an instant, all four of Hiruzen's personal guards were moving, positioned all around her, weapons drawn. Kakashi himself had his hand on his thigh holster.

"Neko. Report." The Hokage's voice was stern.

"Smoke from the Uchiha Compound. Hostile Killing Intent reported, liberal usage of Katon Ninjutsu. Delta and Epsilon squads have been scrambled and are on the way. Koza-rikūsho has activated Alert Code Red."

Hiruzen's pipe flared, his chakra erupting in response to his temper.

"Why did we not have warning of this? Send out a general alarm. Consider the village under attack, lockdown all entrances and exits. Nobody leaves or enters without my permission!"

A gentle breeze rustled his robes. Sarutobi turned in annoyance to his window. He did not recall opening it.

Kakashi was already gone.


"Kukuku… if it makes you feel any better, you put up quite the effort, killing my Bunshin."

Itachi didn't react to the taunt, eyes still fixated on the grotesque scene before him. The Sharingan was never deceived, could not lie to him, and yet how could what he was seeing be true?

Orochimaru was gleeful, drinking in the emotional turmoil rolling of the young Uchiha in waves.

Itachi's entire body felt hot, but the world was moving in slow motion. His Sharingan spun faster and faster, frantic and uncontrolled. Every minute detail of his parents' death was captured by his eyes, each minuscule drop of blood, his father's facial muscles still tensed in outrage, his mother's flawless, classical beauty untouched even by the ravages of death. They were his rock, his anchor. His father's sternness and high expectations had driven him to be the best ninja he could be, always instilling in him the pride that one should feel as an Uchiha. His mother's warmth and loving care had been his earliest memory, swaddled and fed at her bosom. She had cared for him through illness and injury, and she had gently encouraged him through the hardest of days.

"Kaa-chan…?" Even now he expected her to rise easily from her slumber, to take him into her arms and comfort him, to whisper into his ear that everything was alright.

She, however, did no such thing. Uchiha Mikoto's life had been ended at the hands of Orochimaru.

Itachi's tomoe spun so fast they began to merge, the black markings joining to form an angular pinwheel.

"Orochimaru…" the ANBU Captain whispered.

The Snake Sannin's twisted grin died, for even he knew when danger screamed.

It was over in an instant, the Snake Sannin found Itachi's hand around his throat, and in the Uchiha's eyes Orochimaru saw death.

'Mangekyō Sharingan..'

"Amaterasu." Itachi acted on instinct, harnessing the terrible power of his fully matured Sharingan. Midnight flames erupted all along Orochimaru's form, the Sannin recoiling in shock and agony. The divine flames sucked out all light instead of emitting any, a not-fire that burned as hot spiritually as physically. The White Snake snarled in pain, stumbling away from the avenging son. Itachi remained implacable, striding forward towards the struggling traitor, hand coated in fire.

"Uchiha Ryū: Halo Dance" Itachi saw fit to end the Snake with Shisui's favorite technique, swinging his hand forward and unleashing a crescent of flames. Orochimaru could not dodge, paralyzed by the agony inflicted by Amaterasu. The torrent of fire connected viscerally with the burning form of the Snake Sannin, and he vanished in a burst of light so bright that for a moment, even Itachi was forced to close his eyes.

He opened his eyes, frame shaking from the drain of his newly attained Mangekyō Sharingan. In less than a minute it had drained almost the entirety of his chakra reserves, and he could feel it eating into his life force. He quickly willed it away, and the crimson bled from his eyes. He felt at the wetness on his face, and his hand came away stained with blood, his blood.

'Such a terrible price to pay for our cursed eyes…' Itachi contemplated, emotions completely spent. He turned to his parent's bodies.

'At least I avenged us, father, mother.' Itachi was too tired to mourn, too numb from shock to truly process the loss of his family.

"You.. almost… got me… you know that?"

Itachi whirled, disbelief cracking through his mask.

The Snake Sannin pulled himself to his feet, obsidian fire still clinging to his body.

"You.. must be the first.. since Madara himself. But the cost… the Uchiha are truly a wretched family."

His unnatural mouth opened, wider and wider until Itachi's stomach turned. The demented madman was no longer human, had stopped being human a long time ago. From that distended, ungodly maw, A new Orochimaru wriggled free, discarding his previous body like you would a piece of clothing. He came to his feet, movements sinuous, more snake than man, trembling like a newborn, but every second that passed brought his strength back. He gave his old skin a contemptuous glance, even as it continued to burn with Itachi's flames.

"It doesn't matter. You've failed, Itachi-kun. Your family is dead, every Uchiha is dead. And now, you've just given me a new prize. A Mangenkyō Sharingan? How thoughtful of you."

He was evil, pure, chaotic evil. Itachi realized. There was no hint of good in his eyes, no sign of sanity or loosely held morals. Orochimaru advanced, and the snake that Kusanagi had become returned to its master, slithering up his thigh and reverting back to its true form in his hand. Itachi willed his body to move, but there was nothing left in the tank.

'Sasuke… I'm so sorry, little brother.'

The blow never came.

"Raikiri!" Orochimaru leapt away, dodging by the barest fraction of a second, even as a jagged thunderbolt crashed into the ground he had just vacated. Hatake Kakashi's assassination technique dissipated from his hand, earth shattering into a massive spiderwebbed fracture around where he had impacted. The last thing Itachi saw as he succumbed to chakra exhaustion was Kakashi, just as quickly as he had landed, springing towards his target, another Lightning Cutter coalescing in his right hand. Orochimaru barely avoided the follow up, the screaming bolt of lightning that was Kakashi's extended hand eradicating a single snake that Orochimaru had substituted himself with. Itachi's world went dark.


"Hatake" Orochimaru spat.

"Even for you, this is insane. Orochimaru. If you laid even a single finger on my son, Kami have mercy on you, for I will not." Kakashi's voice was frigid.

"He was at the wrong place, at the wrong time. Poor boy, he must be so traumatized, surrounded by death. So much like his father." Even weakened, Orochimaru could not help but antagonize Kakashi.

"Or should I say, adoptive father?" His voice turned cruel, triumphant glee in his eyes. Kakashi froze, mind racing. How did he know?

"No secret is unknown to me, Kakashi-kun. Your little boy was admitted to the hospital four years ago, after he was injured during the botched kidnapping. I took the chance to test his blood, his chakra. I have agents everywhere, you know. And my, my, what did I find? Our little Copy-Nin, are you so used to stealing what is other's that you had to steal your own Sensei's son? Carrying the Kyuubi as well? You've spun quite the tall tale, Hatake."

"You have to die." was all Kakashi said, tantō unsheathed subconsciously. The Jōnin allowed two heartbeats to pass before he attacked. Their blades clashed, Orochimaru driven back by the ferocity behind the Hatake's blows. An attempt to buy time by unleashing a swarm of snakes from his sleeves forced Kakashi back, but it only brought him mere seconds before the Copy-Nin was upon him once more, blade whirling in a dance of death. There was no fanciful ninjutsu exchange, no mesmerizing Taijutsu battle. Kakashi was simply trying to end him.

'Just.. a little more…' Kakashi thought, driving Orochimaru back towards the wall. If he could corner him, it was all he needed to drive a Raikiri through his chest. His tantō cleaved through the air again, meeting Kusanagi in a ferocious overhand stroke.

Kakashi had never touched his father's White Light Chakra Sabre, for all the terrible memories it triggered. How he wished he had brought it, for in that single moment the short, brutal fight slipped away from him.

His tantō shattered, Kusanagi's mythical sharpness finally taking its toll. Kakashi only hesitated for a millisecond, but it was all Orochimaru needed. His foot elongated, straight kicking Kakashi with a force that should not have been possible at that angle, sending Kakashi crashing through a divider.

"Foolish boy! I'll feed you to my snakes!" Orochimaru's voice was harsh, his breathing ragged. Fighting two of the strongest shinobi in the village back to back would have been difficult for anybody, even the legendary White Snake, and his body replacement technique had burned a huge portion of his considerable chakra pool. The Sannin retreated towards the garden, body elongating, slithering along the floor. The wretched Sannin resembled his own summons far more than his own, long forsaken humanity.

Kakashi got to his feet and pursued, Sharingan spinning wildly, driven into overdrive by his surging adrenaline. He found the Sannin, but the sight that greeted him caused his blood to freeze.

A snake had coiled itself about his son, swaying from side to side in an almost hypnotic, trance like fashion. The Snake Sannin held the younger Uchiha brother aloft by the collar of his shirt, cruelty alight in his eyes.

"I wanted a pair of Sharingan eyes for myself. I suppose this one will have to do. Go, Hatake! Save your precious son." His words were like a brand pressed against Kakashi's heart, the entirety of his awareness was focused solely on his terrified son.

"What will you do, Hatake? You have a very poor track record when it comes to saving Uchiha, don't you!" His malevolent laughter was growing unhinged, the Snake's madness truly revealed for the world to see.

"That's enough. Orochimaru."

In an instant, he was surrounded by a dozen masked and cloaked ANBU. Alpha, Delta, and Epsilon teams surrounded him, weapons drawn and jutsu primed.

Sarutobi Hiruzen strode imperiously through the wreckage of the Uchiha Family home, clad in his full panoply of war.

"I.. have let this go on long enough. This madness you have wrought.." Hiruzen shook his head.

"I should have killed you all those years ago, I see that now. I let my love and compassion blind me to the horror you have become, and now, the village must suffer for my sins."

Enma morphed into the adamantine staff that had broken the back of Ryōtenbin no Ōnoki, that had beaten down Sanshuō no Hanzō, and had rallied Konoha to victory through three World Wars. Sarutobi's fury was apparent, any trace of the kindly old man wiped away by his rage.

Orochimaru took stock of the situation. He could not win here. The dozen ANBU were little more than an inconvenience, but not an insignificant one in his current state. Kakashi was not down for the count either, and despite his old age he had no illusions about his Sensei's strength. Orochimaru would have only risked tangling with the Kami no Shinobi on his own terms, and at full strength. His current outlook was decidedly suboptimal. The Snake Sannin giggled.

"It's time for me to leave, it seems. I would have loved to have killed you, old man, but victory is best prolonged, digested, savored. Have fun, picking up the pieces of your village after this." He sank into the ground like a pebble dropped into a pond, taking Sasuke with him. The snake reared back, baring its fangs to strike, but Kakashi reacted faster, flinging a lightning coated kunai that biruficafed the venomous creature.

Sarutobi visibly sagged, tension melting away from his shoulders.

"Cat, Bear, Bird, ascertain the status of the Uchiha Clan. Administer what help or aid you can. We must save whoever is left. The rest, comb the surrounding area for clues. I want to know why we had no warning." The Hokage dispersed his ANBU.

Kakashi was already by his son's side, clutching Naruto to his chest. The boy slowly came to his senses, terror having put him into shock.

"Dad? Is that you? Is the bad thing gone?"

"Yes, the bad thing is gone. You're safe, I'm here." Kakashi comforted his petrified son.

"Where's Itachi-nii? He saved me and Sasuke!" Kakashi shushed him.

"Itachi-san is fine. He was very brave, and did very well protecting you. Are you hurt?"

"N-no. I don't think so.. where's Sasuke?"

"Shh.. later. Let's get you to a hospital first."


"There were no survivors, Hokage-sama. Some of the Uchiha clan's retainers are alive, but most are injured. We're administering what aid we can, and will be interviewing those who are coherent enough to speak." Cat's voice was professional, the female ANBU no doubt suppressing any feelings that she may have had. Now was not the time, nor the place for grieving.

The Third Hokage, standing motionless atop the Hokage Monument, gave no evidence he had heard the report, puffing away at his tobacco pipe. A second operative landed silently beside them, instantly dropping to a knee in salute.

"Tiger reporting. We found no trace of Orochimaru, or his accomplices. Preliminary findings indicate that whoever his backup were, they operated within the village undetected for years. There are no irregularities in the entry or exit logbooks, and our security fūin array indicates no successful infiltrations. Several of their bodies have been discovered amongst the dead. The Uchiha did not go down without a fight. T&I are taking a look at the corpses, to see if any leads from their clothes or weapons can be found."

"Hokage-sama, I'll be honest, my gut tells me something doesn't add up. Orochimaru had no reason to perpetuate such a great atrocity. The man was mad, but the eradication of an entire clan? He must have been working with or for someone. I'll update you if we find anything."

Hiruzen nodded, and Tiger, Epsilon Squad Captain, vanished in a swirl of leaves.

"He must have been after the Sharingan. It would explain why he took the younger Uchiha and killed the rest. We'll have a better idea once Itachi-taicho has regained enough of his wits to be debriefed."

Hiruzen again inclined his head in acknowledgment, contemplative. Itachi had surpassed his wildest expectations, pushing his treacherous student to the absolute limit. It was a pity the boy was catatonic, but a wonder that he had even survived. Even if he did recover, there was no doubt the teen would be traumatized beyond measure. He had witnessed the death of his entire family, only to be defeated and almost killed by the killer after doing his utmost best to avenge them. The emotional duress he must have felt had broken men twice, thrice his age. Now he was the last Uchiha living within the walls of Konoha, the last survivor of the only founding clan left in the village. Sarutobi, for the hundredth time, cursed that the young had to bear the sins of the old. He had, time and time again, been too lenient, too merciful with Orochimaru and now the younger generation suffered for his naivety. Tiger was right, however. Nothing about this made sense. Orochimaru had been unusually well-behaved since Sarutobi had confronted him in his lair a year ago, and the timing of it was too convenient for it to have been a spontaneous act of insanity. The Uchiha, on the verge of rebellion, in a single night eliminated by the most reviled and suspected man in the village? It reeked of a black-ops operation.

"I will take matters into my own hands, Hokage-sama."

"Have Orochimaru designated as an S-ranked Nuke-nin in our bingo book, Flee On Sight, 100 Million ryo bounty." Hiruzen spoke for the first time since Cat had arrived to brief her Hokage. His voice was brimming with sorrow and pain, and the burden of his seventy years was almost overwhelming. Sarutobi knew that from that moment onwards, there would be no reconciliation between himself and his most prized student. He had lavished all his favor, his attention, his teaching on the genius, tolerated his sociopathy, encouraged his ambition and obsession. Jiraiya had never forgiven him for his favoritism, for being cast aside by his Sensei. His resentment and suspicion of Orochimaru since they had been barely more than children seemed to have been vindicated.

"It will be done, Hokage-sama." Cat took her Hokage's words as a dismissal, moving to the corner of the platform to disappear into the early morning gloom of the village. She couldn't help but turn back to steal a glance at the old warrior with the shadows dancing across his suddenly frail frame. His pipe's embers cast a soft glow across his face, highlighting the many wrinkles and creases. Was that a tear she saw? She shook her head, dismissing such unprofessional thoughts, moving away with a succession of Body Flickers, leaving an old man to his ghosts.

'What I would give to have you back, Minato-kun..' Sarutobi Hiruzen lamented.


"You are the finest Uchiha in three generations. I am proud of you, son."

"Never doubt yourself, Itachi-kun, because I, your mother, never will."

"You've failed us, Itachi-kun…"

The world blurred in and out of reality. Itachi lay, awake but not alive. He had woken awhile ago, consciousness returning to him like a moth drawn back to a flame. His very spirit ached, chakra reserves utterly spent. Awakening the Mangenkyō Sharingan in such a traumatic manner had placed an ungodly level of stress on his chakra network and physical body. Still, he struggled to regain control of his body, of his mind. He had to banish the thoughts, before they drove him mad.

'Sasuke..'

The thought of his little brother was like a hurricane gale tearing through the fog that muddled his mind. He shifted, willing unresponsive body parts into obedience.

"Itachi-san! You're awake! Please try not to struggle. I'll get the doctor immediately!" When had the nurse entered? His sense of time was so disoriented he could not even grasp how long it had been since he had awoken. He finally managed to shift his head to look away from the sterile white of the ceiling, but the effort sent him for a loop. Darkness claimed him for a time, and when he came to, he was in a sitting position, bed adjusted to allow him to sit up.

The Sandaime Hokage was before him, concern evident in his tired eyes.

"Sa...Sasuke?" Itachi croaked. His throat was parched, dehydrated. Movement from his right, and the pretty nurse was upon him, placing a straw in his mouth. He sucked, and cool, refreshing water filled his mouth. The nurse fussed over him, refusing to remove the straw until he had drunk a satisfactory amount, before the Hokage dismissed her with a wave and a smile. She clucked in annoyance, obviously wishing to continue her treatment of the Uchiha, but obeyed, leaving with a warning to the Hokage not to tire out her patient.

"How are you, Itachi-kun?"

"I'm alive. Where's my brother?" Itachi demanded.

The Hokage held his gaze for a moment, before looking away. He sagged, aging before Itachi's eyes, before crumpling down into a chair at the foot of the hospital bed.

"Where. Is. Sasuke?" Itachi ground out each word, agitation rising. He felt a pull on his ocular chakra nodes, his Sharingan no doubt triggered by his heightened adrenaline. He quickly forced it down, he didn't even have enough chakra to function normally, let alone activate his dōjutsu. Hiruzen continued to stare at some vague point of space behind Itachi, visibly weighing his words.

"Orochimaru took him." His curt reply hit Itachi like a freight train.

"How? Hatake-san had arrived.. surely he could have.." The words spilled out, an outpouring of grief and denial.

"We… we did not know where Sasuke-kun and Naruto-kun were. Had we known we would have prioritized their safety. Kakashi-kun was distracted, and Orochimaru got away with Sasuke. I… I am sorry, Itachi-kun, but I know that my words are meaningless. I have failed the Uchiha, failed you."

Itachi was silent, for what words were there that could convey his pain? His loss? Sarutobi shook his head in regret. He was becoming very familiar with the cursed feeling, he thought. They would sit there, in quiet mourning for a time, before Hiruzen, realizing there was nothing more to say, rose to his feet and slowly shuffled out of the room, leaving Itachi to his suffering.

How long he lay, unmoving, he did not know. The pretty nurse had returned once or twice, each time reminding him to eat and drink to regain his strength. The last time she left she switched off the lights, allowing the room to be smothered in darkness, the single bedside lamp casting shadows all around the ward.

"If you are here to kill me, you need not bother."

Itachi spoke, voice monotone, apathetic. A shadow shifted, before stepping forward, cane tapping. Shimura Danzo's expression was unreadable, eyes searching.

"Uchiha Itachi, ANBU Team Bravo Captain, designation Operative Weasel. Shinobi ID K379204. Flawless mission record over a service term spanning seven years, 214 D-ranked, 124 C-ranked, 89 B-ranked, 42 A-ranked, and 12 S-ranked assignments completed. Danger Rating across all Bingo Books an aggregated S-rank, Flee on Sight. Youngest in Konoha history, surpassing even the Yondaime Hokage." He paused, as if considering something.

"I can offer you vengeance for your clan, if you are willing to join me."


A/N

ROOT ITACHI?

Phew this was a monster chapter. I originally had the entire Uchiha massacre crammed into a single chapter, but it was over 8000 words and I'd much rather stick to the shorter, bite-sized chapters I've been writing so far. I hope the conclusion was satisfactory. With this chapter ending, the first Arc of this fic draws to a close. It'll pick up as Naruto finally becomes a Ninja, and I can finally move forward with my ideas for the plot. Obviously, the divergence from Cannon is going to increase exponentially after the events of this chapter.

I understand that I've been writing primarily from Kakashi's perspective due to my desire to really flesh out his psyche and character development. The entirety of this Arc was focused on him and how he would adapt to becoming a father. I had Sarutobi as a secondary POV for some chapters, just to help out with the world-building. Also I find Sarutobi gives quite a fascinating perspective into aging in a world like the Elemental Nations. The man is practically a fossil, in terms of expected lifespan for Ninjas. Moving forward, I'll be writing more from Naruto's perspective, as he grows into the main character of this story.

If you are wondering, yes, Orochimaru did kidnap Sasuke, and yes, this will be a HUGE issue going forward. Stay tuned to find out more :)

zabzab

Thank you so much for the encouragement and feedback, I appreciate it a lot. I understand your consternation at the writing of Danzo's character, I too am not really satisfied with how I handled him for most of this fic so far. I think its primarily due to me not focusing on his POV, hence not being able to explore his thought process. As the story progresses I will take the time to flesh out his motivations more however, and write more from his POV. I have planned for him to play quite an integral role to the story moving forward, as his ruthless pragmatism is a foil to Sarutobi's kindness, and his actions will push the plot along.

Read and Review!