A.N. The only thing I'm going to say about this is that it was my favorite flashback to write (thus far) and I felt that it needed to be its own chapter, strictly from Itachi's point of view. Enjoy!

"I know I say this every year, but Konoha is so faaar," the old man said, sitting on a stump and staring at the teacup in his hand. A fan-shaped crown sat above his wrinkled face. A regular old man, simply fooling the world by clothing himself in gaudy finery.

The daimyo of the Land of Fire.

Behind the old man, a luxurious palanquin awaited its master's return. Around him were two of the Twelve Guardian Ninja, and a dozen or so attendants. And Itachi's Team Two, spread out in a loose circle.

A main road led from the capital of the Land of Fire to Konohagakure. They had already covered half the distance, and the village was just up ahead. Flat in and around the city, the road started to climb into the steepness of a mountain path. The new green of the woods hung over the heads of the party.

"It might be best if we hurry," Yuki said, ever so timidly. "Otherwise, we won't reach the village before nightfall."

In front of him, Itachi saw Tsukiko shake her head. To say she'd been disappointed with the daimyo was an understatement. He had none of the gentle wisdom, strength, or command that was present in their own Hokage. And she was exasperated with Yuki, the jounin currently bowing his head to the point of servility, humble before even the Twelve Guardians.

Itachi's hand tapped lightly against his leg, the only sign of his unease. They were not in their proper positions. Tsukiko was always supposed to be with him or behind him, the defense to his offense. But Yuki, in an effort to impress the daimyo, had wanted Tsukiko up at the front with him, her Gensogan leading the way. The other three genin were left to guard the sides and back of the palanquin.

It was slowly becoming obvious exactly how incompetent his sensei was. Anyone with an inkling of strategy would want Tsukiko near the back, her Gensogan hidden until she could surprise the enemy. Instead she was paraded around in front, her eyes switching colors for anyone to see. Yuki has instructed her to keep changing chakras, giving a half-thought excuse of intimidation. But it was quickly draining Tsukiko of chakra that she might need, impressive as it looked.

The daimyo has certainly been intrigued, and continued to take notice whenever Tsukiko looked back at Itachi, worry etched on her features. The old man had even loudly mused that she might someday make a good guard for him, to which she had bowed politely.

Itachi scoffed. She wasn't anyone's guard, she was his partner. If she didn't want to leave him, then nothing would make her go. He had that faith in her.

"Alright…" the daimyo sighed, finally taking Yuki's advice. He slowly lifted his bulk up, the enormous fan-shaped crown on his head rocking. The two Guardian Ninja watching over him each took one of his arms.

Tsukiko stiffened, something on the road ahead catching her attention as she widened her stance defensively. Her movement was instantly noted by Itachi, whose eyes followed her gaze.

"Minazuki-Sensei," he warned, staring at the road ahead as he listened to the exchange between the daimyo and his men.

"What?" The instant Yuki let his eyes chase his genins' gazes to the road ahead, his previous looseness vanished, and his face grew grim. At the change on their teammates, Tenma and Shinko stiffened as well.

"The daimyo," Yuki warned the Guardian Ninja.

The two grabbed the old man from either side and lifted him into the palanquin. The five members of Team Two stepped out in front of the daimyo's party and spread out in an arrow formation, with Yuki at the tip.

Itachi wanted to sigh with frustration. Though he was much closer now, Tsukiko was still in front of him, where their usual teamwork was hindered. There was no time to worry about the consequences now, though.

In the distance, a man was approaching. He was walking with a jaunty step, practically bouncing off the ground. Nothing suspicious about this. So then, why were all five of them uniformly on guard?

The reason was the man's face, which was hidden behind a bizarre mask. The surface was painted a burnt orange with horizontal black stripes at uneven intervals. A jet-black hollow around the right eye allowed the man to see. On his body, he wore a long black coat with an open collar that reached below the knee, loosely tied with a thick white bandage. His appearance was reminiscent of a clown. He was not a ninja.

But Itachi's instincts were telling him there was something ominous about this man. He knew Tsukiko felt the same, from the stiffness in her shoulders and her clenched fists. Their nervous tension was communicated to their three teammates, setting them on edge as well.

"Hey are we all right?" One of the Guardian Ninja asked from behind.

"We're just going to check this out," Yuki replied grimly. "Wait there."

The masked man moved lazily forward during this exchange, and then threw his right hand into the air when he was a few feet away from Yuki. "Umm, I have a question I'd like to ask, if you don't mind?" He sounded extremely drowsy, his voice high-pitched and childish.

Yuki unconsciously smiled broadly at the anti climatic nature of the man's tone. "This road is closed today. How did you get onto it?"

"Oh, it is, then?" The man spread out both arms in an exaggerated fashion, his wild movement drawing all eyes to him.

The air shook.

Itachi felt a subtle disturbance in his chakra. "Minazuki-Sensei!" He shouted, but he was too late.

Genjutsu.

Itachi immediately dropped down into a defensive posture, while before his eyes, Yuki was frozen in place, standing rigidly straight. Through his skin, Itachi felt the people behind him freezing as well. The daimyo, his close aides, and the two Guardian Ninja had also been caught in the genjutsu.

Tsukiko was crouched in front of him, her eyes wide and spinning when she glanced back to see if he was okay. Itachi wanted to berate her for taking her eyes off the enemy, but relief that she was unfrozen sealed his mouth.

"Oh ho, that there would be anyone who could dodge my genjutsu, hm?" In a flash, the voice of the buffoon of only moments ago was brimming with intelligence. The hole in the mask seized on the two children. "And that three of you managed it…"

Itachi's breath caught at the fact that someone else had managed to avoid the genjutsu. And then he felt a chakra and aura racing up on him. Something was squirming beside him.

"What did you do?!" An angry voice cried out.

Tenma.

Before he knew it, his teammate was charging at the man. As he ran past, Tenma glanced at Itachi. "My specialty is genjutsu. You can't get me with a technique like this!"

"A technique like this. Oh, well said," the man murmured.

'He's laughing…' That's how it looked to Itachi.

"Tenma, stop!" Tsukiko cried out, trying in vain to grab the older boy's clothes as he passed by. "That guy is dangerous!" Her voice was shaking slightly, fear evident.

"Tenma!" Itachi also called out to stop him. "We need to look carefully and calmly at our—"

Tenma thrust a kunai into the throat of the masked man, who continued speaking, his voice almost gentle and chiding.

"A ninja who cannot objectively assess a situation…"

"Wh-What's happening?!" Tenma asked, sounding terrified. And for good reason.

His arm had been sucked into the man's throat and shot out the back of his head. At first glance, it looked like his fist had smashed through the man's head, but the man didn't look the slightest bit uncomfortable, and not a drop of blood was spilled. Tenma's arm had passed right through the man's body.

"...will die."

"Heenyah!" Tenma made a sound so strange, it was hard to believe it came from a human being. His body flew up into the air, his strangled cry seemingly echoing in Itachi's ears. The reason for his flying back was the man's arm, which pierced Tenma's body and lifted him up.

This time, it was no illusion. As proof, fresh blood gushed from the boy's torso, flowing to the ground like a waterfall. Tenma convulsed in tiny seizures, but gradually grew quieter, until he finally stopped moving completely.

"Those who would rush forward, recklessly seeking distinction, die young. That is the reality of the world of ninja." The man looked at Tenma's eyes, focusing on an empty spot in the sky now. "But it's already too late to teach you that, hmm?" The man's voice, though deep and powerful, was still that of a teacher lecturing a student.

He forcefully shook the arm that penetrated Tenma, and the corpse slid off and hit the ground.

"Of course, you did not fall, hm?" The hollow in the mask turned to Itachi. "And you did not foolishly charge like this child, but attempted to coolly assess both your power and mine. Wonderful, Itachi Uchiha."

"How do you know my name…?" The question left him before he could stop it.

"I expect that I know everything about the Uchihas," he answered casually, his gaze gliding over. "But the same cannot be said for the Amaya clan."

Tsukiko's eyes were firmly fixed on Tenma's body, her gaze far away. Still, sensing that she was under scrutiny, she met the man's gaze unflinchingly, her jaw tight with anger.

"Such spirit," the man murmured, his voice sliding over the two children. "I imagine you've seen horrible things in your time, Tsukiko Amaya. But do you wish to die here?"

Her body froze, and Itachi realized with something very close to panic that she was closer to the man than he was. She was the closest target.

The masked man's bouncing was replaced by a no-nonsense step as he moved toward her. He walked very much like a ninja now. Slow and purposeful, like he had all the time in the world. "My objective is that old man's life. If you sit and watch quietly, I will spare the two of you."

Time seemed to slow as he approached the frozen Tsukiko, the weight and pressure of his presence increasing as he drew near.

Itachi's hand shot forward of its own accord, acting completely on instinct.

The masked man paused, as if anticipating an attack, the intense feeling of his chakra rising further.

The young boy latched onto Tsukiko's wrist with a bruising hold, wrenching her behind him forcefully. Caught off-guard, she fell to her knees, her paralysis broken by the sudden pain in her wrist and cuts on her legs.

"Oh ho," the man relaxed, sounding amused as he continued walking. "Perhaps not so calmly and coolly as I'd thought, Itachi."

"I am a ninja of Konoha—" Itachi felt a pressure like he was being choked, but he desperately forced his throat open enough to spit out the words.

Now that Tsukiko was behind him, safe, he felt like a frog under the watchful eye of a snake. His body wouldn't move the way he wanted it to, frozen just as Tsukiko had been. Perhaps because of the man's wordless pressure, focused on the closest target. Perhaps his instincts, sensing the difference between his own abilities and those of the man, refused to let him fight. Or perhaps all the blood in his body had collected in his head, as his brain frantically tried to analyze the inexplicable phenomenon that was that man's body.

Whatever it was, the fact remained that he could not move.

'I can't come up with a clear solution to a situation I've been put in.'

This was the first time in his life anything like this had ever happened to him.

The masked man come up beside him. On his approach to the daimyo, it felt like he stopped next to Itachi. "Could you say what you said one more time?" The man cocked his head to one side.

"I am a ninja of Konoha," Itachi said, hoarsely.

"Does that indicate that you wish to die?"

From behind him came Tsukiko's sharp intake of breath, and the sounds of her rising to her feet.

'No, Tsukiko!' Itachi's fingers twitched.

"You can become a good ninja. There's no need for you to rush to your death here. Still, if you say you wish to die, then I won't try to stop you."

'Move,' Itachi ordered his body. 'Move before she dies!'

"Ngh!" As the half-groan escaped him, Itachi managed to move just his right arm. He punched at the mask with his right hand, bereft of even a kunai.

Just like Tenma, his fist slipped through the face, and came flying out the back of the man's head. He was sure the man was standing there before him , but no sensation of touch was communicated to his brain. That fear that he had already fallen prey to the man's genjutsu grew in Itachi's heart.

"I see. So you wish to die." The man brought his arm toward Itachi and swung it downward.

He briefly registered a blistering heat behind him, reaching over his shoulder, but his attention was completely on the the palm stopped inches away from his face.

The man looked up toward the sky, blotted by the thick canopy above. "That chakra," he said softly. "Kakashi Hatake."

The man turned his face back down toward Itachi, not at all perturbed by the flaming fist pointed up at him from over Itachi's shoulder. Tsukiko had forced herself to move at the last instant, rushing forward in a desperate attempt to block the blow that never came.

"A narrow escape for you, Itachi Uchiha."

'The mask's shaking.' Itachi no sooner had this thought than something incredible happened.

The man was sucked into the hole in his mask. Before Itachi's eyes, the black body concentrated on a single point and was swallowed up by empty space, like water in the bath after the plug is pulled out, until finally, even the whole in the mask disappeared.

Itachi felt Tsukiko's shaking body pressed against his back as she collapsed, her head and outstretched arm falling limply on his shoulder. Her breaths came out in uneven gasps, and he dimly registered the tears streaming down her face, staining his shirt while she weakly gripped him.

He stood there, dumbfounded, as four figures dropped down from the sky above. They wore animal masks. Anbu, an elite group under the direct control of the Hokage.

"Are you alright?!" The shortest of the four, a boy with gray hair in a fox mask, shook Itachi out of his state by placing a hand on Tsukiko's back. "Is she hurt? What happened?!"

The younger boy turned to wrap an arm around Tsukiko, letting her lean against him as she continued shaking, her eyes staring vacantly. He said nothing to the boy, his eyes searching Tsukiko for wounds. His eyes kept returning to her wrist, bruised with his fingerprints.

The other three Anbu were going around releasing the daimyo and the others from the genjutsu. As he woke, the daimyo spotted Tenma's body and shrieked.

"Everyone but me was suddenly hit with a genjutsu, and it took a while to release them all," the older boy explained apologetically. "Sorry we're late."

Itachi stared dully at the fox-mask boy. "Kakashi Hatake…"

"How do you know that name?" The boy asked sharply.

And Itachi instinctively knew that the boy in front of him was Kakashi.

Even with the warmth of the blanket wrapped around his body, he couldn't stop shaking. The man's attack felt like a memory of a distant day, but it had only happened a few hours earlier.

Given the urgent nature of the situation, the daimyo's visit was postponed, and he returned that day to the Land of Fire. After hearing reports from the Anbu and Yuki, the Hokage and the other village officials decided to have Itachi and Tsukiko debriefed in a few days. They were sent home immediately after they returned to the village.

Tsukiko's grip on him tightened, and he pulled her closer, one arm around her waist and the other on her shoulders. He was leaning against the wall of their room, with her sitting between his legs, her head buried in his shoulder.

After returning home, they didn't feel like doing anything. Neither child could even muster an interest in eating supper, and had retreated to their room, despite the early hour. Even Sasuke was still awake. They'd huddled in a corner, Tsukiko silently clinging to him, afraid to let go.

Itachi felt the same way. The sense that he could have lost her today made him want to hold onto her tightly, to make sure she was really still there with him. They were still children, after all. So they just sat in the dark, wrapped in blankets, enduring the incessant shaking that plagued them both.

In his heart was a disappointment with himself.

Tenma died. Right in front of him. And he hadn't even tried to save him. Or rather, he hadn't been able to save him.

He hadn't been able to do anything.

Not even to help Tsukiko. If the man had seriously gone for her, she would be dead. The only thing he had accomplished was bruising her. His eyes once more fell to her wrist, where the discolored traces of his grip seemed to glare at him accusingly.

"Are the children alright?" He heard his father's voice from the other side of the sliding doors as the man arrived home.

Tsukiko lifted her head, wanting to hear the response. Itachi moved the blanket slightly, allowing her free movement, despite his instinct to curl around her tighter.

"Neither of them ate. They're still laying down in their room." His mother's voice.

"They're ninjas now. Teammates sometimes die in front of you." Despite the harsh words, there was a deep weariness to his father's voice. A sorrow, for such an occurrence was not something children should ever have to experience. Fugaku had been the one to bring Itachi to that battlefield, but the bodies of strangers were incomparable to those of friends.

"But Itachi and Tsukiko are still only eight. They should really still be playing at the academy with their friends."

"A testament to their talents. It's precisely because those two attracted the attention of the people on the village that they were assigned the mission of guarding the daimyo. And precisely because it was an important mission, it carried an element of danger. Living through carnage time and time again is how a ninja grows up." The man sounded as if he was trying to convince himself.

His father's words pushed through the warmth of the blankets and pierced Itachi's heart, to the point where he finally allowed his forehead to rest on Tsukiko's shoulder, needing something to ground him.

'Still green.'

He was lacking. He was lacking, and so his teammate died. He was lacking, and so he'd hurt Tsukiko. His father was saying all of this because he was not good enough yet.

He wanted more power. Enough to defeat that man. Enough to protect Tsukiko.

"Can't you get him into the Military Police, and have him working under you? I know they won't want Tsukiko there, but maybe you could—"

"They won't be joining the Military Police." His father's words dig further into his heart. "I'm thinking about their futures here. They need to keep working hard as genin right now."

"But Itachi's just—"

Fugaku interrupted Mikoto sharply. "It's fine. I'm sure he'll get over it. Tsukiko too."

Itachi buried his head deeper into Tsukiko's shoulder, allowing the blankets to fall over him in an attempt to escape the sound of his father's voice. She ran her fingers through his hair, her trembling slowing as she comforted him. She hummed some nonsense song as she vainly tried to drown out Fugaku's painful words.

"He's an Uchiha, after all. And Tsukiko's a Gensogan user. They're stronger than that."

"Nnngh!" Emotions he couldn't suppress became a groan of anguish and forced its way out of him. His body shivered and shook, hot tears streaming from his tightly closed eyes as he curled himself as tightly as he could around Tsukiko, trying to hold back the childish sobs that wanted to escape.

Itachi wasn't shaking because he was afraid. Anger at his own useless self rocked his body. A sense of helplessness, defeat, emptiness, disappointment. He shook with these waves of emotion, turned inward to race through his body.

"Itachi?"

Tsukiko's worries questioning sounded far away. He wanted power. He didn't have enough power to protect his teammates. Nor enough to put his father's mind at ease.

'More. More…'

He would go beyond even that masked man. No, he would have the power to go beyond anyone and everyone in this world. And then, he would grab onto the root of all fighting with his own hands.

Itachi felt something hot beneath his tightly closed eyelids. Not tears. Something hotter than that.

Throb.

He felt a pounding at the nape of his neck, and faintly heard Tsukiko whisper that he was burning up. Something like fire shot through his body and concentrated around the pounding, before pouring into his eyes.

Itachi finally realized that the source of this blazing power was chakra.

Those born into the Uchiha clan were cloaked in a chakra with fire attributes. But he had never before on his life experienced this kind of heat from his energy. Still, he managed to coolly assess what was occurring within his own body.

Tsukiko pulled away, taking the blankets with her as she tried to figure out why Itachi's body had heated up so much so suddenly. "Itachi? Are you okay?"

The young boy raised his head at the sound of her tearful voice, before gradually opening his eyes.

'Awakening.'

The world was colored red. Everything was different from the scene of only moments ago. On the other side of the sliding door, three flames of different sizes flickered. The lives of his father, mother, and Sasuke.

And next to him, another flame. Tsukiko.

He focused his attention on the three flames. The sliding door faded, and he clearly saw the neighboring room. Three people lived in this red world. If he squinted and concentrated, he felt like he would even be able to see their hearts beating.

Tsukiko's hand brushed his cheek, and he turned to her, pulling back his view to see her features. The awe in her eyes and the brightness of her smile rivaled that of the flames he could see inside her. "The Sharingan," she whispered, staring into his red eyes intently. Her face was only a few inches away now, and Itachi felt another type of heat in his face.

'I'm dizzy…'

He was wasting chakra, and more than he expected if he was this lightheaded. Itachi closed his eyes and took a deep breath. When he slowly opened his lids again, the world had returned to normal.

For a split second, anyway. Then his view was completely blocked by Tsukiko hugging him tightly whispering words of praise and delight, speaking softly so as to not alert his parents.

She had not simply overcome her previous feelings of loss and sorrow, but rather, her excitement at seeing Itachi activate his Sharingan for the first time had overwhelmed all the negative feelings. It was tangible proof of their growth, and proof that he was getting stronger and stronger. And that made her hopeful.

Itachi held her tightly, the dizziness not fading, and remembered the masked man. Itachi had been close enough to see an eye on the other side of that small hole in the bizarre mask and clearly remembered three magatama floating in that red iris.

"You won't beat me next time," Itachi murmured, as red colored his eyes once more.