Orochimaru watched from the shadows as the Nine-Tailed brat dropped down from the tree branch to the forest below where he had buried an Earth Scroll several hours earlier. The useless pink haired girl took a position a few yards away to be a lookout while Sasuke stayed on his tree branch about four feet in front of him.

It had taken him years of planning and research to get to here, only a few more steps in his plan to seize control of the Uchiha eyes and destroy Konoha. He let a smile curve his lips as he thought about finally killing his old sensei. He glanced down to the kyuubi brat; he looked exactly like Jiraiya's pupil who beat him out for the Hokage title. He would never admit it to anyone else but the foolishness of that old man's decision still made him furious. The itch to kill the Fourth's Legacy was near maddening, but in respect for the Akatsuki and their goals he would refrain.

Orochimaru moved his eyes back to Uchiha who had his back turned to him; he was just standing there, his for the taking. Normally he liked to play with his pray, toy with them, and get a good idea of his abilities. But, he was short on time; he had to be back in Suna to impersonate the Kazekage. He'd love to delegate these responsibilities but, as the old saying went; if you wanted something done right you had to do it yourself. Plus the added bonus of watching all the cogs fall into place.

Now that Sasuke was in such a prim spot all he had to do was bite down and give him the curse mark. Eventually his hatred for Itachi would drive him to seek greater power, Sasuke would come to him willingly, and then the Uchiha Eyes would be his. He moved his hands into the proper seals and pushed the chakra into the jutsu.

XxX

Sasuke rolled his eyes as Naruto began to dig around at the base of a tree. He probably forgot where his clone had buried it, typical Naruto. Lately, however, Naruto seemed to be less inept than usual. He was prepared for things Sasuke hadn't thought to prepare for and had come up with a pretty good plan before he or Sakura even thought too. In fact, ever since the land of wave's mission, Sasuke had noticed a lot of things changed about his blonde teammate. He seemed more focused, stronger and faster, now he was studying to become a seal master. Maybe, after the second phase of the exam he would have a look in on Naruto's training.

His thoughts of Naruto were forcefully driven from his mind as two sharp things dug into the soft skin between his neck and shoulder. His hand clamped down on the spot and spun around, a kunai already in his other hand. He didn't see any enemy ninja or giant animals hoping to have him for dinner. He would have thought it was just his imagination but the burning pain in his neck told him otherwise. Had he been hit with poison? The pain doubled as it spread through his body and he let out a cry of pain as he dropped down to his knees.

XxX

Naruto's body moved of its own accord, pocketing the scroll and jumping up onto the branch Sasuke was on. Sakura was already beside him with her hand on his back. "Sasuke! Sasuke, what's wrong?" she asked worriedly.

"Something… bit me." He panted out.

"Naruto, help me move him!" Sakura said as she tried to pick him up.

Naruto stooped down and maneuvered so that he could carry Sasuke on his back before turning back to Sakura. "Should we wait it out or keep moving to the checkpoint?" he asked.

She bit her lip and looked around her as though the answer would be out there. "The checkpoint is about thirty minutes to the northwest, they'll have medics there who would help him a lot more then we could out here." She said, still not sounding to sure of her answer.

"Well, let's go. We should stay near the tree tops so it's harder to spot us." He said before jumping up to the next tree branch.

They had been traveling for about fifteen minutes when Naruto noticed they were being followed. He glanced over to Sakura who nodded to him that she knew they had company. "What do we do?" she whispered.

"I'm gonna make shadow clones to through them off our trail, make sure Sasuke doesn't fall off my back." Naruto said.

He waited for her to get behind him before he moved his hands into the seals. He created three sets of team seven, the first clone team kept on their path and the other two ran off while the originals dropped down to the ground and ran a head of the first clone team. If they hurried they could get there before the other shinobi caught up to them and tried to steal their scrolls.

Naruto winced as he felt the set of clones behind him destroyed. It was one of the genin from the Sound Village, the taller one. He concentrated more on his clone's memories, he had cannons in his hands that emitted sound, and he was fast. Naruto needed to make a decision now. He knew Sasuke was in was in no condition to fight, and he couldn't very well just leave him hanging on a branch. Sakura wasn't the combat type; she would be more helpful if she could guard Sasuke.

"Sakura, take Sasuke and find somewhere to hide nearby, there's only one guy behind us the other two are still chasing my clones." He said slowing down to a stop.

"Are you sure Naruto?" Sakura asked as she looped one of Sasuke's arms around her shoulders and took control of him.

"Yeah just hide quickly!" he said turning his back to her.

XxX

Sakura dragged Sasuke's twitching body over to a large hollowed out log about ten feet from Naruto. She ripped about a four inch piece of cloth off the bottom of her dress and soaked it in the cool water from her small supply of water before laying it on his forehead. With any luck it would help stabilize his fever, if his temperature kept rising like this he might get brain damage. She pulled down the high collar of his shirt to get a look at the bite.

There were two puncture marks around an odd shaped bruise, was that where he had been bitten? What kind of venom made a bruise like that? Maybe the poison had pooled under the skin. Should she try to remove the venom by cutting the skin over the bruise? She pulled out a kunai and shakily held it over the bruise and puncture marks. But before she could unknowingly make it worse, there was an explosion that rocked the ground.

"Naruto!" she whispered frantically, hoping he was alright. Sakura crawled on her hands and knees to the mouth of the log to peek out.

Naruto was right; the tall ninja from the Sound village was the only one that had caught up to them. He was taunting Naruto, who was a few feet from her, panting hard and kneeling down on the ground.

"You're little friend Sasuke, we were sent here to kill him" he laughed causing shivers to run down her spine. "But first I think I'll kill you're pretty pink haired teammate, then Sasuke, and I'll let you watch."

"No." if Sakura hadn't been so close she wouldn't have heard it. "I won't let you." Naruto said louder. "I won't let you hurt my friends!"

The Sound Ninja laughed but Sakura didn't pay much attention to him, something foul and full of rage and hatred had filled the air. At first she had thought it was the Sound Shinobi, but then she saw Naruto. Orange-red chakra swirled around him and licked at his body like flames. She watched in horror, as his hair grew longer, wilder, and his hands turned claw like. There was a hiss of steam and Sakura shifted to get a better look, his scrapes and cuts were healing themselves. Was this a bloodline trait? He did say he was he was part of a clan. The sinister chakra held her rooted to the spot, she wasn't even sure if she was still breathing.

"You can't kill my friends," his voice had turned gravely, animal like. "Because I'm gonna kill you!" he shouted.

Sakura didn't know what was happening to Naruto, but she wanted it to stop, she needed it to stop. He was Naruto, the goofball who kept everyone on their toes. But now he was a monster, something had taken over him and she was helpless to stop it.

He crouched down low like an animal before disappearing in a burst of speed that, neither she nor the Sound Ninja could see. And then Naruto was behind the sound shinobi and sent a bone crushing kick to his ribs, followed up by a punch to the face. The other ninja smashed into a tree fifteen yards away with a force so great the tree splintered at the point of impact. But Naruto, or the monster that had hold of him wasn't through yet, he ran forward again and pulled the other ninja from the tree and swung him around.

Even from the distance Sakura was she could hear the sickening pops of his shoulder and elbow dislocating. Naruto punched him again and again. He grabbed him by the other arm and swung him into another tree and Sakura winced as those joints, too, were dislocated.

She couldn't take it anymore, she had to stop him. She needed the old Naruto back. With a force of will greater then she thought she was capable of she forced herself to her feet and ran out. "Stop!" she called. "Please, Naruto, stop!" she was crying now, unable to stop.

Naruto stopped three feet away from the Sound Ninja and what she saw made her heart stop in fear. The whisker like marks he had had on his cheeks for as long as she had known him had thickened. His mouth had grown wider and long sharp fangs were bared. His wide blue eyes that could out shine the sun were now more narrow with slit like pupils and red, blood red.

She forced herself to talk to him. "Naruto, please, he's not going to hurt us anymore. Please Naruto, don't do this." She begged him.

For a moment he looked confused, then he blinked and it was like the red chakra had never taken over. His eyes were blue, his teeth smaller, his hair shorter and his nails short and un-pointed. He looked worriedly at her then back at the Sound Ninja.

"Are you okay, Sakura? Why are you crying?" he asked jogging over to her.

She didn't feel her mouth drop slightly; did he really not know what had just happened? Should she ask him about the red chakra, would he even know? The look of genuine curiosity and worry told her just to wait to speak with Kakashi-sensei.

"N-nothing." She lied and turned around to look at where she had hidden Sasuke. "Let's go before the others catch up to us."

Naruto didn't look convinced but nodded just the same. All she could do now was hope he didn't try to pester her about it or turn into that monster again.

A/N

Hope you enjoyed, please review! And no this will not be a Naruto/Sakura fic, what little romance there is in this will be with Hinita!