Disclaimer: I do not own Naruto and only use it for entertainment purposes.

The Chunin Exam finally came. All around the village Gennin, both native and foreign were making their way to the Konoha Ninja Academy. This included Team 7, they met at their usual training ground and then trekked their way to the building they left just six months ago. The whole trip was silent, each Gennin lost in their thoughts about the exam. Sakura was nervous, she knew she improved but was unsure if she was good enough to become a Chunin. Sasuke was full of anticipation, this was his chance to test his progress and maybe learn some foreign jutsu, all of which would help his life goal. Naruto he was excited, if he made Chunin he would prove to everyone who said he was a nothing but a loser he had what it took to be a shinobi.

Upon entering the Academy Team 7 noticed an ever-growing amount of Gennin as they proceeded through the building. When ascended the stairs Sasuke started to feel a slight headache, Naruto became dizzy and Sakura stopped. Bringing her hands together in a Tora (Tiger) seal Sakura whispered, "Kai (Release)." With a relieved exhale she noticed Sasuke and Naruto were staring at her. "We just passed through a Genjutsu. I canceled its affects as soon as noticed it."

"That must have been the headache I just had," Sasuke muttered. Coping Sakura's actions he released the Genjutsu as well. He noticed the stair way seemed to shrink and the door at the top changed from a three to a two.

"Kai!" Naruto tried to release the genjutsu but he noticed nothing changed showing nothing worked. "Kai!" Naruto tried harder and still nothing happened, "Damnit! KAI!" and still nothing happened. Then suddenly he noticed the stairwell shrank and the door at the top changed. He felt a hand on his left shoulder and saw Sakura's hand there. She had frown and slight glare showing her thoughts of Naruto's failed attempts at dispelling the Genjutsu. "What? You both know Genjutsu is my worst skill! The fact that I could feel anything at all means I'm doing better."

"Better isn't good enough," Sasuke replied. "That could be a liability." Without another word he made way up the rest of the stairs. Sakura shook her head and trailed off after him. Naruto flicked Sasuke off for a second before following Sakura.

Opening the door to the second floor Team 7 were surprised to see a group of about fifty or so Gennin clustered around a door marked 204. It took a moment to realize that this was part of the Genjutsu they just passed through. Guarding the door was two guys a couple of years older then Team 7. They were baring another Konoha team from entering. When the boy dressed in a green body suit tried to shove passed the guards he was shoved back causing him to fall back into the crowd. The crowd started to move away from the door increasing the amount of bodies in front of Team 7. "Hey we're trying to get through," Sakura said to a Gennin from Iwa (Stone). "Could you move please?" Gennin ignored her muttering about 'know it all Gennin.' Sakura tried another Gennin only to get the same response.

Sasuke and Naruto watched with growing amounts of annoyance. Where Sasuke would just scowl and stay silent Naruto would not, "Get out of the way!" All conversation stopped at Naruto's shout. Soon all fifty some odd Gennin were staring at the loud blonde. After a few seconds of silence, staring and no actions Naruto yelled again, "I said GET OUT OF THE WAY!" Startled by the shout the other Gennin started part and Team 7 made their way through the crowd and passed the guarded door.

As they walked passed one of the guards spoke up, "After all the fuss you up you'd think you would want to try and enter the room."

"Why would we do that?" Sasuke asked. "This is only the second floor." This got a surprised gasp from the majority of the crowd. "The Genjutsu started on the stairwell, we dispelled it as soon as we noticed."

"Not bad," the guard with a bandage across his nose said. "But not good enough!" He lunged at Sasuke who immediately tried to counter. The boy wearing the green body suit stopped Sasuke and the guard.

'I didn't even sense him move!' Sasuke thought. 'He looked so weak before, was he just acting?'

"So much for not showing our full strength," a girl dressed in Chinese style clothing with her hair tied up in buns. "And it was your idea too."

"Sorry," the green clad boy said. "I couldn't stop myself." He looked Sakura and started to blush, "You're the most beautiful girl I've ever seen! Will you go out with me?"

Sakura gave the boy a once over. His hair was cut like a bowl, with so much gel is shined, and his eyebrows were so think they looked alive. "No way you're too weird!"

"You don't have to be so mean," the boy replied sadly.

"Lee," another boy spoke to the green dressed one. He had long black hair and eyes so pail the looked just off white. "Now that you've exposed us we should be going." Lee frowned for a moment then nodded and followed the bun haired girl and the white-eyed boy out down the hall.

Team 7 continued on passed the still stunned crowd and came to a small sparring area. There they met the Lee kid from a few minutes earlier. "You are Uchiha Sasuke," Lee said. "I am Rock Lee, I wish to test myself against strong people before the Exam begins."

"Hey what about me?" Naruto said. "I'm better than Sasuke." To try and prove his point Naruto charged Lee. Lee stood there until Naruto was a step away. Then with only a blur he stepped into Naruto's guard and delivered a spinning sweep to his legs. Naruto fell but rolled with the fall while throwing a hidden kunai from his sleeve. Lee dodged right into Naruto who grabbed Lee by the front of his suit, placed his right leg on Lee's sternum and fell backwards throwing Lee across the room.

Lee recovered easy enough with a flip and landed gracefully next to Sasuke. "You are indeed good, Uzumaki Naruto. But now I with to test Uchiha Sasuke."

"You have my attention," Sasuke said just before he threw a kick at Lee. Lee easily dodged the kick and countered with a spinning elbow to Sasuke's gut. 'He's fast and hits hard!' Sasuke thought wincing as he jumped clear. He went into a guarded stance before Lee charged. Unfortunately Lee moved so quickly he vanished from sight. He got inside Sasuke's guard and punched him in the face sending Sasuke sprawling to the ground.

"If this is all you have then the rumors about you are greatly exaggerated," Lee said.

Sasuke rubbed his nose making sure it was not broken before closing his eyes for a brief second. When he opened his eyes again they were red with two tomoe around each pupil. "You won't be able to fool these eyes," Sasuke said before dashing at Lee.

Lee remained in place until Sasuke was two steps away before vanishing in a burst of speed. The next thing Sasuke knew he was getting kicked in the chin sending him soaring into the air. A moment later he heard Lee speak from directly behind him, "Your eyes allow you to see through Ninjutsu, Genjutsu and Taijutsu. However the inherent flaw in your eye is that you can only react as fast as you have trained your body. Simply put you are not fast enough to match me. Now lets finish this." With that Lee started to finish the fight. He unwrapped the bindings on his right arm and started to twirl it around Sasuke. Just before it went tight a pinwheel caught the end and sticking into the wall throwing Lee off trajectory and allowing Sasuke to escape.

When Naruto and Sakura reached Sasuke they heard a deep voice shout, "Lee! What had I told you about using that jutsu!?"

"I'm sorry Gai-sensei," Lee apologized to a larger version him. Team 7 could not believe two people would dress the same way. Then again considering the similarities between the two they could have been father and son.

"You know what this mean right?" Gai asked. Lee nodded just before Gai punched Lee to the face sending him tumbling floor. In the blink of an eye Gai was next to Lee and suddenly the entire area was changed to a large beach scene at sunset. Gai was crying his eyes out cradling Lee like a dying son. "Lee! You must learn to control the fires of your youth for if you do not they will burn themselves out!"

"I know Gai-sensei," Lee stage whispered. "But the idea of facing such a strong person like Uchiha Sasuke caused my Fires to become like a forest fire, burning away all else!"

"I understand Lee!" Gai cried, "I feel the same way with my Eternal Rival! But that is when you must have the most control!" With an overly dramatic rise Gai stood up with Lee following. Still crying Gai continued, "If you loose control of you Fires of Youth the forest that fueled the fire with be nothing but ash!" Lee nodded vigorously his tears matched his sensei. "So to teach you control you have to take your punishment! Five Hundred laps around Konoha on your hands!"

"Yes Gai-sensei!" Lee saluted. "And if I cannot complete those laps I shall do a thousand crunches. And if I can't do that I shall…" Lee started to list off more and more insane tasks as he went on.

Meanwhile Team 7 was wondering what kind of Genjutsu they were in. All three were confused by the sudden change of scenery and spent the last few minutes trying to dispel it. Obviously none of them succeeded. "I don't know how to explain this but what we're watching his not a Genjutsu," Sasuke announced revealing his Sharingan was still activated. "I can't see even a trace of chakra." There was a tremble in his voice as he looked around frantically trying to find the source of the Genjutsu.

"Theses guys must be like super strong ninja to do this," Naruto said with awe in his voice. "First that Fuzzy Browed kid moves so fast we can't even see him and now this Super Fuzzy Browed guy can make a Genjutsu not even the Sharingan can see." Naruto turned to Sasuke, "Do you think some ninja have a bloodline that can stop the Sharingan?"

Sasuke blinked his Sharingan off and contemplated what Naruto said. In the records of the Uchiha Clan there was no mention on a Clan that could negate the Sharingan. If they lived in the same village there should at least be a mention of it. "I don't think so," Sasuke said though his voice was unsure.

"HAHAHA," Gai laughed ending the strange Genjutsu. "Impressed I see. What you have witnessed is not a bloodline but the fruit of hard work and the Flames of Youth, the child of the Will of Fire! With hard work and the Flames of Youth you can do," Gai blinked out of sight then he appeared right behind Team 7, "anything."

Team 7 was more than a little startled not a one of them even saw this guy twitch before he moved. 'How can anyone be that fast?' Sakura thought. 'Even Sasuke couldn't see him?' her inner voice agreed

"So you are Kakashi's students," Gai addressed them. "I've heard about you three. I have to say I'm impressed. I hope you give my team a good challenge at the Exam."

"You know Kakashi-sensei?" Sakura asked.

"Yes, I am Maito Gai and he is my internal rival," Gai answered. "Our record is 50-49 in my favor, meaning I'm the stronger." That stunned Team 7 somewhat as they thought Kakashi was among if not the strongest Jounin in Konoha. "It looks like the Exam will start soon. You should all get to the room." With that Gai vanished once again.

"As thanks for fight me I will give you a warning," Lee said rewrapping his bindings. Naruto caught how much callous and scars were on his knuckles and nudged Sakura to point them out. She nodded in understanding. "On my team is the strongest Gennin in Konoha, Hyuuga Neji. It is him I truly wish to defeat but I would very much like to fight both of you two in the Chunin Exam. Farewell." Lee finished wrapping his binding and jumped up to the third floor.

Soon Team 7 was walking up the stairs talking about their encounter. "That Lee kid must train extremely hard," Sakura said. "Those wounds look mouths old. I wonder how long he trains to get like that."

"I would say he trains more than us," Naruto replied. "I mean look at our hands they are nothing like his." Naruto held up his hand and his knuckles had some callous on them but nowhere near the amount that Lee had, oddly enough to Team 7 there were no scars. Sasuke looked at his hands and saw they were much like Naruto's only with scars as well as callous. Sakura only had a couple of scars and little callous. "What I wonder is about that Flames of Youth stuff. That Super Fuzzy Brow said something about being the son of the Will of Fire. You think their part of some kind of temple of something?"

Sakura and Sasuke thought about that. They like most people in Konoha were part of the Will of Fire philosophy but had never heard of the 'Flames of Youth.' Their contemplation was interrupted by a familiar voice at the top of the stairs, "I see you ran into Maito Gai and his student Rock Lee." There standing in his usual slouched position was Kakashi ever-present book in hand. "Don't try to figure out how they do that beach scene. It's driven more Jounin to early retirement than most S-Rank Missions. Its just something they can do." Kakashi spoke with a tone of long experience on that subject. "Well anyway I'm glad all three of you showed up. If not I would have barred the others from taking the Exam."

"What!? Why!?" Naruto demanded.

"Taking the Chunin Exam requires a team of three Gennins," Kakashi answered. "So if one of you didn't want to participate then the others would have been out of luck."

"But you said it was our choice," Sakura said.

"I didn't want any of you trying to pressure the others," Kakashi replied. "To become a Chunin is a big step in your live, bigger than even graduating the Academy. Being Chunin means others will rely on you to make command decisions and to think things through, you can't go rushing into things blind." Kakashi gave a significant glance at Naruto who just pouted at the not so subtle accusation. "When you begin remember this bit of advice, 'The most important part of being a ninja is teamwork,' with that you three should do fine. Good Luck."

"Luck is for weaklings," Sasuke said striding into the test room with Naruto and Sakura quickly following him.