A.n: hi guys, without further ado i leave you chapter 5 :)

~Let them commence, let them begin it's time for the Chunnin exams~

The months rolled by swiftly leading into Septembers end, leaving a promise for autumn on the horizon. While the temperatures were still warm and the leaves were still green, there was a slight crispness in the air that only came about this time of year.

"Moo, Kakashi-sensei is late again," Complained Sakura, leaning the front of her body over the bridge railing Team 7 always met up at. They had been waiting for their sensei for two hours now and while this wasn't new to any of them, it didn't make the experience any more enjoyable.

"I swear if we get another D-rank mission I'm gonna end up killing someone," Commented Naruto in a bored tone.

"Roger that," Mumbled Akari and Sasuke in unison as the wind blew through the trees, upsetting leaves in the process and sending them soaring into the air.

"Yo!"

"Don't give us "Yo" Kakashi-sensei, dammit you're late again and to top it off we haven't had a decent mission for months, I'm sick of doing D-ranks," whaled Naruto glaring up at the tree branch their teacher was perched on.

"Ah well you'll be glad to hear I've inscribed you all into the upcoming Chunnin exams," He answered with an apathetic face, "Here are your application forms, however it's only a nomination, whether you decide to take the exam or not is up to you," He said while tossing the forms sharply in the direction of his pupils as if they were shuriken.

At the news Naruto burst into a chorus of happy chants while jumping up and down.

"Well anyway, if you're gonna do the exam fill in the forms and be at the Academy for 3p.m in six days' time, room 301. There will be no missions during the week to give you time to think things through. Ja ne," and just like that he was gone in a puff of smoke.

"Sounds interesting, I bet there'll be plenty of strong people to fight against including those Sand ninja we bumped into yesterday," Said Sasuke.

"Now is my time to shine!"

They all stared at Sakura surprised. Normally that was her cue to whack Naruto round the back of the head and call him noisy; however she seemed to be spaced out, staring intently down at the paper between her hands.

"Sakura-chan what's wrong?"

"Huh? Oh nothing it's just… Akari-san you've done this exam before haven't you?" She asked turning to question the other female member on the team as they all made their way down the dirt track that would take them back to the village.

"Yeah once, about five years ago but I dropped out halfway through so I can't really tell you what it was like and on top of that the exams change every year to give them more variability."

"Is it… hard?" She asked looking downcast.

"I'm not gonna lie. It is. More than half of the applicants are eliminated before reaching the third part of the exam but hey it's worth the try isn't it?"

'Not if you die in the process,' Thought Sakura solemnly.

"Well I'm off to train then. See you in six days," Said Sasuke before jumping up to the rooftops and disappearing from site.

"Mah, I'm off for some ramen, you coming Akari-chan, Sakura-chan?"

"No, I'm going home," Replied Sakura while she dragged her body into town. The two Genin watched her walking away both off them blinking at the little spirit leaving their teammates body.

"What about you?" He asked turning towards his other female teammate.

"Nah, I'll pass today," She replied before walking off in the opposite direction. She looked down at the piece of paper Kakashi had handed them, reading and re-reading the content neatly typed on it over and over again. "The Chunnin exams huh? Wish I could say 'That takes me back' or something of the sort," She mumbled to herself. "Why did you make it sound as if taking the test were an optional thing?"

A lone figure came to fall into step beside her, his uncovered eye not leaving the surface of the page of his red skinned book. "Simple," He stated as they carried on walking down the market street. After a while in which Akari stared up at the man walking beside her expectantly she decided interrupt his reading once more.

"Penny for a strait forward answer?"

Closing his book with a sharp slap he pocketed it in his back pouch before stuffing both hands into his trouser pockets. "Sakura would take the exam if Sasuke asked her to if they knew only full squads could sit the test." The answer hadn't been as strait forward as she had asked for but coming from Kakashi it had been strait forward enough.

"I'm presuming exceptions have been made throughout the exam for our team?"

"You presume correctly," He answered in a bored voice while avoiding bumping into the passing market people and their carriages filled with assorted goods with the fluidity only someone with shinobi skills could pull off.

"And? What are they then?"

Retrieving his book from its confines he opened it on the last read page and turned to ready himself to jump off onto the bakery roof a brief "You'll see," Was the only reply she got before he disappeared from eyesight. Inhaling the scent of freshly baked bread and pastry she sighed and started making her way home. There was no point in worrying about things to come. She would find out what exceptions had been made soon enough.

xXx

The week practically flew by for the members of team 7 and now they stood together, side by side waiting to enter the room where they were supposed to meet up with all the contestants, the only thing stopping them was a man whom they all knew very well by now.

"It's seems like you have all decided to come. Well done, you can now officially inscribe yourselves for the exam," He said with a smile.

"Huh? What do you mean?" Inquired Sakura.

Kakashi explained that only three man cells could sit the exam, Akari being an added member to the team made them a four man cell but no exceptions were to be made. They either all took the test or none of them would be taking it.

"I'm proud of you all, Naruto, Sakura, Akari and Sasuke. Go show them all how much you've grown," He said letting them pass and watching them walk through the doors, smiling at the looks of determination painted across their faces. He stood there watching the closed doors silently for a while letting his latest discussion with Gai come to the front of his mind.

"Your being too hasty, it's too early for them Kakashi! Sure Akari has more experience than the other three but you can't throw the rest of your team in their just for her sake!" Said the spandex clad ninja.

"This isn't about her. Sure she can make one hell of a back up member on a team, but Naruto,Sasuke and Sakura have also grown more than I could have hoped for sinced they were placed under my wing," Answered Kakashi before turning to his so called 'rival' and adding "I won't have you degrading any of my students Gai! I've made my decision."

The yelling from someone in the room brought him out of his thoughts before a series of chuckles escaped his mouth. It seemed even in a situation where they were surrounded by stronger and foreign ninja, Naruto still wanted to be in the center of the spotlight.

xXx

"You guys should really settle down," Said a voice from across the hall. It belonged to a young man whose silver grey hair was tide back in a ponytail; his sharp, dark grey eyes glowed underneath a pair of glasses. Akari, who was currently trying to avoid Sakura killing their blond teammate stopped in a daze as she looked at the man making his way towards them.

"So you're the rookies this year huh? It's been five years since any rookies ever sat the Chunnin exam; looks like things are gonna get interesting. Oh my name's Kabuto by the way," He finished off with a smile.

By now all the assembled rookies were paying attention to the newcomer with varying degrees of curiosity on their faces.

"So, Kabuto? Is this your second time taking the test?" Asked Sasuke with a smirk on his face.

"No, seventh actually. I've been taking the test for the last four years."

"Four years? Man this exam is such a drag," Sighed Shikamaru not liking the prospect of having to attempt the exam again if they failed.

"So then you know all about the exam don't you?" Asked Sakura eagerly, happy to have found a friendly face amongst the crowd.

"You could say that," He answered smiling before turning to regard the brunette standing beside Sakura who was still staring at him with a mixture of concentration and confusion. "Have I got something on my face?"

Coming out of her daze she blushed slightly in embarrassment, "W-what? No it's just… don't I know you?"

Kabuto's eyebrows shot up to his hairline as he blinked in surprise. "Akari-chan you know him?" asked Naruto walking up to stand beside her.

"I dunno… I just feel like I've met him."

"Well we do live in the same village," He said pointing towards the leaf insignia on his forehead protector, "I wouldn't doubt we've bumped into each other on more than one occasion."

"Yeah must be that," she said smiling slightly and putting her worries behind her.

"Well seeing as you are rookies, maybe I should give you some tips on this exam," Said the elder man while retrieving a pack of orange cards from his back pouch.

The group of ten Genin huddled around the elder man who placed his deck on the floor and began explaining a couple of basic things about the exam. The amount of people taking the test, where they came from, how many people from each village had come etc. When Sasuke asked about information on certain ninja the group's interest peaked and they all concentrated on the two cards placed in front of them on the floor containing information on Rock Lee and Gaara of the Sand.

"Well then I want to see the information you have on Team 7 newest member," Grinned a boy who had a small white dog tucked into his jacket and went by the name of Inuzuka Kiba.

"Oi wait a minute Kiba you have no right to go researching information on our teammate!" Blurted out Naruto pointing an accusing finger at the taller boy.

"Says who dumbass? Sasuke got the information he wanted why can't the rest of us get to know what we want?" Growled out the dog boy.

"What did you say?" Said Naruto glaring daggers at his old classmate.

"You know you could just ask me if you really want to know," Interrupted Akari.

"But Akari-chan he's the enemy," Whined her blond teammate.

"Really I don't mind, and Kabuto won't have any information on me anyway, the last time I sat this exam was five years ago."

"Actually," Interrupted the man's voice from behind them making them all turn to stare down at him on the floor, "I do have something," he finished off smiling, holding up a single card in his hand before placing it on the floor and activating the cards content with his chakra.

"Seishin Akari, second time taking the exam, nothing extraordinary in the stats, completed 24 D-rank missions and 3 C-rank. Only interesting fact would be you have a bloodline limit and the fact that you graduated from the academy when you were eight," Said Kabuto interpreting the grid and information on the card for them.

"Graduated when she was eight and still a Genin, like I thought team 7 aren't gonna be a threat to us, right Akamaru?"

"What did you say Kiba!" Growled Naruto pouncing on him. While a couple of members tried to separate the two quarrelling teens Akari dropped down on her knees and picked the card containing the information on her up.

"How do you know all of this?"

"If I told you how I get my information it wouldn't be so impressive now would it?" He answered with a smile while packing the deck of cards away. Akari watched him rise to his feet and make his way over to the squabbling group all the while repressing the gut feeling telling her something was wrong.

xXx

The sun was only just starting to set in the distance and the usually busy market was getting ready to close as the towns people made their way home after a busy day of work and yet there were still those who were out and about. Mostly ninja, heading over to the Hokage office or setting off on a mission. Maybe even a few just coming back from one. There was one particular group sitting at the ramen stand each enjoying a bowl of warm, freshly cooked noodles while they talked and laughed and waited for their sensei to turn up.

"We made it out of the first part no sweat right?" Said Naruto slurpping noisily on his food.

"You idiot, you didn't even realize we were supposed to copy each other," Smirked Sasuke.

"I really panicked when they said if one of use failed the whole group failed," Chimed in the pink haired member of the group while fishing out a prawn from her bowl of spicy prawn ramen.

"I know right, and when they told us our questions were only worth half a point each cos we were a four man team? But Sakura your amazing to have answered all the questions on your own, I only managed to get through six before really struggling and I'm older than you."

The younger girl blushed slightly at the compliment and smiled at her companion.

"Sakura-chan always got the highest results when we were in the academy, nobody could compete with her," Said Naruto grinning fondly.

"Mah mah it's really not that big a deal," Said the girl now turning a deep crimson and scratching the back of her head.

"Those questions wouldn't be able to be answered by any ordinary Genin so you should feel proud of yourself," Said the deep calm voice of the man they had been waiting for.

"Yo, Kakashi-sensei take a seat," Said Naruto while making room for their teacher between Akari and himself.

"Don't mind if I do," He answered, signaling to Teuchi to prepare him a bowl before taking the seat offered to him.

"So where is the second part of the exam going to be?" Asked Sasuke finishing off his bowl and paying for his share of the meal.

"Training ground 44 at 11 a.m is where you have to meet up with Anko," He answered snapping his chopsticks open.

"Do you know where it is Sasuke-kun?"

"It's on the far east of the village if I'm not mistaken…" Naruto joined in their conversation leaving Kakashi unknowingly to finish of his meal.

"Training ground 44, isn't that also known as The forest of death?" Asked Akari scooping up a load of ramen noodles between her chopsticks before placing them in her mouth.

"Oh? You've been there before?" Asked Kakashi replacing his mask over his face without anybody in the vicinity even noticing he'd removed it.

"Hmm I vaguely remember going there once years ago with my mum. I think she wanted to teach me how there was no force more powerfull than nature or something like that… you know to get a grip on my gift better… I dunno the memories are kinda mixed up."

The silence that preceded their conversation was a comfortable one as Akari still slurped down her noodles and Kakashi watched his team converse with each other. "See you later I suppose," He said quietly to the girl sitting next to him as he rose to his feet.

"Yeah sure thing just leave your money on the counter," She replied while blowing on another load of noodles. "Kakashi?" Turning she realized his seat was empty, the person closest to her now being Naruto who was still huddled in conversation with his two teammates. 'That guy sure is quick to get away from paying bills' she thought while she kept on eating her bowl of food almost choking when Sasuke and Sakura announced they were leaving to get a good nights sleep.

"Well I guess it's just you and me Akari-chan," Said Naruto turning in his seat to find the rest of the stools empty and Teuchi collecting up what he presumed to be Akari's bill. 'Hmph well that was rude, she could of at least said goodbye'. "Teuchi-osan the bill please!"

"Here you go Naruto," Said the old man happily while taking away Naruto's pile of neatly stacked bowls.

The younger boy looked at the piece of paper befudled for a minute before pointing out that he had only had four bowls and there where five written down on his bill.

"Oh that's your teachers bowl, he said one of you where inviting him and seeing as you're the last one to leave…"

"HE WHAAT?" In the distanced the cries of a crow could be herd shouting out Baka as the sun dipped below the horizon signaling the end of another day.

xXx

11a.m couldn't have come any sooner for the participants that had passed the first part of the exam and now, all 26 teams stood in front a giant wired fence surrounding a forest, the signs of 'Danger' and 'Do not trespass' promissing a painfull death to those who entered foolishly unprepared.

"This is where you will be taking the second part of this exam, I'll only explain the rules once so pay attention!" Boomed Anko's voice across the field. She really didn't need to raise her voice. Any Genin leveled ninja would be foolish to cross her. In a way she was even more of a sadist than Ibiki.

"You will now pass through this curtained area where you will receive your scroll and sign the form accepting the risks present in this exam!" One by one the teams were led in through the deep red curtains, given a form to sign, handed their scroll to protect throughout the exam and told which gate number to place themselves in front of. When team 7 was called forth thay all huddled together in the small area and signed their death warrant.

"Ah you're the four man squad we've had to make exceptions for, Kakashi's group," Smiled Anko coyly while stamping their signed forms and placing them in the pile with the rest of the signatures. "I'm afraid you don't get a scroll, now move along to gate number 12."

"WHAT DO YOU MEAN WE DON'T GET A MPHF…"Began Naruto before Sasuke slapped his hand over his mouth.

"Why don't we get a scroll Anko-sensei?" Asked Sakura perplexed.

"You're a four man squad, you have the advantage of number over the rest of the teams therefore you don't get a scroll."

"But, but then we're in a major disadvantage!" Complained Naruto.

"Not really, if you think about it, we have the advantage that no other team knows we don't have a scroll. Therefore any first team to cross our path is gonna have a scroll we need regardless of weather it's an Earth or a Heaven scroll," Explained Akari.

"Well there you have it, a simple explanation to a stupid complaint, now move along the que's waiting," Finished off Anko in a bored tone shooing them away with a wave of her hand.

"I still don't like the idea of not having a scroll" Mumbled Naruto while they positioned themselves in front of their designated gate.

"We can't do anything about it Naruto, at least we outnumber all the other teams right?" Said Sakura.

"Numbers don't always make up for cuality," Stated Sasuke as he looked up at the gates. Although he had most probably said it as an offhand statement it hit Sakura like a tone of bricks. Right now she knew she was the weakest link in the team. Sure she had gotten through the first part of the exam relatively easily but what good would her inmense knowledge do in a survival test. What exactly could she do to help her team?

xXx

Not five minutes into the test and trouble had cropped up for the four man squad forcing them to be sepparated from one another and to fight of an enemy ninja as best they could. Since then half an hour had passed before team 7 had manged to re-group on safe terrain and now they sat huddled together in a close circle. Between them they had managed to make the Rain ninja flee the battle field looking for his teammates but they had been lucky for him to have been on his own. That brief battle had been enough to prove just how dangerous this exam really was. They couldn't let their guard down anymore. It was time to get serious.

"We'll have a password from now on. If we split up we'll use it to recognize each other. If one of us doesn't know the password we'll assume they're an enemy. Listen carefully, I won't repeat it a second time," Said Sasuke.

As he dictated the password to them Akari couldn't help but notice the absurdly long password he was choosing to use. He was also staring intently at her as if asking for her approval on something. Her eyes widened slightly when she felt something. Moving her hand onto the ground to confirm her worries she felt it again. Something was hiding close by under the soil and was most probably listening to their conversation. Giving a barely percieved nod she observed Sasuke's body language. He had understood her answer just like she had understood his questioning gaze. He had been asking her to confirm the situation. They were being watched.

"From now on I'll be taking the scroll," Said the raven haired boy while getting to his feet.

Their blond teammates clamor of confusion was cut short as something sharp pierced itself through the air slashing his right cheek lightly. They all looked at the direction of the attack readying themselves for another battle. Instead they just heard a slight whaling sound getting louder and louder and before any of them could react a gush of wind bashed straight into them sending them all flying in diferent directions far away from each other. Three figures emerged from the underbush once the attack weared off, each bearing the insignia of the Hidden Grass.

"You two take care of the brown haired girl, I don't want her interfearing, I'll have my fun with these three," Said the female figure licking her lips with an abnormally long tongue.

xXx

In some remote area of the forest a girl with pigtails was getting to her feet, stumbling slightly against the bushes that got in her way.

"The hell, that was an A-rank wind technique at the least. No Genin should be able to use that strong of a technique. Even with wind nature it would be extreamly hard." A crisp, hardly audiable sound had her turning around and staring up at two figures who were standing side by side on a tree branch looking down at her.

"Heh, sorry guys but I don't have what your looking for," She said smirking although on the inside she as measuring the situation. 'This is bad, I'm outnumbered and I don't even know where the rest of my teammates are. These guys don't seem like the type to care whether I have a scroll or not, they're probably just looking for a fight.' Inching her hand towards her back pouch she pulled out a kunai and threw it just in time to deflect the one that was coming towards her midway, except hers had an explosive tag tide to it. Once it went off, it sent smoke, flames and dust swirling around the inminent area giving her time to jump to the tree branches to attempt an escape.

Jumping from branch to branch hastily she knew she was being tailed closely. One explosive tag wasn't going to be enough to ward off two enemy nin. Especially not if one of them had created that wind jutsu earlier on. Something to her left caught her attention and she stopped the enemy ninjas punch just in time keeping their right hand locked in hers and vice versa leaving her left side unguarded. The tallest of the two men suddenly came into view, kunai in hand aiming for her ribcage.

Acting upon instinct, Akari bashed her forhead againts her restrainers nose making him let go of her and ennabling her to jump to the ground just in time to avoid the sharp blade coming at her. Panting she ran, zigzaging past the trees only turning when she felt one of her attackers right behind her to either block or dodge an attack. All she could do in this situation was avoid getting hit. She hated to admit it, but their teamwork was impecable. While one kept her distracted and created openings the other jumped in aiming to draw blood and yet neither one of them seemed to be seriously attempting to kill her. In fact, they were mainly using taijutsu and weapons. Her eyes widened slightly before turning into a sharp glare as she realized what they were doing. They were toying with her.

"Oh you wanna play, I can play then," She mumbled angrily to herself as she jumped high to avoid yet another blade, summersaulting in mid air and landing on a tree branch placing some distance between them. Getting serious she pulled out a load of wire and threw it in various directions tide to sepparate kunai creating a web of thin, barely noticible metal. If someone was to rush through it fast enough they could lose a limb or two. Withdrawing another explosive tag from her pouch she attatched it to a kunai and threw it at the trees above the two men. The blast sent piles of rubble crashing down, the only safe place being the wired net in front of them. As predicted both ninja jumped, avoiding the wire as if it were childs play and landed on the ground.

"I'm not finished yet! Seishinryoku!" Akari yelled, eyes flashing brightly she took control of the falling rubble and sharp wood and directed it straight into her opponents. Not waiting to see how hurt they were she jumped back the way she came fully intending to find her teammates when an earth pillar shot up from the ground hitting her right in the stomach and sending her flying backwards. Crashing down onto the ground she lay sprawled were she had fallen clutching her abdomen in pain. Opening her eyes at the sound of nearing footsteps, she stared angrily at the sight of her persuers. Neither of them had a single scratch on them. Panting, Akari rose to her feet, her knees shaking slightly due to the pain she was still experiencing.

'An earth jutsu. I bet they created a dome to protect them from my earlier attack too. Dammit if they're gonna start using ninjutsu it's over, I can't possibly take them both on. The more I use my bloodline limit the weaker I get and if I can't ensure a direct hit it's pointless,' she thought to herself as she glared at them trying not to let panic block her. 'I've got no other choice, I'm gonna have to use that'. A memory came crashing to the front of her mind as soon as she processed her thoughts.

A twelve year old version of herself sat alone staring at the horizon as the setting sun stained the sky deep reds and purples. An older figure came walking up behind her and stopped midway.

"You did well training today. You managed to last longer using your bloodline limit than you did the other day," Spoke the newcomers voice in a calm soothing tone. "But you know you could last even longer if you combined it with…"

"I'm not using my mother's gift Kakashi. Ever. My teammates…my family… they were all killed because I posses the same gift as her. The only difference was I was naïve enough to let myself get lured into a trap. By represing that power im just Seishin Akari, a halfblood from the Seishin clan who can't even control her bloodline limit to it's full extent. Nothing special and certainly nothing that could possibly interest anyone."

"Represing them won't make them go away you know, and one day, you'll have teammates you'll want to protect and you'll be stuck at a crossroads because you can't accept who you really are," He said before turning his back on her and walking away, coming to a stop a while later. "Think about it…you can't be someone you're not."

The two enemy nin were now standing directly in front of her. Each step they took forward, Akari took one back. 'It's imposible I can't, I promised myself I wouldn't.' Her worrying came to an abrupt stop when she felt a heavy vine quickly rap itself around her waist, trapping her arms to her sides in the process. Turning her head she looked upon her restrainer and gasped loudly.

The thick vines were coming from a bright blue petaled flower scarred with red spots here and there and in the middle of the flower, were the polen would be in an ordinary plant, were sharp needle like teeth the size of kunai's. She had been so preocupied about running away from the two enemy ninja she hadn't realized she had walked straight into the territory of one of Training ground 44's most dangerous predators. A huge Rafflesia ciliata plant well known for being able to take down even the biggest creatures dwelling inside the forest. While it's striking petal colors warned any animal of it's dangerous nature, the Rafflesia ciliata was always closed, camuflaging its giant leaves as a rock and only opening them when it was about to devour it's prey. It had most probably picked up the vibrations in the ground created by their footsteps and attacked once they were close enough.

The deep chuckling brought her back to her senses as she focused on the enemy in front of her. She pushed chakra into the soles of her feet to stop her progress towards the plants sharp teeth but the more she struggled the more vines rapped around her.

"You've known all along I don't have a scroll and now you're just gonna let a plant kill me? What the heck was the point of chasing me down if you weren't gonna kill me yourselves?" She spat out, angry at herself for having been cornered so stupidly, angry and the two ninja standing in front of her smirking, but most of all she was angry about the fact that right now she felt so useless.

"It had it's purpose," Said the tallest of the two as he lifted his straw hat slightly, a Hidden Grass insignia flashing on his forehead.

"We were just obeying orders," Said the other as they both turned around and started walking away.

"Wait! Orders from who? Neither of you are Genin level so then who the heck are you?" She growled to no avail as they jumped off into the distance. No sooner had she watched them dissapear than the plant behind her started releasing large amounts of orange dust into the air. 'Paralizer? I've got to get out of here.'

As the paralizer kicked in she felt her chakra flow to her feet stop and felt her feet drag against the soil as the vines pulled her closer towards the center of the flower. With the last of her strength she pulled out the last exploding tag she had and hesitated for a few seconds.

"Well I think you're acting like a hypocrite"

"What the hell would you know? Just because I'm sensitive to nature doesn't mean I was attempting to control anything so don't go spouting nonsense about things you don't understand!"

"You can't attempt to run away all your life; your parent's wouldn't have wanted this."

Gritting her teeth together and closing her eyes as she felt the foul breath of the plant sweeping over her back she pushed chakra into the paper activating it. 'Don't fail me now…mum.'

A pillar of smoke and flames rose around the plant but no explosion or shockwave was set off. The giant creature flailed and shook in the heat emitting a high pitched screaching sound as it's whole being was consumed by the flames. From withing the curtains of smoke, Akari stumbled out coughing and spluttering and covered in soot. Looking down at her arms she realized most of the paralizer had been burned off enabling her to move again. Dusting herself down she set off quickly to track down her teammates. Hopefully they wouldn't be too far away and in no inminent danger.

xXx

Possibly the most earie thing about The forest of death was the silence that dwelled withing it. It covered the area like a dense fog, engulfing whatever crossed it's path. That's why whenever a sound pierced through the silence it was enough to make the hairs on the back of ones neck stand up straight and send chills down their spine, because whenever a sound did pierce through the silence, it was normally the sound of death pouncing down on it's prey leaving an even more nerve racking silence behind it.

A young Uchiha boy stood high up on a tree branch panting after what was possibly the most fierce battle he had ever experienced. Sweat coated his face as he clutched his knees trying to steady his breathing.

"Sasuke-kuun! Are you okay?" Asked his pinked haired teammate as she landed beside him. He had fought brilliantly after Naruto had been defeated by the Grass kunoichi that had approached them after being split up by the gush of wind and now all of them minus one were reunited clearly looking worse for wear.

"Go get Naruto, we need to find Akari and get the hell out of here," Panted the teenage boy. Sakura nodded, getting up she dusted herself off when strange snapping sound cought their attention before they turned and found themselves imobilized.

'Kanashibari no Jutsu?'Thought Sasuke to himself as he struggled against the invisible restraints holding him in place.

"You really are brothers after all aren't you? I can see a potencial in your eyes that surpasses Itachi's," drawled the voice from the kunoichi Sasuke had just defeated except now it was a masculine voice that dripped sadistic excitement from every syllable.

Sasuke stopped struggling at the words spoken by their captor and looked up to the face of the young Grass kunoichi, whose facial skin was melting due to his previous fire attack and whose forehead protector now bore the mark of Hidden Sound. "Who the hell are you?"

"My name is Orochimaru," He said, "if you wish to see me again you'll have to pass this exam along with my three subordinates."

"What the hell are you talking about? We never want to see your face again!" Yelled Sakura.

"Hn, it doesn't work like that," Drawled the older man. Creating a seal with his hands his neck shot out, lengthening itself and gliding through the air towards Sasuke like a snake would slither to it's prey. A disturbance in the light breaking through the leaves to his left cought his attention. Smirking he saw the attack coming but decided not to intervene letting the swift kick hit him squarely in the jaw sending his face rocketing backwards. With the paralysing jutsu broken, Sasuke and Sakura stumbled slightly in surprise before glueing themselves to the surface of the branch with their chakra as they watched the figure of their missing teammate land on a branch a few meters ahead of them.

"Akari-san!"

"Akari! This guy, he's…"

"Sasuke, Sakura, grab Naruto and get the hell out of here!"

"What are you saying?" Yelled back Sakura truthfully frightened at the anger in her female companions voice.

"Akari don't be stupid you can't defeat a guy like him alone!"

"That's exactly why I'm telling you to get the hell out of here!" She growled

A low rumble of laughter brought their attention back to the man standing in front of them. Clicking his neck joints back in place, Orochimaru fought back the fit of hysteria that was threatening to consume him. "And here was me hoping It'd all be over by the time you showed up."

"You sent those two Grass ninja after me didn't you?" Snarled Akari, her eyes roaming around the area trying to devise an escape plan.

"Sound ninja actually," He corrected, smiling coyly at the girl glaring at him. "I must say I'm disapointed Akari-chan, was a kick to the face really neccesary? It's been what? A year maybe two?"

"Nearly three," She answered back in a low hiss, "I was hoping to add more time to the counter before seeing you again but it seems we just can't stop our paths bumping into each other can we? Orochimaru!"

A.n: CLIFFHANGER :3 don't you just love me ;)