Awesome Ten-Tails here with the long awaited chapter 13 of RWBY and NKLS.

Still don't Own RWBY or Naruto.

Nor do I own the song.

Enjoy the chapter


We see Ozpin and Qrow along with two other people walking through the halls of beacon. One is a male the same age as Qrow, he has faded blonde hair and blue eyes, along with a soul patch and stubble along his jawline, and a tattoo that resembles a heart. He's wearing brown cargo shorts with a dark brown belt, black shoes, a red bandana on his left arm and a brown leather vest over a tan dress shirt with the right sleeve cut off, with a metal spaulder, leather vambrace and a brown fingerless glove all on his right arm. This is Tai-Yang Xiao-Long, father of Ruby and Yang. The other one is a woman in her early twenties, she has slate blue eyes, white hair tied up in a bun, high on the left side of the back of her head, while her bangs are shaped around the right side of her face, a small curled lock of hair reaching almost to her left shoulder. She's wearing a white coat with sleeves that expose her upper arms, a red-lined high collar, with a red brooch and black gloves, as well as pants that have garters incorporated into them. This is Winter Schnee, Weiss's elder sister. "So Oz, what's going on?" Tai asks.

"Do you two know the situation between Naruto, Ruby, and Weiss?" Ozpin asks.

"Yeah Yang filled me in." Tai says.

"Yes sir, General Ironwood informed me." Winter says.

"I'm surprised you're alright with it Schnee." Qrow says.

"Under any other circumstances I wouldn't be, but I know and trust Naruto, and General Ironwood told me how Weiss has changed, becoming a huntress for herself now, and solely to help people." Winter says.

"Well, you also know about the incident caused by Roman Torchwick a couple weeks ago, don't you?" Ozpin asks.

"Yeah." They both say.

"Do you know that both Team RWBY and NKLS minus Lee at the time were in the middle of all of that." Ozpin says, surprising Tai.

"My girls were in the middle of that?! I'm glad they are, but how'd they get out unscathed?" Tai asks.

*Sigh* "They're unscathed because Naruto lost control." Qrow says.

"How are they unscathed If he lost control?!" Tai asks.

"It was only the cloak Tai, plus Jimmy was there it ended almost as fast as it started." Qrow says.

"Oh well, that's good." Tai says.

"All that aside, I called you two here, to talk to Weiss and Ruby." Ozpin asks.

"I'm not talking Weiss out of this relationship." Winter says.

"Same." Tai says.

"Heavens no, that's not what I'm saying, those two have helped him more than all of us combined, in the short time they've known him. I'm trying to say when they don't have classes or lunch or they need to go to bed, they're in the nurse's office. I need you two to tell them it'll be awhile until he wakes up." Ozpin says.

"If it's anything like the other times he's lost control he could be out for months." Tai says.

"How Long?!" They hear as something clatters on the ground, they look ahead and see Weiss with wide eyes and two food boxes on the ground.

"Weiss, what are you doing here, isn't it lunch time?" Winter asks.

"Ruby and I wanted to check on Naruto, so I went to get some to go lunches." Weiss says. "Why are you here, Winter?" she asks.

"Well Professor Ozpin called Mr. Xiao-Long and I to talk to Ruby and you." Winter says.

"Neither Ruby nor I will end this relationship just because you tell us to." Weiss says looking at Winter.

"That's pretty bold for you to say." Winter says, testing her resolve.

"I'm not the same Weiss that does everything she's told, it's my life not yours and not fathers." Weiss says determined, but is surprised when Winter smiles.

"Nicely put, by the way I like your hair. Also stopping this relationship the three of you have is the last thing we want to do, even if a little unconventional. We're just here because, Mr. Xiao-Long and I have an experience with Naruto losing control, truth is he could be out for months based on previous times he lost control." Winter says. "We can talk about the fact that I know Naruto later, Mr. Xiao-Long needs to talk to Ruby." Winter says, and Weiss nods picking up the food boxes, and they continue on to the nurse's office. When they get there Weiss is about to open the door when they all hear Ruby humming.

[Just a few minutes before in Nurse's Office]

We see Naruto lying on a bed unconscious and Ruby is sitting in one of two chairs. "Wake up, please, wake up Naruto, we need you. I know you think you need us more than we need you, that's not true we need you just as much, and not just Weiss and I, everyone, all of our friends to, …e-even your brother." Ruby says whispering the last part, while tearing up a little she starts humming and then sing.

[Fivefold – Lost Within]

Crawl out of the hole you're in
Who you are is not who you've been
Now's the time to sink or swim
Will you fight the tide or get lost within

And I know you're feeling low
Feel like you've lost control
But the darkness that you know
It's not your home and you're not alone

And all you've wanted was just so much more
This world has taken ahold
Don't let 'em get your soul
The silence
You feel it cold as a winter storm
This world has taken ahold
Don't let 'em get your soul

Iron bars are a hell to break
Tell me now, do you know what's at stake?
Your whole life in a blank stare haze
You walk around like the end of days

And I know you're feeling low
Feel like you've lost control
But the darkness that you know
It's not your home and you're not alone

And all you've wanted was just so much more
This world has taken ahold
Don't let 'em get your soul
The silence
You Feel it cold as a winter storm
This world has taken ahold
Don't let 'em get your soul
I'm callin' out to you
Can you hear me?

They can't break you down
Let you hit the ground
I promise you it won't be long (Won't be long)
You're feeling overwhelmed here
Drowned by the pain and the fear
The sun will come with the dawn

All you've wanted was just so much more
This world has taken ahold
Don't let 'em get your soul
The silence
You feel it cold as a winter storm
This world has taken ahold
Don't let 'em get your soul
Get your soul…

[End]

Ruby finishes, looking down silently crying, but then feels something wrap around her comfortingly and a hand rubbing her hair. She looks and her eyes widen and more tears flow out, as she sees Naruto smiling at her. "Please Gem no more crying, it hurts when I see you cry." Naruto says, but is pretty much crushed by Ruby's hug.

"Naruto you're awake!" Ruby squeals.

"I'm sorry for worrying you and Weiss." Naruto says, but feels a weight from his left side.

"Naruto!" Weiss yells.

"Snowflake." Naruto says smiling, and pulls them close and hugs them both. "I'm sorry for worrying you two." He says.

[Minutes Later]

"So this time around, his loss of control, hasn't caused any extra problems?" Ozpin asks the Nurse.

"None." The nurse says.

"Isn't that a good thing?" Weiss asks.

"For certain, it's just every other time Naruto lost control, it's caused problems, generally loss of his Aura and semblance for several days. But he'd usually be out for months, not a couple of weeks." Ozpin says.

"Professor Ozpin, do you have any Idea what's different this time?" The nurse asks.

"I know perfectly well what's different." Ozpin says with a smile. "Nurse, please inform Team NKLS, RWBY, JNPR, and CFVY that Naruto's awake, they're all in the lunchroom." Ozpin says.

"Of course professor." The nurse says and leaves.

"So Naruto, do you know what's different about you waking up so quickly?" Tai asks.

"Of course, the difference is these two." Naruto says holding Ruby and Weiss.

"How could it be different because of me and Weiss?" Ruby asks.

"Like normal after I lost control of my power, I woke up in a pit in my mind. The thing that's different is normally I can't hear anyone outside of my mind, and I go through a depression, so it takes me awhile to get out. But this time, every time you two were here I could hear everything you said. Knowing that you two were here for me helps me more than I can ever put into words." Naruto says.

"Well I'm happy that they're so important to you Naruto." Tai says.

"Professor Xiao-Long, Mrs. Schnee It's nice to see you again." Naruto says.

"We're friends Naruto just call me Winter." She says.

"Probably won't happen, he's too much of a gentleman." Weiss says.

"I know, but it's worth a try." Winter says smiling; they then hear a knocking sound.

"Come in." Naruto says, and the door opens and they first see Kiba walk in.

"Nice to see your finally awake Foxy." Kiba says grinning.

"Well it's nice to have woken up quickly Wolfy." Naruto says returning the grin then sees Lee walk in with a foot brace. "How's your leg Lee?" He asks.

"It's good, the nurse said it should be healed in a few days." Lee replies.

"That's good." Naruto says, and when they're all inside, they notice Naruto in deep thought.

"Hey is everything alright Naruto?" Yang asks.

"...Yeah." Naruto says.

"Naruto it's alright if you don't answer, but what happened a few weeks ago?" Ren asks.

"Hey nurse, am I clear to move around?" Naruto asks.

"Oh yes, in fact your better than usual." The Nurse says jovially.

"Well then I'm taking a shower then we're meeting in my teams room." Naruto says.

"Alright I'll inform the teachers you guys have some important matters to attend to." Ozpin says.

[NKLS Dorm Room]

Naruto walks in wearing a black T-shirt with his yellow swirl emblem on the back and black jogging pants. "Now when we took the test that gave us our partners, do you remember when Jaune caught Weiss?" Naruto asks, only team CFVY doesn't know, so Jaune shows them what Naruto's talking about. "Anyway that is based off the cloak you saw on me, which is thankfully the only thing you saw." Naruto says.

"Trust me it could have been much worse." Jaune says.

"What does that mean?" Yang asks.

"What you saw, was my body only tapping into a little bit of my… power. I was out of control, it was actively holding back, as not to be a bigger threat. But then again I'm a threat as soon as I lose control." Naruto says.

"Uhm, Jaune how'd you know what was going on?" Pyrrha asks.

"That's because he's already been through me losing control before. So trust him when he says that it could have been much worse, since he saw much worse." Naruto says.

"But what is that power?" Yatsuhashi asks.

"Truthfully, I have no idea what it is. All I know is I've had it since birth." Naruto says.

"Was there a difference in its strength when you were young?" Weiss asks.

"Yeah, it was weaker, and before my parents abandoned me I was able to control it. But like I said, when I was younger, it was weaker." Naruto says.

"Naruto, there's something I noticed when you lost control, uhm what was with your tail?" Blake asks, they all hear him sigh as he stands up, then his tail swells and then splits into nine separate tails.

"Blake what do you know about my tribe, the Namikaze tribe?" Naruto asks.

"Not a lot, they're quite reclusive, but they're a family of only Fox Faunus." Blake says.

"Nope, do you know what a Kitsune is?" Naruto asks.

"Well several years ago some Faunus Archaeologists found some ruins that were thought to be built before the Grimm were even a thing, had texts of hundreds of demons. That's the only thing that comes to mind." Blake says,

"Well the word Kitsune is an ancient word that means Demon Fox. The Namikaze tribe aren't Fox Faunus but Kitsune Faunus." Naruto says, they then notice his tails waving at them. "All Namikaze are born with multiple tails, and we innately know how to 'shift' our tails into one." He says, and then notices Weiss with a look that says she wants to ask something that'll possibly upset him. "It's alright Weiss, anything you ask me, I will answer, I won't hide anything, all of you are my closest friends, you and Ruby even more." He says.

"I uhm, wanted to ask, in your tribe, does the amount of tails have a specific meaning?" Weiss asks.

"Yes and no, the amount of tails has no specific meaning. But it is considered a way of telling potential and strength." Naruto says.

"So how much strength and potential do you have?" Kiba asks.

"I... don't know. Until me and my brother, which in hindsight both of us are strange anyway." Naruto says.

"What do you mean?" Ruby asks.

"Well, through the history of our tribe, it's only been in the last 43 years that members of our tribe were born with more than three tails, and there's only been three of us, my father, my brother, and me." Naruto says.

"I'm honored you trust us enough to tell us this." Yatsuhashi says.

"But well that's all I'm capable of telling all of you." Naruto says.

"What do you mean by capable?" Lee asks confused.

"I mean, sadly I don't know much about all this, I don't understand this power at all." Naruto says pulling his knees to his chest.

"You're thinking on too large a scale Naruto, If you don't want to drive yourself crazy, only deal with what's directly in front of you." Alistair says.

"Hey Blondie you look tired, maybe we should go." Coco says, and everyone looks at him, and true to what Coco says he does look tired.

"You should get some rest Foxy." Ruby and Weiss say.

"Y-yeah." Naruto says, laying down and proceeds to pass out.

"Naruto!" a lot of them yell.

"It's alright everyone." They all hear Ozpin say from the doorway.

"What happened?" Ruby asks still worried.

"He's fine Ruby, what he was in wasn't akin to sleep or coma. While he looked asleep his body was technically still awake the entire time, he'll be asleep awhile." Ozpin says.

[Week Later]

We see Ruby standing on a hill staring at a grave with a rose insignia on it. "Hey Mom. Sorry I haven't come by in a while. Things have been… well, a lot of things have happened and everything has been a little hectic. Uhm, Yang and I have boyfriends, and well I'm in a rather strange situation with mine, since me and my partner are sharing him, since we didn't want to make him choose and he cares for both of us equally. His name is Naruto Uzumaki and like me, he's got an elder sibling, but unlike Yang and I, their relationship is a little… strained, right now. Oh and Yang is doing well, she's a great fighter, you can tell Dad trained her really well. So is Blake and Weiss, Blake is Yang's partner and Weiss is my partner and the person I'm sharing Naruto with. Together we make Team RWBY, and yes it does get confusing sometimes. Naruto he's the leader of Team NKLS, consisting of him, Rock Lee, Shikamaru Nara, and Kiba Inuzuka, oh that's Yang's boyfriend. And I've made a bunch of new friends, and then I met some... let's just say, uh, odd teachers. Oh! We've also stopped some bad guys, too! I guess it's like they say: like mother, like daughter! I still wonder why Ozpin let me into the school early. But uh, I guess he'll tell me one day. You know how he is. It's funny, the more I get to know him, the more he's starting to sound like Uncle Qrow." Ruby says, and then hears a bark and looks behind her and sees Zwei and her Dad "Oh, looks like Dad's back, I gotta go, He's dropping me off at Beacon for the tournament match before he goes on his next mission, uh wish me luck, it… it was a good talk." She says.

[Atlas Military Ship same time]

We see Naruto and Ironwood walking beside each other. "After hearing how you reacted when you saw him before the breach incident, I'm surprised you want to talk to him." Ironwood says.

"You know the senior Fox Alistair?" Naruto asks.

"Yeah he's the partner to the leader of Team CFVY." Ironwood replies.

"Well he told me what happened after I lost control, I want to ask him what he knows of my abandonment, if anything." Naruto says.

"Well here's his room, and before you say it, he's been quite cooperative unlike Torchwick. He actually doesn't care what we ask him." Ironwood says walking away. Naruto takes a deep breath, lets it out and then opens the door and sees Menma meditating with eight separate red tails.

"Menma." Naruto says.

"Naruto?! What are you doing here?" Menma says opening his eyes.

"Several reasons, uhm, thank you for protecting my friends." Naruto says.

"No problem, it's easy to see you care about them." Menma says.

"There's really only two things I want to ask you. First why did you join the White Fang?" Naruto asks.

"Hmm, thats a surprisingly loaded question, as I said on the train I joined the Fang before Sienna became the leader. But unlike most members my reason were completely selfish. When you disappeared, the tribe blamed mom and dad, they were going to be executed. I ran away, and after wandering outside our territory for a couple days, I ran into a pack of Grimm. I was saved by the Leader of the White Fang at the time Ghira, after he got rid of the Grimm he asked me why, I, a child of the Namikaze Tribe was doing so far from home. I told him how you disappeared and mom and dad were blamed. To this day, I don't know what he saw in me, he asked me if I'd join the White Fang if they saved mom and dad. This is where my main reason for staying in the Fang as long as I did. I asked him if I could leave the organization if I ever found you. He happily agreed to that condition. That's the reason I joined the White Fang. So what's you other question?" Menma asks.

"Actually you answered both questions with that explanation, but it was if you knew anything about my disappearance." Naruto says, going to leave but stops and looks back at Menma. "I'll try to get Uncle Ironwood to transfer you over to Ozpin's custody." He says leaving, and sees Winter outside.

"Why'd you believe him with no fuss?" She asks curious.

"As Kitsune Faunus Menma and I can see through any and all lies, and we can also detect Illusions and find who's causing it." Naruto says walking away.

[Vytal Festival Fair-Grounds]

We see Naruto, Gaara, and Menma who's encased in sand from his neck down and is floating, walking through the grounds of the Vytal Festival. "Explain to me why we're going through the tournament grounds, on our way to Headmaster Ozpin." Gaara says.

"Well, Uncle Ironwood informed me of my teams match, so I need to inform my team, we're up against a team called Team SYKT (Psyched)." Naruto says.

"What?!" All three hear, and look over and sees Sun. "Did you say Team SYKT?!" Sun asks, in fright.

"Yeah, do you know who they are?" Naruto asks.

"How could I not, they're the best team from Haven, they're a 2nd year team that hasn't lost a fight, or failed a mission." Sun says.

"Can you tell me anything about them?" Naruto asks.

"Only thing I know, is that one of their semblances allows him to use his bones as a weapon." Sun says.

(I thought the Kaguya tribe was completely wiped out.) Menma thinks surprised.

"I wish you luck with your teams match, Naruto." Sun says leaving.

"Yo, Naruto, where were you?" They hear Kiba then look over and see KLS, Team RWBY , and JNPR.

"Ruby, Weiss, sorry I missed your match, I had some… business to attend to with Uncle Ironwood." Naruto says.

"It's alright, but what's with him?" Weiss says, pointing at Menma, who everyone just now takes notice of.

"Uncle Ironwood is transferring him to Ozpin's custody." Naruto says.

"Then why are you coming through here?" Yang asks.

"While these three may have gotten the time for our match, as the team leader, I got the name of team we're fighting, and based off what Sun told me. We are in for a fight, we're up against Team SYKT, and apparently they've never lost a fight of failed a mission." Naruto says, as they head on to Ozpin's office.

[Ozpin's Office]

"Hey Dad here's Menma." Naruto says.

"Oh well thanks for helping Gaara deliver the 'prisoner'." Ozpin says chuckling. "Now get going, you should get ready for your match." He says, and they leave Menma and they leave.

"Thank you." Menma says.

"Think nothing of it, I don't mind keeping an eye on you." Ozpin says.

"Not that, for taking in Naruto and raising him, when he disappeared." Menma says.

"You don't know?" Ozpin asks surprised.

"Know what?" Menma asks.

"I'm trusting you with the truth of your brothers disappearance, but under no circumstance are you to inform him. I'll freely admit Naruto is like a son to me, but he's not ready for the truth." Ozpin says, handing him a piece of paper.

[Vytal Festival Arena]

We see Port and Oobleck in an announcement booth watching over a field. On the Field is Team NKLS and another team, the first we see is a little taller than Naruto, He has Red eyes with three tomoe spinning around the pupil, black hair reminiscent of a duck's butt, he's wearing a gray, zippered, high-collared, short-sleeved shirt, dark blue pants, black arm guards that cover his forearms, and black combat boots. And attached to his hip Is a Chokuto with a black scabbard and matching hilt and is quite large. The second is a tall guy he has Onyx eyes, ash gray, neck-length, unkempt hair, he's wearing a dark purple shirt with a high collar, a white under-shirt, and dark purple pants with a white cloth waistband, dark purple fingerless gloves with armoured plates on the back of the hand, and black rimmed circular glasses and, purple boots, and over his right hand is a gauntlet with a blade attached. The next is a similarly tall male, he has pale skin, vivid green eyes, two scarlet dots on his forehead, and shoulder-length white hair, which he is divided down the middle on his head distinguished by a zigzag hair parting. he's wearing a white, loose-fitting, long-sleeved, zip-up shirt, black pants cut off around mid-calf, bandages wrapped around his ankles, and black sneakers, he has no discernable weapon on his person. And the last is the only girl on the team, She has She has brown eyes accentuated by eyelashes, long, untamed, dark pink hair that falls past her shoulders with long parted bangs framing either side of her face and one between her eyes. She's wearing a black sleeveless midriff shirt with a white single musical note, black skin-tight shorts, black boots, and a black skull-cap, she also has noticeable fangs, and in her hand is a… Flute with one side being elongated as a dagger. "Here we are folks the last match of the day out on the field is is Team NKLS from Beacon against Team SYKT from Haven." Oobleck says, as a Hologram appears on both sides of the arena, that starts to move like the face of a slot machine when they stop the side of the arena behind Team NKLS turns into a forest, and the side of the arena behind Team SYKT turns into a grassy field.

[Stands]

"Hey Neptune, do you know anything more than Sun about Team SYKT?" Weiss asks.

"Only a little bit. The main melee fighters are the team leader Sasuke Uchiha, and Kimimaro Kaguya, then there's the team medic who is no slouch in a fight Kabuto Yakushi, and then there's Tayuya, I've never actually seen her fight but along with being the only female on the team, she's also the only Faunus on the team, she's the one I have the least knowledge on." Neptune says.

"How do they have a medic?" Ruby asks.

"Kabuto's semblance can heal himself and others." Neptune says.

[Arena]

When they get the go, Team NKLS runs towards their opponents, Tayuya brings her flute to her lips and starts playing, Naruto's ears and tail twitch, he looks to his Team and sees their eyes are glazed over. He teleports to Kiba who is the closest to Tayuya, and rockets toward her.

"What the hell?!" Tayuya yells as Naruto's tail wraps around her ankle and actually throws her out of the arena, and his team returns to normal.

"Kiba, Lee go after the guy with white hair, Shikamaru take the one with glasses, I'll take the Leader." Naruto orders.

[Kiba and Lee Vs Kimimaro]

"Well didn't expect that." Kimimaro says unzipping his jacket which falls to his side, and making most people go pale, bone spikes grow out of his hands, knees, Shoulders, and elbows. (Dance of the Willow.) He thinks, staring down Kiba and Lee.

"Let's go Lee." Kiba says.

"Right." Lee says, as they both rush at Kimimaro, Lee goes to kick, and Kimimaro goes to parry then feels an extreme stinging sensation on his side, he looks and sees a gray blur go past and sees a slash their even though his aura was at max. Because of the distraction he gets kicked in the chin and is thrown into the air, and is then caught by Kiba, who then drills down to the ground, and smashes himself and Kimimaro into the ground, kiba then jumps back beside Lee, when the smoke clears, they're surprised when they see Kimimaro getting up. When he's fully up everyone sees white plates of bone receding back into his skin.

"I have to applaud the two of you, very few people have ever hurt me, in recent memory Sasuke and Kabuto are the only ones who have managed it until now, guess I shouldn't hold back." Kimimaro says, as three curved, black lines appear at the base of his throat in a circular pattern that glows burning Orange and starts spreading across his body, when it stops it's in contorting and parallel lines.

"What the hell is that?!" Kiba yells.

"During the break between school years my team was on a mission, during that mission we were attacked by this unusual Grimm, it bit each of us somehow bypassing our Aura than ran off. No-one's seen anything like it before." Kimimaro says and then rushes towards them, and seemingly disappears from their view. On instinct they both drop to the ground and they see a bone… sword slice through the air over them, and they throw their legs up and hear a small barely audible crunch. "Hmph, you two are rather strong and quick, I felt one of my ribs crack, that is quite a feat considering they're as strong as steel." Kimimaro says smirking, since both of their feet are caught in his sprout out ribs which one is cracked, but it drops when he sees them smile.

"Hmph, haven't you heard?" Kiba asks.

"Heard what?" Kimimaro asks.

"That our drill, is the drill that'll pierce the heavens!" Lee Yells as he pushes all three of them into the air, then loops arms with Kiba, and they start spinning, and surprising everyone they spin into the air. Kimimaro retracts his ribs then realises they got him pretty high into the air. The 'drill' twists down at him.

(SHIT!) Kimimaro roars in his head, as Lee and Kiba impact into him.

"PRIMARY FANG!" Kiba and Lee roar before they impact into the field. The crowd is silent, until the smoke clears, and they see Kiba and Lee hobbling out of the crater, and they panting pretty heavily.

{Pant, pant} "Well you two just keep surprising me." {Pant, pant} They hear from behind them, they swivel around and see Kimimaro's hair turning dark gray, his skin turns brown, and then they see a… tail with bone spines down them, and then very large bone spines down his actual spine. On both sides of his back are three pipe like bones protruding out, then they see him lift his head up and they see black bands around his eyes, which the sclera are now black and the Iris is now yellow. "Hehehehehehehe, I can't believe you two actually pushed me into this state." Kimimaro says rushing towards them, and then rams into them then twists catching them on his tail, leaving slash marks on them, as they're thrown back.

"Well shit." Kiba says, getting up.

"Right." Lee agrees.

[In the stands]

Team RWBY, JNPR, and CFVY look at Sun and Neptune who have wide eyes. "We did not know about this!" They both yell.

[Back in the fight]

As they both finally get up, Kimimaro appears in front of them and uppercuts both of them the people watching notice his hands are encased in bone, he then grabs them both by their ankle and smashes them down onto the ground, making them cough up a bit of blood. In his 'bloodlust' he doesn't notice Kiba point his gauntlet at him, releasing a blast of lightning onto Kimimaro, throwing him back, giving them some room. "[pant] Lee I have [pant] an idea, but [pant] if it works [pant] both of us [pant] will be out of [pant] the ring as well." Kiba says.

"[pant] Right." Lee says and Kiba explains his plan, and after a couple minutes Kimimaro walk up, and he sees Kiba missing.

"Hmph not much of a team player your friend…" Kimimaro says, but is interrupted by a small surge of electricity hitting his back. Kiba then grabs him from behind.

"LEE NOW!" Kiba yells, and everyone sees a lot of heat exude off Lee, who appears in a hand-stand and kicks the two of them up, then pushes himself off the ground and rapidly kicks, pushing them up even more. Then grabs Kimimaro from the front and like a while ago they start spinning.

"PRIMARY FANG!" They roar, but instead of going down, they go side-ways, and let go of Kimimaro, when all three of them are out of the ring, landing on the ground with a thud. They're both lying on the ground when they see Kimimaro looming over them, and then he chuckles releasing the transformation falling to one knee.

"Hehehehehe, you two are rather impressive." He says.

"Hehe, and your rather fucking durable, I haven't felt this sore in a very long time. Lee you didn't break your leg again did you?" Kiba asks.

"M-maybe, I kinda can't feel it." Lee says.

[Shikamaru Vs Kabuto]

We see Shikamaru dodging slashes, using weapon in it's assault rifle mode to block kicks that Kabuto throws, when Kabuto disconnects. "Those friends of yours are pretty interesting, even if it took both of them to beat him, beating Kimimaro is no small feat, even Sasuke and I have trouble with him." Kabuto says praisingly, and puts his gauntlet up to block a kick, but frowns seeing Shikamaru smirk.

"Shadow Strangling." He says.

"What does that… Gurk" Kabuto says when a hand made of shadow is grips his neck. "Y-you a N-Nara a-aren't y-you?" He asks as three black dots in a triangle formation appears on his forehead, which glows that burnt orange color and splotches spread across his skin, and he slugs Shikamaru across the face, pushing him back.

(Troublesome.) Shikamaru thinks, starting to dodge the attacks, then shifts his weapon into it's bow form, as he jumps he forms a black arrow then shoots it when Kabuto goes to jump then realizes he can't move. Kabuto then feels something pierce his shoulder, his entire body feels cold, then all feeling in his body goes numb.

(I can't move!) Kabuto thinks, before being axe kicked in the head. Shikamaru then drops to the ground and sweep kicks Kabuto, then puts his hand out.

"Shadow Grab." He says, as his shadow spears off the ground coiling around Kabuto's leg, Shikamaru and by proxy his shadow tosses Kabuto across the forest, when he sees Kabuto somehow break the paralysis, Shikamaru is surprised when Kabuto disappears from his vision. He is then swept off his feet, something then impacts his back throwing him into the air when he's grabbed by the ankle, pulling him down crashing against the ground.

"Your not a frontline fighter, are you?" Kabuto asks with a sharp edge in his voice, shikamaru looks and sees that similar to Kimimaro, Kabuto's appearance has changed he now has brown red skin, waist length white hair, and yellow irises with black sclera. He has an elongated and sharp chin, his mouth is torn from ear to ear, full of canine teeth, and has two long horns on his forehead.

"True, but you know, against a Nara standing in the shadows is a bad idea right?" Shikamaru asks, making Kabuto realize that once again he can't move, and that the ground around them is pitch black. "Shadow Possession Field." He says smirking, as the field shrinks into the tether between their shadows. "Naruto win this!" Shikamaru yells, as he makes Kabuto jump out of the ring with him, making Kabuto laugh and release his transformation.

"You're pretty confident in your friend aren't you?" Kabuto asks.

"Of course I am, why wouldn't I have confidence in my team leader, we may only be first years. But our school's third year team, Team CFVY even takes precaution in a spar against us." Shikamaru says, as the two of them walk over to the rest of both their teams.

"Hey Kabuto, get over here and heal up this guys leg." Kimimaro says, as they see Lee passed out on the ground.

"What happened?" Shikamaru asks.

"Lee damaged his legs, and kept trying to get up, so I knocked him out." Kiba says.

*Sigh* "Troublesome." Shikamaru says.

[Naruto Vs Sasuke]

We see Naruto bend back to dodge a strike from Sasuke's Chokuto, Sasuke then jumps back to get away from Naruto's tail. He then dodges several shots from Naruto, who then shifts his weapon into a combat knife. Sasuke then lunges at him slashing at him, while Naruto impressively parries the strike and catches Sasuke with a reverse heel kick. "Hmph, you're not half bad, and your team has quite a lot of faith in you." Sasuke says, slashing at him again.

"Thanks, and they have the same amount of faith in me, as I have in them." Naruto says parrying the blade once more, then sends a slash of his own.

Sasuke similarly parries it. "I can tell we're both holding something back, for slightly different reasons." Sasuke say, slashing once again.

Naruto once again parries him. "Like what?" Naruto asks sharply, as they both jump apart.

"Well similar to my team, I have a mark. But unlike them I'm not as willing to use it, what's the use of power if it's artificial. But you, you have another power thats apart of you, but I can see it in your eyes, your terrified of it." Sasuke says, as flame like markings spread across his skin. "I want to see this power." He says appearing behind Naruto, and spartan kicks him across the center stage.

"Not gonna happen, people get hurt needlessly when I use it. And who cares if it's artificial or not, you can still use it to protect the ones you care about." Naruto says getting up when he's kicked in the head.

"Tch, what tripe nonsense, bonds, they do nothing but hold you back." Sasuke says smashing Naruto's head into the ground, when everyone in the arena feels the air get heavy, and he is smashed to the side by Naruto's tail which has turned orange at this point. And red is starting to bubble out of him.

"You have no idea of my burden, this power I never wanted, ...this power that caused me to be abandoned. You! Don't! Know! What! It's! Like!" Naruto screams, as the cloak engulfs him, and he appears in front of Sasuke and punches him so hard he's sent flying, and the audience swears they heard something crunch. But then they see the part of the cloak around Naruto's arm extends and grabs Sasuke and reels him in. He goes to punch again when his fist impacts against something new. Everyone sees his skin is brown gray, his hair has lengthened and is now blue gray, and his sclera are black, a black four pointed star now on his nose, and there are now webbed-claw shaped wings out of his back, they can all see two holes torn in his shirt.

[Stands]

"No, he lost control again." Weiss says.

"No, I don't think so, somethings… different." Jaune says.

"What do you mean?" Ruby asks.

"Well you can't tell since you've only seen him lose control once, but the air isn't as heavy, as when he loses control." Jaune says.

[Back in the Fight]

"Tch, you're rather impressive, that hurt." Sasuke says slapping Naruto away with the wing. "But you're pathetic as well since you can't control your own power, I'm disinterested with you now, this fights over." Sasuke says holding his right arm out, as everyone hears thousands of chirping birds as electricity starts sparking in his hand, and the transformation seems to coagulate on his hand and the electricity turns black and now sounds like thousands of flapping wings. Naruto similarly puts his arm out and his entire cloak coagulates around his hand as a blue sphere that inside is spinning in all directions. They both lunge into the air at each other and throw out their arm at each other. "Lamenting Chidori!" He yells.

"Vermillion Rasengan!" Naruto yells. While everyone watching is thinking 'HOLY SHIT'. After several minutes of a power struggle they're both blasted apart out of the ring hitting the force field between the ring and the stands, and falling unconscious. We then see Shikamaru and Kabuto talking.

"Your leader has a powerful semblance." Shikamaru says.

"Actually that wasn't his semblance, when we transform we gain a unique ability, creating and manipulating electricity is his, I can coat my body in some type of metal, Kimimaro can create even stronger bones, and Tayuya uniquely enough summons three Grimm that are under her complete control." Kabuto says.

"That was an impressive fight, but it seems that neither team is going onto the next round." Oobleck says.


Now please review.

Weapon Index:

Sasuke Uchiha: Kusanagi

Kabuto Yakushi: Medics Blade

Kimimaro Kaguya: His Bones

Tayuya: Dagger Flute

Semblance Index:

Kimimaro Kaguya: Dead Bone Pulse