At the hole's entrance!

Kabuto's eight tailed monster was attacking but Max in tailed beast form was more then a match before it! unlike the beast he had a mind with which to think!

Max had made shadow clones lots of them! some using big ball Resanga! To block tailed beast balls with it fired off as a ball of energy!

While others where firing back there own attacks tail beams smaller faster and in higher numbers to wear the eight tailed abomination down!

Sadly for Max how ever , this was the plan Kabuto planned on!

Not to far away form Max! Amy Rex And Zoe where in there own fight! Sheer's secret three becoming blades to easily slash about Tank, Spiny and Pairs!

Rex held out his hand to throw an energy ball at Kabuto only for a large red chakra hand to block it! and up walked a snake based clone of Itachi with those freaky eyes showing it was a mindless tool a clpone made form the boyd recreation technique!

the itachi had an incomplete Susanoo! Upper skeletal body the clone held it's hand out shielding Kabuto with the arm before holding out his other arm to summon forth a massive sloppy fire based chakra katana for it to use!

It then went in for a slash Making Rex summon his wings and fly away! Amy how ever formed resangans in her hands red ones filled with rocks and throw them, "Resangan Mace!"

the balls hit and explode into dirt making one large dust cloud appear as Kabuto covered his eyes," an attack and an escape! But it's for not!"

when the smoke Cleared Zoe was smirking her chains where around Kabuto and the clone locking there Chakra!

Kabuto smirked as he flexed braking his chains and showing his snake eyes Zoe blinked as he said," Sage jutsu I am pulling in chakra out of the air to use! Sense I am not using the chakra in my body your chains are useless on me! but it was a solid plan! You handled my clone and his Susanoo perfectly!"

he clapped happily smiling at how well they did! As he noticed amy to his right and Red above him and what looked like newly summoned Earth wind and nature dinosaurs," and I am surrounded So my escape was just for pride! You got me! well done but I am not the important one! You noticed sheer?"

they all blinked then zoe noticed something on her right leg! A rip in the fabric on her hip where a storage seal was ripped off! "SHE RIPPED OFF THE MUSIC NOTES!"

the former right hand of Orochimaru clapped as he saw Max over powering and taking down his monster, "why yes She did! She is currently trying the order of the three songs to get the stone! As agreed it's first use will be finishing the creation of my tailed beast!"

he smirked rubbing the under side of his nose as he said," But again well Done nowhere I can go or do with out being attacked and finished by something!"

he pulled out a knife and brought it to his neck, "So this is goodbye!" he then stabbed his own neck ending his own life before them!

Meanwhile in the tower!

Sheer smiled as the machine opened revealing the stone! She put on some gloves and smirked grabbing it and flying back!

She came to the tailed beast show down!

Max now had Kabuto's by the throat crushing it! the eight tail heads knocked out so the beast could do nothing but scream while trying to pull the much stronger tailed beast's hands off it's throat.

Sheer smirked as she flow to one of the downed heads and put the cosmos stone in it's mouth!

In a Moment the home made tailed beast roared the red parts of it turning white as the wind cosmos stone took effect!

the base of it's DNA was Naruto who was a wind release by nature so the wind stone was reaction perfectly! The burst of chakra forced Max back!

the tailed beast got up as a new snake head tail grow giving it nine! And it's chakra body turned to whtie scales making it look like some kind of windless nien tailed but each tail head a head dragon!

the creature roared it was now a true tailed beast! Kabuto did it! he created a monster like the sage of the sixth paths had! He may not have lived to see it! but an artificial tailed beast now roared!

Max got into a fighting stance as he recovered only for the beast to stomp the gorund summoning a mealstorm around them of massive size and strength through it's might! the wind was strong it filled up the canyon they where inside of! Turning what looked like a massive hole into the ground into a massive funnel of wind!

outside it with the D-team the chained Itachi clone and Kabuto's corpse!

the Team was stunned they couldn't get through the windo wall to enter it to help Max.

Zoe was screaming, "THEY DID IT THEY MADE A REAL TAILED BEAST! HOW THE FUCK! HOW EVEN AND WE CAN'T HELP MY BOYFRIEND!"

the itachi clone then spoke up, "as I don't have to follow his orders and I can act I would like to be a good double agent like the original! I have enough control over my Susanoo to armor up a tailed beast and arm them! and you have flyers you could summon! To drop me into the eye!"

Amy was about to speak but Zoe unchained him, "We have no choice!" she looked to the other duck like dinosaur she summoned she wasn't sure with one it was but she dino slashed Metal wing!

The flyers grabbed Itachi and dropped him into the eye of the storm as he fell!

The clone saw Max being knocked down by smaller vortex and landed on him and he said," Ok let's do this!" In a moment Red flame like Samurai armor appeared on Max's body and he gained the red Flaming sword!

Itachi as part of the helmet the grown in a gem said," fire beats wind! use my Susanoo as Armor and sword! Charge forward and end it quickly I will die in three hours! You can do this! You are the real natural deal not a mad science fair project!

the tailed beast focused his own chakra into the armor and sword to make it stronger as he slowly walked through the wind up to the lizard sword in hand!

he soon slashed Cutting the lizard's chest making it roar in pain! It's wound healed quickly but Max saw the glow! The cosmos stone was in the chest!

that was his target the stone! Hopefully with out it the tailed beast would destabilize form not being able to hold it's current level of power with out it!

To be continued.