Disclaimer: I do not own Naruto. Or the majority of the fight between Sasuke and Orochimaru. That belongs to manga chapters 343-346.

Hey! Thanks for the all of the reviews! On with the story…


Chapter Twelve: Attack!

"Ssssssaaaasssssssuke…"

Orochimaru's long, slimy tongue slithered around his mouth and licked his thin lips.

Kabuto glanced at him. "What should we do, Orochimaru?"

Orochimaru ignored him. "I have to have him now!"


Sasuke glanced back as he felt a familiar chakra. He looked at Sakura, who nodded.

"I feel it too."

Sakura was about to call out to Naruto when someone landed right in front of Hinata and grabbed her hair, yanking her to him. Hinata cried out in pain, but stopped when a dagger was pressed to her throat.

Everyone stared in shock.

"Kabuto." Sasuke wasn't surprised to see him.

The silver-haired man smirked. "If any of you move, the Hyuuga heiress gets it in the neck."

"Let her go!" Naruto demanded, then growled when Kabuto pressed harder, spilling a drop of blood.

"Orochimaru's here." It was a statement, not a question. Sasuke knew that they would eventually find them.

Kabuto's smirk faded away.

"You shouldn't have betrayed Orochimaru, Sasuke. And after all he did for you…"

Sasuke glared. "I got what I wanted from him. He was of no further use to me."

"Tsk-tsk-tsk. Sasuke, you should've realized that you've now doomed all of your friends." Kabuto smirked at Sasuke's glare. "And I thought you had severed those bonds…"

"Shut up! Let Hinata go or you'll regret it Kabuto!" Sakura had had enough of Kabuto's taunting. She stepped forward, her fist raised.

Kabuto sighed. "Oh, yes. Don't worry, Sakura, I'll get to you later. Right now we have something more important." He grinned maliciously. "I'm not finished with you yet."

A chill went down Sakura's spine, but she didn't back down. "Kabuto, I'll give you one warning. If you don't let Hinata go, I will kill you."

He chuckled. "Your so-called 'powers' do not impress me. I am invincible you foolish girl. No one can beat me."

Sakura smirked. "Want to bet?"

Kabuto glared and Sakura saw him cut even more into Hinata's flesh. She glanced at Naruto, who was being surprisingly quiet.

"Oh no…" she whispered. Naruto's eyes were red, and his teeth were growing into fangs.

"Sasuke! You've got to suppress Kyuubi!"

Sasuke instantly entered Naruto's mind and halted the fox demon from coming forth. Naruto collapsed on the ground, panting. He was barely conscious, having had two spirits in his mind just then. He was trying to regain his strength and composure.

"Naruto!" Hinata whispered. Kabuto pressed the dagger even deeper, causing more of Hinata's blood to be spilled. Naruto didn't hear her.

Meanwhile Sai had been inconspicuously drawing. Kabuto was too busy taunting Sasuke and Sakura to notice that a very large tiger was ready to pounce on him. Hinata, using her Byakugan, saw this, and was prepared.

Kabuto felt something behind him, but by the time he realized it, it was too late. The tiger dug it's claws into Kabuto's back, making him scream in pain and release Hinata. She immediately swung around, preparing to attack.

Kabuto slashed at the tiger with a kunai, making it fall to the ground as harmless paper. Kabuto glared at Sai.

"You should've listened to Danzo, Sai. He knew where his loyalties were."

Sai's face remained impassive. "No, I needed to follow my instincts. They told me that whatever bond Naruto was trying to protect was stronger than my duty to Danzo. I now understand the bonds people have with friends."

Kabuto chuckled. "You've become quite the fool, Sai. And you were such the perfect killing machine."

Sai frowned. "I'm not a machine anymore."

"Sai, don't listen to him! He's just trying to rile you up!" Sakura cracked her knuckles. "I think it's high time that I took care of him, once and for all."

"Sakura, wait!" Sasuke tried to stop her, but it was too late. Sakura raised a chakra-enhanced fist and raced towards Kabuto. She was about to make contact with his face when something long and slimy wound itself around her outstretched arm and whipped her in the air.

She screamed as it whipped her back and forth, high in the air.

"Damnit!" Sasuke swore. He looked back and saw Orochimaru standing there, his long, slimy tongue holding on to Sakura.

"Orochimaru! Let her go!"

Orochimaru grinned.

His tongue trailed up her arm, and wound itself around her neck. Orochimaru squeezed tighter, cutting of her circulation. Sakura grabbed onto his tongue with her free hand, trying to pry it off of her.

Orochimaru grinned as he dodged a kunai thrown by Sasuke.

Sakura gave up trying to pry his tongue off, and reached towards her pouch and pulled out a kunai. She stabbed the tongue, making Orochimaru scream in pain. He released her, and Sakura started to build up her chakra to slow down her descent, when someone caught her in midair. She looked up.

"Sasuke…" she whispered. They landed on the ground unharmed, other than bruises on Sakura's arm and neck, but nothing serious.

"Thank you, Sasuke."

"Hn. Don't let it happen again."

Sakura nodded, knowing it was his way of saying "be careful."

Sasuke turned towards Orochimaru, and formed a chakra blade in his left hand, pulling out Kusanagi with the other. While Orochimaru was busy whimpering over his bleeding tongue, the lightning blade in his left hand shot forth. Orochimaru barely had time to put his arms in front of him. The blade went through his arms, but didn't pierce his torso.

Orochimaru seethed. "I knew it would come to this."

Sasuke's face remained stoic. "I have nothing more to learn from you. I won't show you any mercy either, not even if you beg for it." His Sharingan was activated, and the curse seal was rapidly spreading about him.


Meanwhile, Hinata was searching Kabuto's chakra system. There was something abnormal to it. She rushed forward to deliver a killing blow to his heart, but Kabuto sidestepped it. Hinata still managed to hit a chakra point, effectively stopping the chakra from flowing to that particular spot.

She jumped back to avoid a kunai. Kabuto pushed his glasses up.

"Well well. You've improved since I last saw you. I believe your own cousin tried to kill you, am I correct?"

Hinata narrowed her veined eyes, but said nothing, knowing he was purposefully goading her. Kabuto started performing hand seals.

"What!" Hinata exclaimed. She had stopped his chakra flow into his left arm, so how he shouldn't be able to perform hand seals. On closer inspection, Hinata gasped. The damaged tissue was rapidly repairing itself.

"Hinata."

"Naruto!" Naruto shook his head and stood on his feet.

"Hinata, be careful. He's an experienced medic-nin, and an S-class criminal. His body can heal itself rapidly, on it's own volition."

Hinata nodded her head. "I understand Naruto."

"Hinata-"

"Naruto, please let me fight him."

"But-"

"Naruto…I don't want to see you get hurt again. Please, let me fight him by myself. I need to prove that I've become stronger."

"Hinata-"

"While I hate to interrupt this touching moment, I'm afraid that the Hyuuga clan will have to look for a new heiress." Kabuto threw a kunai at Hinata, which she easily dodged.

Hinata gulped, but retained her composure. "I-I will not be defeated!"

Kabuto shook his head. "It's impossible, Hinata. There's no way that you can win."

"Hinata!" Naruto yelled. "Don't listen to him!"

"Hinata…I know your strength. I've seen how frail and delicate your body is. I know your limits. Don't you remember, during the Chuunin exams, when I healed you?"

Recognition dawned on her face, but she didn't say anything.

"What is he talking about Hinata?"

"Didn't you know? Yes, poor Hinata had to miss her precious Naruto's match because of her injuries. I even went to all the trouble of healing her."

"Knock it off!" Naruto growled.

Kabuto smirked. He formed chakra blades in both of his hands and rushed at Hinata, who narrowed her eyes in determination. I'm going to win!


"Orochimaru, you are weaker than me. I no longer have any reason to give you my body."

Orochimaru glared. "Big talk, coming from a second-rate Uchiha."

Sasuke shrugged. "Hn. It's true, if I hadn't been so weak, I would've never come to you. Besides, the only reason you wanted me was because you couldn't take care of Itachi yourself. Isn't that right, so-called 'genius of the Sannin'? I'm sure the world would consider one such as you a genius…However, you are nowhere near the level of genius that is the Uchiha. Compared to us, a person as you is as average as everyone else."

Sakura frowned at Sasuke. She'd never heard him talk like this to a superior…as if he was superior to them.

Sasuke continued in the same tone. "Looking upon you as one that carries the name of Uchiha, your pitiful attempts to acquire the power that we possess are simply laughable. Drug experimentation and transferring from one body to another? Your methods no longer had a point. Do you even have a goal anymore? You claim to be seeking the truth to all of existence…yet all you do is make excuses and mess with other people's lives as if you were God."

Orochimaru frowned, as if the words stung.

"You sicken me!" Sasuke ran forward, the chakra blade going through both of Orochimaru's hands, splattering blood everywhere. He drove Kusanagi deep into Orochimaru's torso.

Orochimaru screamed in pain, as his true form erupted from his mouth.

Sasuke turned around, looking at it. "So that is your true form? How fitting…a scaly, white serpent."

Sakura stared in horror. His true body was indeed a serpent-like creature, but unlike one she had ever seen. Instead of scales, there were miniature snake heads. His body was huge, towering over Sasuke. Orochimaru's face was cracked, like a snake head's. His straight black hair stood up everywhere, giving him the appearance of a deranged snake.

Sasuke spoke in an almost chiding manner. "So after all of your experiments…after jumping from one body to another…this is what you've become."

Orochimaru hissed. "Come now, Sasuke! Give me that body of yours!" His head shot forward, but Sasuke jumped to avoid it. The snake heads on Orochimaru's body shot out towards Sasuke, but he cut off their heads. Orochimaru hissed in pain.

Dozens of snake heads shot towards Sasuke.

Sasuke stood straight, and sheathed Kusanagi. He took off his shirt, and Sakura could see the curse seal spread to all of his body, and then center in one spot on the bridge of Sasuke's nose.

Sakura stared, wide-eyed at what Sasuke had become. His normally dark, spiky hair grew long, and became a dark blue. On his nose was a four-point star, and his lips were dark. But the most horrific thing were the wing-like claws that had grown out of Sasuke's back. They were in the shape of hands, yet they were a dark brown, sprouting claws. His eyes were jet black, except for the red of the Sharingan.

As the snakes engulfed him, Sasuke said, "Though the snake may dream of soaring through the skies, he is forever doomed to crawl on his belly."

"Sasuke!" Sakura yelled. She was about to run to his aid when the snake's went flying everywhere, spraying blood.

Sasuke stood there, in full curse seal mode, his web-like wings huge.

Sasuke smirked at Orochimaru's expression of rage. "Don't worry snake. You'll get your chance to soar…in the talons of a hawk."

"Sasuke!" Orochimaru screamed as his head shot towards Sasuke. Sasuke easily stepped aside, and cut off Orochimaru's head, using Kusanagi.

Sasuke stood over the still form of the snake, the curse seal disappearing.

"So this is the end…how disappointing."

Then his body pulsed, and Sasuke fell to his knees. "Kuh!"

The decapitated body was now rejoining itself with the snake head.

"It's starting to kick in I see," hissed Orochimaru. "The body fluids from this giant white snake vaporize when exposed to air. It's a numbing poison…" Orochimaru now towered over Sasuke. It's mouth was opened wide, ready to devour him. "I cannot be destroyed! You can't kill me with your insignificant jutsus. Now, I'll take you!"

Sasuke would've swore, but all that came out was, "Kuh, kuh."

The snake head shot forward. Sasuke activated his Sharingan, and closed his eyes. When he opened them he found himself somewhere else.

It was dark, and the ground was made of some type of gooey substance.

"What is this place?" he murmured.

The gooey substance began to take form. "This is a separate dimension inside of me. It's where we'll hold the ritual for transformation." The gooey material rose out of the ground. Orochimaru's face peeked out of it, his long tongue flickering out of his mouth. "Let's start…"

To Sasuke's horror the gooey substance was now coming out of his body, in the form of snakes. More shapes rose out of the ground, only their faces showing. They were the faces of the former bodies that Orochimaru had taken over. The substance was now covering Sasuke's body, except for his shoulders and head.

Sasuke activated his Sharingan. Orochimaru had a flashback, of when he had confronted Itachi, and had attempted to take over Itachi's body. Itachi had used his Sharingan power, and had stopped Orochimaru, saying that all of Orochimaru's jutsus were powerless against Sharingan eyes.

Sasuke now stared at him with those same eyes. This is just like that time, thought Orochimaru, as Sasuke was using Sharingan to stop him.

Orochimaru grinned like a madman, and rushed forward in the mass of gooey substance around him. "Those eyes…those eyes will finally be mine!"

Orochimaru suddenly stopped. The substance was retreating from Sasuke, and Orochimaru could no longer control it.

"This can't be happening!" he shouted. "I created this dimension! There's no way…"

"Orochimaru," Sasuke interrupted his rantings, "Against my eyes, all of your justus are…actually, you know the rest."

"I refuse to let this happen! I am Orochimaru! I am immortal! I WILL NOT DIE HERE! I am destined to discover the true meaning behind everything…destined to take control of everything in the world…I refuse…" Three monstrous shadows rose from the background and hovered menacingly over him. Sasuke smirked.


Sakura stood there, and watched as the large snake fell to the ground, lifeless. She frowned as she saw the sightless eyes.

Sasuke just stood there. She approached him cautiously.

"Sasuke?"

He turned around.

"What happened?"

He smirked. "I've taken over."


I'm sure you guys hate me right now. Eh…I've been tired. But I still made my weekly contribution to this story. Why don't I just say that I'll update every Friday…and if I can't I'll try and let you guys know ahead of time. (I tried to submit this chapter on Friday, and fanfic was being stupid so it wouldn't let me…so that wasn't my fault!)

So basically I was kind of having a brain fart. I couldn't think of how to get rid of Orochimaru in a believable way…so I just followed the manga (which was how I started this story). So if you haven't read it yet just pretend you didn't read this chapter.

Actually, the only part from the actual manga was Sasuke vs. Orochimaru. I didn't include Kabuto in it, however, because in my chapter Kabuto is engages elsewhere.

And this time we are nearing the end of the story. I'm excited for it because then I can begin it's sequel!

On a happier note: I got a job! Yay! I just went in for an interview and they hired me no the spot...the manager said that I was really friendly and had a great smile and that she liked me...and then another mananger said that I was sweet and a good people person...so that was cool!

Anyways…leave a review please! (Especially you people who read and don't review…shame on you! What's a poor girl to do…)

Adios!