W a r n i n g: There is swearing and violence and a little tiny bit of sex in here if you squint hard enough. (Don't get your hopes up though)

A/N: Okay so this chapter is longer then normal.. it's about 2200 words so enjoy. I'm sorry that I leftchapter sevenso short but I think I make up for it here so please take this as my apology. I'm actually quite proud of this chapter. I think it's my favorite. (Other then chapter one -smiles thinking about the lemon-) anyways here we go.

I think there are some thanks in order:

A special thanks to: blue-genjutsu, Isisoftheunderground, and flaming-scorpion for giving me ideas. I tried to string them all together and this is what I've come up with. I'd also like to take this time to thank everyone elsewho has been reviewing. You've made me a happy author. This one is for you. (Technically they're all for you but just play along like good little readers)

Shimizu Asuka

Power Shift

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Naruto didn't know what to do they were trapped. It was the worst feeling in the world. There were Itachi clones surrounding them. Naruto couldn't think. It was like all of his reasoning was getting sucked out of him. And those eyes. Itachi eyes were everywhere and he couldn't look into them. His and Sasuke lives depended on his will and power. He couldn't leave Sasuke abandoned but how was he going to be able to fight with Sasuke in his arms. Either way caused too much risk to Sasuke. It would've been so much easier if Sasuke had been awake. A totally different story. But no. Itachi had to cut him open and make him lose all that blood. That had probably been his plan to make Sasuke lose so much blood that he couldn't move, couldn't fight back. It all made sense now. Itachi being the insensitive bastard that he was had probably planned to have Sasuke lose blood and then rape him in front of Naruto. It would've hurt more if Itachi had followed through on his plan, but he hadn't and Naruto was so grateful.

Itachi causing so much hurt to Sasuke and Naruto on purpose was something that stirred something inside Naruto. Something full of anger and something that he knew Itachi wouldn't like very much.

Naruto could feel it. Feel an odd and yet familiar feeling rising through his body. It screamed power and it yielded to no one. It made his body burn with unforgiving pain, pain that he knew would soon be gone, replaced with strength and the power and will to do anything.

Naruto saw Itachi coming around the corner; the blonde boy placed Sasuke onto the floor and used Kage Bunshin no jutsu to create a clone to hold Sasuke. The newly made clone picked up Sasuke and carried him far enough away so that he was safe from the battle but so that Naruto could still reach him if he needed defending.

'Naruto…' a slow and low drawl came from pale lips approaching him.

'Itachi…' Naruto growled out. He was starting to change ever so slowly. It was painful but he dealt with it. He knew it would go away just like all the other times it had happened.

'Oh Naruto, don't be so angry. I was only playing,' Itachi said in his evil and bored tone. It was quiet but demanded to be heard.

'You're sick you know that,' Naruto all but yelled at the older man. He was furious. 'How could you do that to Sasuke? Twice. You've cut him to pieces two times already. Haven't you had enough?'

'No, I haven't had my fill. I was looking forward to having Sasuke,' at this Naruto cringed. What a sick bastard.

Itachi laughed at Naruto's cringe. It gave him pleasure to see his brother and his lover in pain. Yes, he was a sadist, but that didn't mean he was a horrible person did it?

'I never approved of you and Sasuke. It's sick and you… you're the Kyuubi. There are plans for you. I have plans for you. No need for you to be wasted on my idiot of a brother.'

'Does that mean you have plans for me to stay here with you?' Naruto asked cautiously. That would be worse then having Sasuke ravaged in front of him. Living with Itachi would be the end of him. He wouldn't be able to live as a sex toy, wouldn't be able to live without Sasuke.

'I wouldn't have you stay here. No need for the IQ of this place to go down anymore. I have enough idiots here. I don't need you as well.'

Naruto glared at Itachi. He wasn't an idiot. Itachi's reply raised suspicions inside Naruto. What would happen to him if he wasn't going to stay with Itachi?

'What is it that you have planned for me then?' Naruto asked unsure if he really wanted the answer.

'That is for me to know,' Itachi said before taking a step towards Naruto.

Pain went through his body in waves. He could feel fangs and claws sprouting. His ears were growing more pointed as the moments dragged on like hours. Pain can make a minute seem like eternity.

Naruto let out a mangled scream. It was almost over; he just needed a few more minutes. His eyes burned with a sudden change. Naruto fell to his knees clutching his eyes with the palms of his hands. He was screaming; he hadn't realized it. He hadn't realized that Itachi was laughing, or even the fact that Sasuke had awakened and was now looking at Naruto. He wasn't very strong but the sound of someone he loved in pain was more then enough to wake him from unconsciousness.

Sasuke moved his head ever so slightly to take a look at Naruto who was still on the floor but now he was clutching his stomach instead of his eyes.

The seal on his stomach was burning. It felt as if someone was peeling the skin off him and it was one of the most horrible sensations ever. Naruto yelled again. He couldn't contain it and he was quickly losing control of his body.

Itachi noticed the vulnerability of the blonde boy, who wasn't really that blonde anymore. He made to attack. Itachi was easily thrown back by a wave of chakra, and it was powerful. The Kyuubi was protecting Naruto since he wasn't fully transformed yet. He couldn't have Naruto getting killed before he had finish transforming.

Naruto suddenly stood up. He had changed drastically and it left Sasuke in awe. Naruto looked as handsome and sexy as ever but he had a dangerous, unstable and deathly aura surrounding him. It gave off a feeling of power and control. Sasuke knew that Itachi wouldn't win against Naruto. It couldn't be possible. Naruto in this state couldn't be beaten. It had taken the fourth's life just to sealthe Kyuubiaway.

Sasuke looked at the details that had been changed on Naruto's body. Naruto's hair had gotten redder, his whisker like markings had gotten wider and more jagged, he had fangs and his ears had gotten much pointier with little sprouts of hair on the points. Naruto had grown long claws on his hands and they looked very sharp. Naruto had a dark red aura of chakra surrounding him as well and it frightened Sasuke how scary Naruto had become from such changes.

'Naruto…' the whisper escaped Sasuke's lips without the boy saying it having any clue.

Naruto's head turned in the direction of where Sasuke was. He'd heard his name. Naruto opened his eyes to see Sasuke looking at him with fear in his eyes.

'Sasuke don't fear me,' Naruto said watching the dark-haired ninja's response to his red eyes; andnot onlyred butthey also had slits for pupils.

Sasuke didn't know what to say. Naruto's appearance before had frightened him; but those eyes had truly scared him. Those horrifying eyes that had no pupils, but slits. Sasuke couldn't stand the change and he soon fell back into unconsciousness but not before seeing Itachi make another lunge at Naruto.

Naruto dodged the attack with precision swiftness, like he'd done it millions of times before. Like it was a dance. One that he knew off by heart, even though he knew that that was impossible.

Naruto was dodging all of Itachi's attacks. It was making Itachi angry and a bit hastier with his attacks. He just wanted to hit him once.

Itachi was punching and kicking, using the two interchangeably; Just trying to get one hit in. One hit just to make it feel like he was getting somewhere. Was the Kyuubi really that strong?

Punch. Kick. Kick. Sucker punch.

Dodge. Bend. Shift slightly to the right.

Naruto stopped fully defending himself. Maybe he could make it seem like Itachi had the advantage; give him back some of the deceptions he pulled on us. Naruto tried half heartedly to attack Itachi. He could've taken him out fairly quickly but he liked playing with his victims. It just made it that more fun.

Naruto threw a few punches and almost clawed Itachi. He made unhappy grunts to make it look like he was actually trying his hardest. The Kyuubi inside of him was getting restless from having his power unused to its full potential.

Itachi had pulled out two kunai and Naruto followed suit. They clashed for a while until Itachi beefed up his attacks. He was starting to adjust to Kyuubi Naruto. In a final attempt at an attack against Kyuubi Naruto the four kunai formed a kind of "x". Blood was dripping on the ground from the occasional nicks.

'You know what?' Itachi said smiling.

'What?' Naruto said. He was aware of Sasuke's eyes on him again.

'Fucking you was the most fun I've ever had, besides killing the clan of course,' Itachi said. Naruto looked into his eyes. A very bad idea.

Naruto felt himself falling into a world of red and black. He saw a shadow version of Itachi.

'Naruto, I am going to fuck you for three days straight and you're powerless to stop me,' Itachi said in an echo-y voice. Naruto felt himself freeze. He couldn't move. His body wasn't responding and he was powerless to stop the oncoming Itachi.

Naruto was screaming bloody murder, hands on his head and his beautiful face contorted in pain. And Itachi was smiling? Who the hell did he think he was? Smiling at Naruto's pain.

It has to be the Mangekyou Sharingan, Naruto thought as his thoughts came in fragments. Sasuke… Sorry… Kyuubi… I can't…. Itachi… Stop…

Itachi had had his Naruto. The Naruto he had silently sworn to protect with his life. To keep this from happening. He couldn't take it and soon tears sprung to his eyes. He couldn't stand the searing pain in his chest. Sasuke tried to worm out of the clone Naruto's arms but he was weak and it was hard to fight your wayout of a half transformed Kyuubi Naruto's arms when he didn't want you to go anywhere. Sasuke's eyes blazed with the Sharingan but he stayed put.

Sasuke didn't want to watch. He could only imagine what Itachi was doing to Naruto. He didn't want to think about what it had been like the last time he'd been under the hypnosis of the Mangekyou Sharingan. He'd seen his parents, and Itachi killing the rest of the clan. It had been awful. Sasuke flinched at the memory. The clone noticed this and thought that it might be better if Sasuke was lying down. The clone somehow managed to sit down gracefully with Sasuke in his arms. He laid him out so that Sasuke's head was in his lap. The shadow replica then proceeded to calm the boy down by stroking his hair gently, lovingly, like the real Naruto would've if he hadn't been hypnotized. Sasuke was grateful of this and was getting drowsy. Naruto had stopped shrieking and Itachi was waiting patiently for him to come to. He always liked seeing the look on his victim's faces when they woke up from the world that he created. It gave him shivers of excitement.

Naruto's eyes slowly fluttered open and his ass hurt like hell. He quickly passed it off as he saw Itachi's feet. His eyes opened and he set a look of death on his face. He didn't wan to put up with such nonsense anymore. If that was all that Itachi had then this would be easier then he had originally planned.

Itachi started forming seals and Naruto knew that it most likely wasn't going to be good. He could tell by the seals that it was an illusion technique. He didn't know how or why but he had to stop Itachi and he had to do it now. The older man was staring at Naruto. The Kyuubi vessel looked deep in thought.

Too late.

Itachi had gathered enough chakra and performed the seals correctly. He aimed the genjutsu attack at Naruto. Except that Naruto wasn't there anymore. Had he vanished when he had blinked or was Naruto standing so still an illusion after all?

Itachi noticed Sasuke on the floor, his head in the cloneNaruto's lap. He smiled an evil smile. Time to do some damage.

'What do you think you're doing?'

Itachi whipped around. Naruto had been around the corner hiding his chakra?

'Your fight is with me,' Naruto said hoping to draw Itachi away from Sasuke. If he laid one finger on Sasuke again…

Itachi smiled a not happy or evil smile… it was actually more like a grimace. Maybe he finally realized that he was going to lose.

'Look you…' Itachi addressed Naruto. He looked frazzled, so unlike Itachi. 'You're not good enough for Sasuke. Our parents wouldn't approve of your relationship. You two shouldn't be together it's not right. He doesn't love you. He doesn't love anyone anymore. I killed his capability to love. I gave him hate. I gave him strength. You're just holding him back. Leave him. Stay away from him.'

Naruto looked at Itachi like he'd sprung another head. He couldn't be serious.

'My Sasuke…' Itachi whispered turning away from Naruto and walking towards Sasuke.

Was he delusional? Something had to have snapped during the fight. Naruto saw the small almost unnoticeable movements of Itachi fishing a kunai out of his weapons pouch. Naruto didn't like that. Was he going to finish Sasuke off here and now?

Naruto moved like a shadow, quick and precise. He felt like he was going in for an assassination. Well in a way he kind of was. Itachi was going for Sasuke, Naruto wouldn't let that happen. He was here for Sasuke now he couldn't let that happen right before his eyes.

Not when he could stop it.

Not when he still had power.

And not when Sasuke was lying so beautiful, peaceful and helpless.

Maybe that's how he found the kunai in his hands.

Maybe that's why Itachi's eyes bulged out when it plunged flawlessly and deeply into his chest.

And maybe that's why killing Itachi felt so damn good.

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--To be continued--

A/N: -dies- Okay so it's 3:18 in the morning and I'm spent. I worked on this for... 3 hours straight I think.. running on nothing but the thought of finishing the chapter and some caffine. (My friend wanted me to and so did I) I love writing late into the night... just maybe not this late.

Please review and tell me what you think as always. I'm not going to attempt to bribe you with anything as I am way to sleep deprived to think of anything except maybe chapter 9.

Anyways thanks again
Shimizu Asuka