A/N: You might want to read from the beginning to refresh your memory, it's been awhile. Last chapter, Naruto just entered the academy and meet the other rookies. Fugaku has plans of his own that we have yet to see. Naruto has been slowly opening up to Shisui and Itachi, he was hesitant to fully trust them yet. In this chapter you'll see how his trust in them has grown, particularly in Shisui. I will also introduce some new characters.

On with the story now!

Brother

Deep inside the village in the furthest corner, stood one the largest clan compounds in the village. It was located far away from the other clans compounds.

If one didn't know any better, they would have thought, that this clan must not be of high significance. But this clan was none other than the mighty Uchiha Clan. It was odd to find one of the strongest clans in such a secluded area.

But this didn't seem to cross the minds of the majority of civilians and shinobi of Konoha. To them the Uchiha were as strong as ever, and are the pride and joy of the village. But they didn't notice the Anbu black ops members, that were hidden in the outer corner of the compound.

Something was definitely going on...

Inside the Uchiha compound lied the Naka Shrine, one of the most conspicuous and sacred locations within the Uchiha district. Shisui slowly made his way towards the shrine. The moon had just become visible signaling the transition to night.

The streets were quieter than usual with only a few civilians out. It usually was like this when this time came around. Shisui walked through the torri, signaling the transition from profane to sacred.

He walked into the shrine and into the main hall. He made his way to the seventh tatami mat from the far right and lifted the mat. A secret entrance. A large stone with a sharingan eye wrapped in a sealing formula, guarded the entrance. Shisui went through a set of hand signs that only a number of selected members of the clan knew in order to move the stone.

Walking down the steeps, it led to a dark room, lit only by two small torches at the far end of the room. This was the secret meeting place of the Uchiha Clan.

At the end of the room was a stone tablet that held the secrets of the clan. Fugaku Uchiha was seated on a mat and had a serious look on his face. Seated to his left was Mikoto Uchiha, her face was impassive.

To his left were the elders of the clan. Seated before him were his clansman, awaiting their clan head to speak. Fugaku look over his clansman, there were 50 of them present at the moment. All chosen personally by Fugaku himself to be here. These were strongest members of the clan and some of the most loyal as well.

Certain information discussed here was to be passed along to the other members on a need to know bases. Shisui walked into the room and received a nod from Fugaku, which he returned before joining his clansman.

Fugaku noticed that Itachi wasn't among them and he scowled. He looked at his wife.

"Mikoto, do you know where Itachi is?" he asked gruffly.

"I believe he is on another mission for the Anbu" she replied.

Fugaku grunted, "didn't you tell him that we were having an important meeting today?"

Mikoto sighed "Of course I did" she said in a annoyed tone.

Fugaku closed his eyes in contemplation. Itachi was beginning to act more strangely since joining the Anbu. He had been pleased when Itachi moved through the ranks so quickly. Graduating at the age of 7, chunin by age 10, and headed straight into the Anbu half a year later.

It was nothing sort of incredible even by Uchiha standards. He was undoubtedly the pride of the Uchiha clan. Itachi's promotion to the rank of Anbu captain at age 13, opened a big door for the clan. Of course having one of their own reach such a prestigious rank at such a young age brought honor to the clan.

But Fugaku saw an even bigger opportunity that he couldn't pass up. As Anbu captain, Itachi would have more access to more sensitive information. He hoped that Itachi would be able to spy on the Hokage, given his rank.

Fugaku and the rest of the clan noticed that Itachi starting acting stranger since his promotion. He was more reserved and secretive than normal. Fugaku didn't know what was going through his head, but for the sake of the clan he couldn't let anything jeopardize their ambition.

So he had given the task of monitoring his eldest son to Shisui, one of his most loyal clansman.

Fugaku cleared his throat and spoke, "everyone is here...good. Yashiro seal the room."

Yashiro nodded and walked over to the wall. He then went through some hand signs than placed his palm on the wall. The seals on the walls glowed then disappeared again.

Outside the compound one of the Anbu members flinched as a small winged beetle landed on his finger. "They have gone under" he said to his two comrades. The other two Anbu sighed and nodded.

Fugaku closed his eyes in contemplation before opening them again.

"Yakumi do have the recount on our numbers?" Fugaku asked.

Yakumi Uchiha was a veteran member of the police force and one of Fugaku's most trusted assistances.

Yakumi nodded and spoke up. "We have 363 members, and about a third of them are shinobi. The rest are non combative."

Fugaku frowned, the number of combative shinobi the clan has been producing was dwindling over the years. The overall number of members the clan has was minuscule compared to years ago.

Mikoto sighed "It's to be expected...we are no longer in the warring states era."

During this time period, all the shinobi clans were at their peak. The Uchiha along with the Senju, stood at the top as the strongest clans. The era was defined by bloodshed due to the constant fighting. Towards the end of the era, the aftermath was clearly visible. Clans lost significant power, some even completely wiped out. It was impossible for any clan to come out unscathed...the Uchiha were no exception.

Fugaku growled and slammed his fist on the arm of his chair. "All the more reason why we need to restore the clan to its glory."

"Yes we must increase our numbers, I have a suggestion" said one of the elders.

All eyes turned towards the elder Uchiha who spoke. Fugaku nodded, signaling him to continue.

The elder stood up from his seat and looked at Yakumi.

"Yakumi, do you have the status of the next generation?"

Yakumi raised an eyebrow but nonetheless pulled out a scroll from his shirt pocket. He unraveled the scroll and looked it over.

"Well let's see here...the amount of genin we have are adequate but the number we have in, and entering the academy are low.

Mikoto sighed, she too noticed the lack of other kids in the clan that were in the academy. She wondered if that was part of the reason why Sasuke had trouble opening up at the academy.

"We will have to have more civilian families enroll their children for shinobi training" the elder said. Murmurs of agreement were heard around the room, most the clan thought it needed to be done.

Another elder stood up and spoke. "It's a good decision but we must go farther. We must bring back arranged marriages back into the clan. It's simple, we must pair the strongest males and females of the clan, so they have a better chance of producing children who can awaken the sharingan.

Mikoto scowled, she hated when the elders would try to take control of everyone's lives. She knew the practice of arranged marriages all to well. She was forced into an arranged marriage with Fugaku when she became a chunin. She was undoubtbly the strongest female in the clan and Fugaku the strongest male.

The former clan head of the Uchiha had no heirs given that his sons died in battle. So he had decided that Fugaku would be his successor. The clan decided that Mikoto was to marry Fugaku, so they could produce a strong heir. It was unavoidable when all the elders agreed.

"Well I think it's a good idea" said Inabi.

"Everyone most have noticed that the number of members who have been able to awaken the sharingan have been dropping slightly, this will ensure that the clan will continue to have strong wielders of the kekkei genkai" he reasoned.

Aimi Uchiha started getting more angry as she saw more people around agree with the elders blindly. Aimi was a chunin level kunoichi and talented in her own right.

Some members looked conflicted, while the majority agreed with whatever their superiors thought was best. Whether it was unconditional loyalty or fear no one dared to speak out.

"Also any relations with someone not of the clan, must be deemed worthy and approved by us" said a third elder.

Aimi couldn't take it anymore and let she was about to stand to her feet but felt a hand grasp her shoulder. She looked to her left and noticed it was her friend Daiki.

Daiki was a jonin level shinobi and once was a former member of the Uchiha police force. He dropped out to become a jonin sensei.

Daiki placed his hand on her shoulder and shook his head. He knew where Aimi was coming from but he knew speaking out know would only get her into trouble. They were both loyal members of the clan, but that didn't mean they agreed with every decision the clan made.

Aimi looked at her friend then look towards the front of the room at Mikoto who discretely told her to stand down.

She sighed dejectedly but complied.

Fugaku looked around the room then nodded towards the elders.

"So be it. It's the will of the clan, but any arraignments will be decided later, as we have more urgent priorities" Fugaku said.

"At today's council meeting we were denied the expansion of the police force, they said their isn't a need for expansion" Fugaku said surprisingly calmly. The Uchiha clan was in charge of the police force, but the higher-ups proclaimed a limit on how many members may be in the organization.

The Uchihas in the room scowled at this. Mikoto sighed, she also thought the village had no right to control how many members were in the organization that was under the clans domain.

Fugaku held his hand up silencing everyone in the room. "I think some of you have already come to realize, that the police force is not as important as we thought" Fugaku said, surprising some of his clansman. While others had looks of understanding, already drawing the same conclusion as their clan head.

"Asking for the expansion of the police force was more of a test to see how the council would react...and it clearly showed, that they aren't acknowledging our prominence. But you see, we need much more than just the police force." Fugaku said.

"What do you mean?" asked one Uchiha

Fugaku looked at him and answered. "Most of us believed that the police force was created by the Uchiha, but that's not the case. It was actually created by the Nidaime Hokage, Tobirama Senju." Fugaku saw the surprised looks of some of his clansman and continued, "Yes its true, the Nidaime deceived us to believe that the police force was a sign of trust and honor to our clan but it was all lies."

"Is it true? was the police force created by the Nidaime?" Aimi whispered out loud.

"Yes it is in fact true," said a voice to her right.

It was Doshin Uchiha. Doshin was one of the oldest members of the clan, at 60 years old. He has proven that his years of experience more than make up for his old age. He choose to continue his shinobi career for reasons only known to him.

"Yes Aimi its true. Not many here know it because it isn't located in the Uchiha archive, but rather hidden deep within the villages archives."

"Not that anyone here would bother to look." Doshin thought to himself.

"But the Senju aren't even around anymore, we are on top!" another Uchiha yelled out.

Fugaku shook his head, "Yes the Senju might not be here anymore, but their influence still stands within the Senju influenced government of the village. The Sandiame Hokage and the two elders, Homura, and Koharu, were under the tutelage of the Senju."

"The police force isn't enough...it's more of a replacement to keep us out of the villages government. We no longer have the same influence in the villages affairs. We enforce the law of the village, yet has anyone notice that we have no say in what those laws are?"

"Fugaku is correct, we deserve better representation in the council. As a founding clan we deserve at least two seats on the village council" said one of the Uchiha elders. There were shouts of agreement heard throughout the room.

"It's just as our ancestor, Madara had feared...the Uchiha are losing power" Fugaku growled out.

Many looked surprised hearing the legendary Uchihas, name as they contemplated their clan head's words.

"Its true, he predicted this would happen. Sadly we didn't realize it till now, we must act before its it's too late" said an elder.

"We won't allow them to control us. Do they honestly believe we don't know about the Anbu who watch us every night! Their blunt disrespect of the Uchiha is disgusting!" Fugaku yelled out in anger.

Shisui didn't like where this was going. He looked at around and noticed that the others were clinging to every word their clan head spoke. They felt empowered. Although there were a few who didn't seem to agree like Aimi, but stayed quiet.

He looked at Mikoto who had an unreadable expression, but he could tell that she was deep in thought.

"We must protect the Uchiha not matter what the cost. But for now we wait...we need more information on what the Hokage and the elders are planning. Itachi's position as Anbu captain is key into infiltrating the village" said Fugaku.

Fugaku's clansman looked pleased, trusting that their most prodigious member would be able to complete the task for the clan.

"That's all for now, your all dismissed , except for you Shisui, I need a word with you," said Fugaku.

Shisui nodded, having a good idea what Fugaku wanted to talk about. The rest of the clan members began to leave the shrine. Mikoto stood up and untied tied her hair that was held in a pony tail and let it fall freely. What seemed like a simple gesture to most was actually a signal to those recognized it.

"Let's go" Aimi whispered to Doshin, and discreetly followed Mikoto out.

Everyone left the room leaving only Shisui and Fugaku alone. Shisui quickly gave a small bow in a show of respect to his clan head. "Fugaku-san is this about Itachi?" asked Shisui. Fugaku closed his eyes and was silent for a moment. Shisui calmly waited for him to respond.

Fugaku opened his eyes and spoke, "No, this isn't about Itachi."

Shisui raised an eyebrow, this wasn't about Itachi?

"Tell me, what do you know of Naruto Uzumaki?"

"Okay class today were having a written test on the villages history" Iruka announced.

"Troublesome."

"Make that two test now."

"Troublesome."

Iruka's eyebrow twitched, "Make that three test!"

Suddenly an unidentified object thrown by an unidentified individual, hit Shikamaru on the back of the head.

Shikamaru looked back and was greeted by laughs and annoyed looks. "Damn it could been anyone of those troublesome bastards." he thought. He rubbed his bruised head and sighed, "Troubl-"

"Don't you dare say it again Shikamaru" Ino yelled.

"Hey that was my lunch someone threw!" Choji yelled through tears.

Naruto watched on in slight amusement. It's been 4 weeks since Naruto joined the academy and he could honestly say it was just like he expected it to be. Long lectures and aggravating juvenile ninja trainees. Iruka had begun to accept him after observing him, and finding that Naruto wasn't the troublemaker he thought he would be.

Naruto also learned more about his classmates. He found out that Shikamaru Nara was an extremely lazy person, but that was not shocking, given that he was a Nara. But underneath that laziness was a genius, a lazy genius but nonetheless a genius that he could respect.

He noted that Choji Akimichi was a nice but timid kid, who was best friends with Shikamaru. He had an insane love of food and becomes hostile when you mention his weight. Hinata Hyuga was a shy girl with confidence issues despite being part of the noble Hyuga Clan.

Shino Aburame, was a calm and solitary person. He never said much, but when he did, it was usually to point out the logical conclusions, that others failed to notice or ignored. Kiba Inuzuka was brash and loud. He had a tendency to prove that he was the best, and was always attempting to show him up.

Ino Yamanka was short tempered, cheerful, and bossy. She concentrated more on her appearance than her shinobi training. She constantly had boys on her mind, and had a deeply infatuated with Sasuke. Apparently him as well, if all her direct attempts to get his attention where any hint.

Sakura Haruno shared similar traits with Ino but to a larger degree. She had a even bigger temper and deeper infatuation with Sasuke. She too didn't take her shinobi career seriously and concentrated more on her looks.

And lastly there was Sasuke Uchiha. Sasuke wasn't the most social person, but then again he himself wasn't either. Sasuke was talented for his age, but he noticed that Sasuke didn't like living in the shadow of his older brother. Itachi had told him that Sasuke was determined to be the top of the class in order to gain their fathers recognition.

Naruto didn't know what it felt like to live under someone's shadow. When he trained with Musashi he never really compared his strength to anyone else. Even though he could be the top of the class he decided that he would ease up and let Sasuke take the position.

It was not for Sasuke's sake, he did it for Itachi who he knew also wished that their father would take more of an interest Sasuke. Also because he really didn't care for the attention.

Luckily Iruka's threat of multiple test never came true, due to the bell ringing signaling the end of class.

"Don't think this means you guys are off the hook, We'll take the test tomorrow!" Iruka yelled, getting several groans of annoyance in response.

Naruto was about to walk out of the room, but stopped when Ino appeared before him. "Hello Naruto, umm...I wanted to wish you a happy birthday!" said cheerfully.

Naruto gave no outward reaction at first. He had totally forgotten that today was his birthday. Growing up alone made him not place any importance on things such as birthdays, because it required others to celebrate it with.

"Thanks Ino" he said.

"Hey I didn't know it was Naruto's birthday!" yelled Sakura. The other rookies were thinking the same. Naruto was now 8 years old, he was actually a few months older than the others.

"Ha, that's too bad, because that means you didn't get him anything!" Ino pointed out to her rival.

"That's not fair Ino, how did you know it was his birthday anyway?" questioned Sakura.

"How did she find out my birthday? I never told anyone in class" wonderedNaruto.

"I have my ways" Ino said with a wink. "Actually she just peeked at his academy registration form that was on Iruka's desk" Shikamaru said lazily.

Ino blushed and glared at Shikamaru while everyone else sweat dropped.

"Here Naruto, I got you some chocolates and these flowers from my families flower shop."

Naruto felt a bit awkward, as he wasn't used to receiving gifts. Naruto sighed, but nonetheless accepted the gifts and nodded his head in thanks.

Hinata look on sadly as Ino gave Naruto a birthday gift, they seemed liked very affectionate gifts. If she had known, she would've gotten him something. "Then maybe he would have noticed me." she thought shyly.

"Happy birthday Naruto!" Choji said and padded his back. "Umm...do you think I can have some of those chocolates?" asked Choji with some drool hanging down the corner of his mouth, as he eyed the chocolates.

"Shut up Choji, there for Naruto!" Ino yelled.

"Here Naruto smell the flowers, their fresh, and I picked them out just for you" Ino said while holding them out to him.

"Damn she's persistent" Naruto thought. He was in somewhat good mood today so he decided to be polite, and smelled them.

"They smell good" he said, causing Ino to squeal in delight.

"Ha, Naruto smelling flowers, that's not very manly of you is it?" Kiba jabbed.

Naruto turned and looked at him and said, "I see, you prefer to smell the behinds of others, yes?"

Everyone laughed at Kiba, causing him to go red in anger and embarrassment. He hated when people would make fun of his clan. It was even funnier because Naruto said it with a straight face. "Does the Inuzuka clan really do that?" Choji wondered out loud.

"I believe he was just making a joke" Shino said. "But given the Inuzuka's close ties with their dogs, it may be logical that they do share the same tendencies" he said stoically.

Choji gasped, and put his hands behind his butt shielding it, while moving away from Kiba. Seeing this everyone laughed harder at Kiba's expense. Kiba fumed, "I don't do that!" he yelled at Choji.

All the other rookies wished him a happy birthday, except Sasuke who wasn't there at the moment.

"Hey Naruto, why don't you spend your birthday with us. We could throw you a party, it will be fun!" Ino said cheerfully.

"A party? But that will take a lot of work to put together, how troublesome" Shikamaru said.

"Will there be free food?" Choji asked.

Before the others could say anything, Naruto stopped them. "No, parties aren't really my thing, but thanks anyway" he said and walked out of the classroom.

The others watched him walk out of the room and sighed.

"Huh that's strange? who doesn't like parties?" Choji asked in bewilderment.

"What's up with him?" Kiba shouted not liking Naruto's attitude.

Sakura, Hinata, and Ino looked saddened, while Shino looked emotionless, thinking there was a logical explanation as to why Naruto didn't accept.

Shikamaru sighed, "Naruto's always been strange like that, It's hard to figure him out."

Naruto walked out of the classroom knowing he left a few of his classmates disappointed, but it didn't really concern him. He was beginning to accept his classmates somewhat, but that didn't mean he was comfortable enough to let them in yet.

Outside, Sasuke was talking to his brother. Itachi saw Naruto and motioned him to come over with a wave of his two fingers. Naruto walked over, a small smile appeared on his face. He had become a lot closer to Itachi, despite his initial apprehensiveness.

He knew that Itachi was unlike any other Uchiha he meet before. He was reserved, calculative, and modest. Coming to his aid along with Shisui during his fight with the police force, showed that he held no animosity towards him.

When he learned about his Uchiha lineage, he showed interest in learning more about the blond, and vice versa. Naruto deducted that Itachi wasn't threat to him, but Naruto was too calculative to accept anyone without knowing their motives.

He eventually dismissed any ill intensions, and deuced it was out curiosity, and genuine concern for his well being. He didn't spend much time with Itachi, due to Itachi being in the Anbu and his duties to the clan. But Itachi would check on him from time to time.

"Hello Naruto, how was your day in the academy today?" Itachi asked. Naruto shrugged "just like any other day nothing new." he replied. Itachi nodded. "I've heard that's it's your birthday today" said Itachi with a small smile.

Naruto nodded his head, "it is."

"I see...happy birthday then" Itachi said, than looked over at Sasuke who looked to be annoyed at being ignored. Itachi gave him a small nudge. Sasuke looked at his brother and saw him motion his head towards Naruto. "Hmp, happy birthday" Sasuke muttered. Itachi smiled and ruffled his hair much to Sasuke annoyance.

He knew that his little brother didn't like when Itachi would talk with Naruto, because he felt like he was being overlooked. Naruto saw Sasuke's annoyance and smirked, "What did you say Sasuke? I couldn't here you"

Sasuke grew more annoyed, "Shut up Naruto" Sasuke said. Naruto usually didn't bother annoying others but he couldn't resist this time. Itachi watched in amusement, as the two young Uchihas interacted. These two were the strongest among the next generation of the clan. But he couldn't help but worry about the future of the clan.

The way the clan was operating now...he didn't want Sasuke to grow up into that. He looked at his little brother, he was still just a kid and was ignorant of the darkness of the clan. He would would make sure to keep it that way. He then looked at Naruto. Naruto... he was a child who was already exposed to the darkness and pains of the shinobi world.

What would be his future with the Uchiha? He knew Naruto didn't trust the clan, the only ties he held with the Uchiha were through Shisui and himself. But it was best it stayed that way... for now at least.

"Itachi, have you seen Shisui?" asked Naruto curiously.

"Actually, that's the reason I called you over. Shisui just returned from a mission and wanted me tell you that he wants you meet him at the training ground."

Naruto nodded, thrilled with the idea of Shisui teaching him something new. He gave the Uchiha brothers a polite goodbye and quickly left.

"Huh... why is Shisui training him? He's not a Uchiha?" Sasuke asked his brother.

Itachi sighed. He wasn't going to tell Sasuke that Naruto was in fact an Uchiha because word would spread to the clan and the rest of the village. "Sasuke don't think like that. Remember our late cousin Obito, who died during Third Shinobi World War was trained by the Yodamine. If someone not of the clan can train an Uchiha, than why not the other way around?"

Sasuke though over his brothers words. "Hmm...I guess your right" he said, but didn't sound completely convinced.

"Nii-san, what about me? can you train me today?" Sasuke asked with hope.

Itachi smiled sadly at his brother and poked his forehead. "Ow!"

"I'm sorry Sasuke but I have to prepare for a mission" Itachi said sadly. Sasuke looked down hearted, but Itachi continued. "However I heard father telling mother that he was going to show you the Fire ball jutsu today." said Itachi truthfully.

"Really Nii-san! Than I'm going to tell father I'm ready to learn" said Sasuke before running off."

Itachi smiled happily at his brothers excitement. "Father is finally paying attention to Sasuke" he thought. But it was truly bitter sweet.

Naruto hoped across the roof tops and soon made to the training ground came into view. He was looking forward to meeting up with Shisui. He hadn't seen him all week, due to him being busy with clan duties. Naruto arrived at the training ground and saw Shisui facing the other away, sitting on a stomp.

"Shisui!" Naruto called out.

Shisui didn't reply, nor did he move.

"Oi, Shisui, are we going to train today?" Naruto asked.

Silence

Naruto was starting to get annoyed, didn't he hear him?

Just when Naruto was going to call him again, Shisui suddenly stood up, but still didn't face him.

"Naruto you..." Shisui said quietly

Naruto raised an eyebrow, "What?" he asked. Shisui was acting strangely.

Shisui turned around and started walking up to him slowly. His face was emotionless, still saying nothing.

"Shisui? What's wrong with you?" Naruto asked worriedly. "Is he mad at me?" he wondered.

Shisui approached closer and closer and raised his right hand, his finger pointing out.

Naruto took a subconscious step back when Shisui was mere inches from him. "What the hell is going on?" thought Naruto.

Shisui brought his finger up towards Naruto's face. Nearly touching his eye, his extended finger quickly turned into an open palm.

Smack!

Shisui smacked Naruto on the back of his head. "Ow! Why the hell did you do that for!" Naruto yelled angrily.

Shisui pointed an accusing finger at Naruto. "You told Itachi about that!" accused Shisui comically.

Naruto raised an eyebrow, "that?"

"Yes that!"

"Oh you mean that...so" Naruto said nonchalantly.

"So! What do you mean so!"

"Hm, what do you expect? Something that pathetic... how could I not tell Itachi about it," Naruto said with a smirk. Shisui had finally found the guts to ask a girl out. Apparently when he approached her he got nervous and panicked, so he retorted to the only pick up line he could remember.

It went something like "Hey...did you sit in a pile of sugar? Cause you have a pretty sweet ass." It was obvious that it didn't end well for him. Naruto recalled that he even tried to make up for his blunder, by muttering something about showing her his genjustu... yep total fail.

The best part was that Naruto happen to be there at the right time to catch it all. Shisui was too flustered to know he was there. Naruto of course had to inform Itachi about the epic failure he witnessed. Itachi was never one to bother with such things, but when it came to his best friend... there was no way he could let him live it down.

To add to Shisui's embarrassment, somehow a few others of the clan found about it. Shisui's rep took a hit to say the least.

"Damn you Naruto! Just you wait I'll get you back for this!" Shisui yelled while shacking his fist. Naruto just smiled at him. Shisui sighed and let a small smile form on his face as well. He couldn't stay mad at him.

If there was anyone that truly broke through his defensive, it was Shisui. His friendship with Shisui became even stronger than his friendship with Itachi. While Itachi would mostly look out for him a distance, Shisui was like an annoying brother who he couldn't shake off.

He told himself many times that his family was dead and that he didn't need anyone else. He still remembered Shisui words that truly changed him.

Flashback

Sweat poured down Naruto's face as he delivered another kick to a training log. His hands were bruised and bloody. He had been training for hours now and his body was starting to shut down. Memories of Musashi had resurfaced and wouldn't go away, no matter how hard he tried to bury the pain. The only way he knew how to escape the pain was to train himself till his body gave.

With each kick and punch his anger grew. "Why did he leave me alone he" thought. He smashed his fist into the wood cracking it. That was is it, his body couldn't take anymore. He fell forward, his face ready to smash into the ground. Suddenly he felt an arm wrap around his chest, holding him up. His head immediately jerked up and was surprised to see Shisui there.

"Him again" he thought angrily. He wanted to be alone, he didn't need anyone's help... they didn't understand his pain.

"You should stop now...unless you want to end up in the hospital" Shisui said seriously.

Naruto glared at him, "Why?"

"Huh?"

"Why do you care so much?" Naruto yelled.

Shisui's eyes widen slightly he wasn't expecting Naruto to ask him that, but he kept his composure.

"That's a good question" Shisui muttered while looking off into the distance. Naruto kept his glare.

After a moment he looked back at Naruto, his face serious. "Naruto, you are very important to the village. You are the legacy of two very renowned shinobi, who are precious to Konoha."

Naruto flinched slightly. "Looks like I was right he does know..." Naruto thought.

"You have been chosen to hold an entity of unimaginable power within you...the same power that almost destroyed the village years ago. Along with this power you bear a heavy burden...one that you shouldn't have to bear alone. Despite your all talents...you should know that you can rely on your comrades." Shisui said truthfully.

Naruto was silent as he thought over Shisui's words. He thought he was important to the village and wanted to help him? Does that mean he saw him as just an asset to the village that needed to be protected?

Shisui saw Naruto's face and knew what he was thinking.

"But you should know that there's one more reason as to why I care so much...and it's the most important of them all." Shisui said softly.

Naruto looked up at him quizzically. Shisui activated his Sharingan and poked Naruto's forehead. Naruto's own Sharingan activated subconsciously.

"It's because you and I are family and I always help my family." Shisui said with a smile.

Naruto eyes widen, he remembered Musashi's words "Naruto you and I are family and I always protect my family."

Flashback End

Naruto smiled at the memory. Shisui and him were technically cousins, but Naruto viewed him more as an older brother, not that he ever told Shisui that.

"Anyways, I did call you here to train, but there has been a change in plans," said Shisui.

"We're not going to train? Why? It's been over a week since we'd last trained " Naruto complained.

Shisui grinned, "that's because, I just remembered that today's your birthday, you didn't think I would forget did you?"

Naruto tilted his head. Shisui's eyebrow twitched as Naruto seemed to think over his rhetorical question. "Anyway, were going out to get a bite to eat, I'll treat you" Shisui said.

Naruto normally didn't like going out much, but when it was with Shisui it was different. He enjoyed the company of the older Uchiha.

"Alright"

Shisui grinned, "Let's go."

Naruto and Shisui walked through the commercial district of the village. This was one of the most populace sectors of the village. Naruto looked around at the different shops. There were lots of options, some more expensive than others.

Naruto looked at Shisui. He was walking ahead and seemed to already know where they were going.

"Hey Shisui, where are we going?" Naruto asked curiously.

Shisui stopped mid stride and looked back at Naruto. He scratched the back of his head.

"Well, normally I would let you pick...but I have some place special where I want to take you. So come on follow me" Shisui said.

Naruto raised an eyebrow. He'd been around Shisui long enough to tell when he was nervous, and he was defiantly acting a bit strange. But he decided not to comment, and followed closely behind.

They continued to walk for a few minutes and made their way out of commercial district. They were nearing the outskirts of the village. Naruto was confused, why did Shisui bring him here? There were no shops here... in fact the only place here was the...

Naruto suddenly stopped and looked at Shisui with narrowed eyes. Shisui felt Naruto gaze on his back and sighed. He knew this was coming.

"Shisui why are we going there?" Naruto asked sternly. There wasn't much anger in his voice, more curiosity.

Shisui looked at Naruto with a serious expression. "Look Naruto, I know you're wondering why I took you here, but please just trust me" Shisui said. He then grinned "As for why I'm taking you there... it's a secret and don't worry, with me here there won't be any trouble, I promise" Shisui reassured him.

Naruto stared Shisui for a few seconds before sighing. "Fine" he mumbled. He still didn't feel too comfortable about going there, nor did he know why Shisui wanted to take him there, but he trusted Shisui enough.

The two continued to walk down the path. The dirt path soon ended, and gave way to much more elegant coal colored, stone paved road. Two columns of evenly spaced tress lined the path. Walking up the path, they found themselves standing in front of a large stone gate. A large banner hung across the entrance, the Uchiha crest etched into the cloth.

Naruto stood still and just stared at the gate, a look of contemplation on his face. Shisui sensed Naruto hesitation, he remembered that Naruto's last interaction with the clan wasn't so pleasant. He placed a hand on his shoulder reassuringly. Naruto nodded and the two entered the compound.

Sasuke and Fugaku stood on a small dock facing a small lake. It was one of the few lakes in the village. Sasuke stood patiently, and watched his father, but inside he was excited that his father was finally willing to teach him something.

"Watch carefully Sasuke" Fugaku said, and quickly went through hand signs.

"Fire style Fireball Jutsu"

Sasuke watched on in amazement as his father executed the jutsu perfectly.

"This the key jutsu of our clan. Now I already showed you the hand signs, the next step is to build up your chakra and focus it to a point in your chest. Then force it into the throat and out the mouth" Fugaku instructed.

"Now you try it"

"Right" said Sasuke

"Father is actually teaching me the jutsu himself. He's finally giving me a chance to show that I matter to. I can't disappoint him...I can do it" thought Sasuke while going through hand signs.

"Fire Style Fire Ball Jutsu"

But it was not meant to be...he was only able to exhale a small flicker of a flame. Fugaku watched on apathetically as the flame died down along with Sasuke's hopes of pleasing him.

Fugaku let out a disappointing sigh, "Why did I think you would be like Itachi. It's too soon you're not ready yet."

Sasuke looked down dejectedly. Fugaku turned and walked away, but before he could reach the end of the dock he was interrupted by one of his men who appeared by his side.

"Sir Shisui has returned from his mission, but...he's seems to have brought a kid with him into the Uchiha district" he whispered to Fugaku. Fugaku nodded, of course he knew who the "kid" was.

"Sir, should I summon him?"

"There's no need for that, your dismissed" Fugaku ordered. The man nodded and left, with Fugaku following suit. Sasuke remained with a saddened look on his face. He was too disappointed in himself , to noticed the short arrival of one of the men in his father's unit.

The young Uchiha's disappointment was short lived, and turned into a new wave of determination. He would train hard to get his father's approval.

"I'm going to learn this jutsu, no matter how long it takes," he vowed to himself.

Naruto felt weird being inside Uchiha compound, he had seen it from the outside many times, but never actually went inside. He remembered being very curious to see where his clan lived when he was younger, but Musashi had forbid it.

He always told him that Uchiha were bad news and to stay away from them. Taking a look around, he'd be lying if he said he wasn't impressed. It was easily the largest clan district in the village, which shouldn't be surprising given the clans immense wealth and prestige.

Shisui noticed Naruto's expression and smirked, "Pretty impressive huh? Maybe I'll give you a full tour some other time."

Naruto gave a short nod in response, still engrossed with his surroundings. He felt a strange sensation...it was as if he had been here before. But he knew for a fact that wasn't the case. He was brought out of thoughts when he noticed he was being watched.

It wasn't long before they gained the attention of the other clan members. Naruto knew this was coming and dreaded it. He wasn't in the mood for a conflict today. Looking around he saw people pause and stare at the two of them, mainly him.

Shisui, of course noticed all the attention Naruto was getting and looked at him from the corner of his eye. Naruto's expression was neutral. If he felt uncomfortable he certainly didn't show it. Shisui wasn't surprised at this point, knowing Naruto long enough to know that he was good at hiding his emotions when he wanted to.

Naruto saw looks of surprise and confusion. He didn't expect a clan like the Uchiha to be the most welcoming especially to nonmembers in their territory. They of course had no knowledge of the fact that he too was an Uchiha.

Expecting to be confronted by now, he was surprised that there was none. He looked at Shisui in bewilderment. Shisui gave small smiles and nods to people as they walked along. He didn't seem alarmed at all.

But looking closer you could see a glint in his eye that had a dangerous tone in it. It was a warning. Under that friendly demeanor was a fierce Konoha shinobi. But more importantly, to them he was known for being one of the most talented and devoted members of the clan.

The unspoken message was clear..."back off," and they did just that. Naruto viewed this as a testament to Shisui's status in the clan. It was one of those times were he looked up to Shisui. His ability to cease respect was truly admirable. Not that he would ever tell him that.

"Ah, here we are" Shisui said.

Naruto observed the place, it was a small senbei shop. An elderly man and woman were seated in front of the store.

"A senbei shop? Doesn't seem so special to me" he muttered, not seeing why this place was worth coming all the way here for.

Shisui eyebrow twitched. "It's not just any senbei, they make the best senbei in Konoha! No scratch that in the entire nation!" Shisui exclaimed.

Naruto didn't seemed to convinced. Shisui shook his head, "Anyways more importantly, this place is special. Me and Itachi would come here all the time when we were younger" he said reminiscently.

"I see, so this place is kind of like a tradition here?" Naruto asked.

"You can say that, this place has been serving the clan, since as long as I can remember."

Shisui and Naruto approached the store getting the attention of two seated in front of the store.

"Shisui that you?" Asked the women.

Shiusi gave a polite bow, "Hello Uruchi how have you been?"

His answer was a whack to the back of the head by Uruchi's wooden spoon.

Uruchi scowled, "How come you and Itachi don't visit us anymore? The last time you were here was weeks ago!" Uruchi said.

"Now, now, cut him slack Uruchi, I'm sure the two of them have been very busy with missions." The older man said.

Shisui rubbed the back of his head and smiled sheepishly. "Teyaki is right, we have been pretty busy with our clans duties, among other things. We mean no disrespect."

Uruchi's scowled faded into a small smile. "Alright, just make sure you visit more okay, and tell Itachi he'll get his whack soon enough."

Shisui chuckled and nodded.

"Huh who's this?" Teyaki asked, now noticing Naruto.

Shisui smiled, "this is Naruto, he's a friend of mine. Naruto this is Teyaki and his wife Uruchi, they're the owners of the shop."

"Hello" Naruto said, and gave a polite bow, figuring he should since Shisui gave one.

"Well isn't he sweet, your parents must have taught you well" Uruchi said cheerfully.

Naruto said nothing and just stared blankly. Shisui decided to quickly change the subject.

"I was telling Naruto earlier, that you guys make the best senbei. He's never tried any before, so I decided to take him here. Do guys have any fresh ones."

Uruchi chuckled, "We just sold out our last batch, You'll have to wait for the next, to come out of the oven." Uruchi said.

"You boys can wait inside, come on in" Teyaki said.

Shisui nodded and took as seat at a the small table in the back of the store. Naruto shrugged, he didn't mind waiting and took a seat across from Shisui.

"So tell me, what do you think of the academy so far?" Shisui asked.

Naruto sighed, "the academy is just what I expected it to be. They teach you how to access chakra, then basic ninjutsu and taijutsu. I'm not learning anything new, to it gets really boring." Naruto grumbled.

"Ha-ha, well you aren't exactly a regular academy student, cut your teachers some slack. and besides I'd rather you ease up on your skills in the academy, I don't want them to promote you to early." Said Shisui.

Naruto shook his head, " I doubt they would promote me early anyway" Naruto retorted.

"Why's that? You don't think your good enough?" Shisui gibed.

"It's because the village isn't at war anymore, so the Hokage won't feel the need to promote shinobi as quickly as they did in war time. Still...I feel like the academy standards have dropped since then." Naruto explained

Shisui looked at Naruto and shook his head. "There you go thinking beyond your age again, but you shouldn't really compare generations. Don't forget a lot of lives were lost so we could reach this time of peace." Shisui said seriously. Naruto nodded.

The bells on the door rang singling that someone entered the store. It was a young female she looked like she was in her late teens. She had dark brown hair that reached just past her shoulders. She wore a blue top and black short pants.

She walked over to the counter and called out to Uruchi and Teyaki. The couple emerged from the kitchen and smiled at the girl. Naruto watched on as they began to converse. Looking at the girl, he sworn he'd seen her before...then it hit him.

"Hey Shisui, isn't that the girl you asked out before?" he asked.

Shisui's face became flustered when he saw the attractive girl walk into the store. "S-shut up, she might here you" he whispered. He slumped down in his chair in a pathetic attempt to hide. It wasn't long before she spotted him.

"Shisui? Your here too!" she said walking up to the table.

"A...hey there Aimi."

"Wait, don't tell me your following me are you!" She asked with narrowed eyes.

"No of course not, I just came for the food honestly, just ask him!" he said pointing at Naruto.

Aimi looked over at Naruto curiously. The first thing she noticed was his blond hair and blue eyes, which were rare traits in Konoha. "Huh, who's this little guy, isn't he cute" she said with a smile while stroking his cheek. Naruto turned his head, his cheeks took a light red hue. But to his credit it, his demeanor quickly turned back to normal.

Shisui grinned "Was that a blush I saw? I'd never seen him blush before...maybe Naruto has a thing for older women...this kid is going to be a lady's man he gets older." Shisui thought amusingly. "Wait Aimi just gave a kid more attention than she's ever given me" he thought dejectedly.

"My name is Naruto."

She smiled, "Hello Naruto my name is Aimi." She then gained a thoughtful look on her face. Naruto...she was sure she heard that name before somewhere but couldn't quite place it.

"Aimi, uh-about before...I was thinking maybe we could start over" Shisui said while rubbing the back of his head.

Aimi sighed, "seriously Shisui, you need to stop getting advice about women from those perverted books" Aimi chided.

Naruto tuned out their conversation...his mind was elsewhere. He was thinking about a certain visits he was going to make today. He had been putting it off for a while now, but today he felt was a good day to do so.

"Fine Shisui I'll forgive you...but only because Yuna adores you" Aimi said.

Shisui smiled, "speaking of Yuna, are you here to buy treats for her?" asked Shisui.

Aimi smiled at the mention of her sisters name. "Yep, Yuna loves Teyaki-sans treats. She was begging me to get her some. Yuna was Aimi's four year old little sister. Their parents died fighting in the third shinobi world war. Aimi has been taking care of her ever since.

Shisui noticed Naruto's silence, "something wrong?" he asked.

Naruto sighed and stood up. "I've got something to do, I'll see you later Shisui" he said left the store.

Aimi watched Naruto walk out and turned to Shisui. "He seemed to be in a bad mood, Is it because of me?" Aimi asked, wondering if it was something she did.

Shisui shook his head, "No it wasn't you, he's just a little stressed out I'm sure he'll be fine." He had an idea where Naruto was going but decided not to voice it.

Aimi nodded then she realized something, "Wait, he said his name was Naruto...is his last name Uzumaki. Is he the one who holds the Nine tails?" she asked.

Shisui stared at her for a moment before slowly nodding his head "That's right. You don't have a problem with that do you?" He asked with slightly narrowed eyes.

"Huh...of course not, I just thought I recognized him, but I wasn't sure that was him. Umm... Is there any reason why he was with you?" She asked curiously.

Shisui shrugged, "he's a friend" he said simply and body flickered away, leaving her confused.

Naruto didn't think he would have the courage to stand here, he thought it would be too painful. But he needed to be here. Before him laid two tombstones side by side. The names Minato Namikaze and Kushina Uzumaki were carved into the stone.

"Hello Tou-san, Kaa-san" he said quietly.

"Today's my birthday you know. I've turned eight years old today. I wish you guys were here to see it. Would you be proud of me?" He wondered. Not being alone for one of his birthdays for the first time was a good feeling, but he couldn't help but feel like something was missing.

He wondered what it would feel like to have his parents here with him, and Musashi...he wished he could have been buried here with his parents so he could visit him too. A tear slid down his cheek. He promised himself he wouldn't cry anymore.

Suddenly he felt a hand on his shoulder. He turned his head and saw Shisui smiling sadly at him.

"Shisui...I"

"I know...It hurts, I know" he whispered.

"But you're not alone anymore"

Naruto wiped his face and smiled.

"Thank you...Nii-san."

A/N: You guys probably wanted to hear the conversation between Fugaku and Shisui I know. I was going to put it into this chapter but it was getting too long and I thought it would mess up the sequence. I added a little humor at the request of a reader, I hoped you liked it, I'm not that good at it.

Till next time, please review.