A/N: Technically this chapter is a flashback. Have to explain why Sakura blames herself, right? Except this chapter makes me sad... :( Anyway, please enjoy!

And she held on to all she had left of him

Oh, and what could've been.

And then the guns rang one last shot

And it felt like a bullet in her heart.

Chapter 2: His Dying Words

The blade sliced easily through her leg, as if it were butter instead of flesh, and Sakura gasped. With one chakra-enhanced fist, she punched the kunai-wielding ninja so hard in the jaw that he flew backward a hundred feet until his back collided with a tree, snapping the trunk in two.

She paused to catch her breath and reached down to judge the damage. Her hand came away sticky and red. Sucking air through her teeth, she summoned healing chakra to her fingertips and felt it begin to stitch together the serrated tissue.

She wasn't paying attention. She let down her guard for a few seconds as the jutsu worked—one of the biggest tactical errors a shinobi, particularly a medical nin, could ever make. In the instant after she looked down at her leg, Sakura felt a large, warm object slam into her shoulder and plow her arm and injury into the soft earth.

Before she could attack the offending object, she heard a sharp metallic ring as Kakashi's handful of shuriken pinged against the Iwa ninja's armor and one embedded itself in his exposed length of throat. As the ninja fell, his face burrowing into the dirt, the object on top of her moaned and Kakashi vanished in a puff of smoke.

Sakura furrowed her brow, confused. If the Kakashi fighting was just a Shadow Clone, then where was the real…?

"Are you all right, Sakura-chan?"

Heaving herself to a sitting position, she let the object slide into her lap with another groan. She started to smile when she saw it was Kakashi, but it faded just as quickly when she spotted the katana blade protruding from his torso.

"Shit, Kakashi," she muttered, her hands already glowing as she moved to staunch the bleeding. "I turn my back for two seconds…"

Kakashi coughed, a grating sound that hurt her ears. "That man," he rasped, "was going to kill you."

She knit her brow in confusion. "That ninja your clone killed?" He nodded weakly and the penny dropped. "You saved me?" He nodded again. "But… but why?"

"Because you were in danger," he stated matter-of-factly. "Didn't I tell you? I never let my comrades die."

The blood wasn't stopping; if anything, it seemed to leave his body faster. Sakura gripped the hilt with shaking hands and deftly pulled it from his stomach. Kakashi's eyes rolled back and he hissed in pain as she tossed the katana over her shoulder. Bending over, she ripped his shirt and let it flap open. The hole was gaping, glistening with blood, and still leaking more. Placing her hands over the torn flesh, she forced every ounce of chakra toward healing the injury.

"It's not working," he gasped, his stomach muscles twitching as the green tendrils of chakra snaked inside.

Sakura grit her teeth. "Yes it is," she said, but the medic in her knew he was right. As if to counter his steady blood flow, her chakra began to sputter and wane, the tendrils dissolving into sparks. She searched her veins, drawing on every last drop and pouring it into Kakashi's body.

"Sakura, you're going to kill yourself," he panted, gripping her hand and trying to pull it away.

Sakura yanked right back, but without her chakra he was stronger and she gave up fighting him. Instead, she shifted the chakra flow to her other hand and continued with the healing.

"Sakura." She ignored him. "Sakura," he said again, a little more forcefully. She still ignored him. "Look at me, Sakura," he commanded, squeezing her hand for emphasis. Reluctantly, Sakura dragged her gaze up to meet his.

"I'm dying," he said quietly, his grip loosening. Just as his hand was about to drop from hers, she shifted her fingers so they were interlocking and held it to her heart.

"No," she whispered, shaking her head fervently.

He tried to smile—she could tell because his right eye crinkled up—but the action incited another bout of awful coughing. His mask was so stained with blood the fabric was no longer blue but a sticky black. Reaching up, she tore the sleeve right off her shirt and ripped it in half. When her hand touched the edge of his mask, his eyes widened in panic.

"I just want to switch out your mask," she explained gently. When his eyes didn't move from her hand, she sighed. "I'll close my eyes." And she did.

She felt the tenseness temporarily leave Kakashi's arm as she fumbled to grip his mask. Gingerly, she dragged it down his nose and over his chin until it settled against his neck. She ignored the temptation to peek as her fingers brushed over his firm lips and his breath ghosted against them. Carefully, she laid the cloth strip over his nose and opened her eyes.

"Thank you," he murmured.

She grinned. "You're welcome, sensei."

"You haven't called me 'sensei' in a long time." He sighed leisurely. "I think I'm ready to die, Sakura."

Tears instantly sprang in her eyes, mingling with the dirt and blood streaking her cheeks. "No," she said.

"It's not so bad."

"No…"

"I've already done it once before."

"How can you talk about death so carelessly?" she cried, angry tears spilling down her cheeks. "What about everything you're leaving behind? What about the village? About us?"

He frowned, squeezed her hand and with the other reached up to touch her cheek. "Of course I care about you, Sakura-chan," he murmured. "You're the most important thing to me."

"Naruto and I," she blubbered, "you're so important to us… We wouldn't be shinobi without you, Kakashi."

"You guys didn't need me," he mumbled, his words starting to slur together.

She could barely see him anymore; all the tears had turned his face into a watery mosaic. "Yes we did," she protested. "We're a team because of you."

His thumb lightly stroked her cheek, his blood mingling with her tears. "Please don't cry over me, Sakura-chan." But she wept anyway as his hand dropped from her face to fall on his chest. She felt his grasp on her hand loosen and his pulse was rapidly fading and her cries grew louder.

"Sensei, p-please don't go," she sobbed. "Please don't l-leave me."

"Goodbye Sakura," he whispered as he exhaled, inhaled, exhaled… and stopped breathing altogether.

She blinked and stared at him dumbly. He looked like he was asleep, minus the book resting against his jaw. But his pulse was gone and when she laid her head against his chest, his comforting heartbeat had gone too.

Footsteps crunched in the gravel around her, but she didn't bother looking up. What was the point? Then Naruto's voice rang out, clear and loud and strained:

"What's wrong with Kakashi-sensei, Sakura-chan?"

That's when the rain began to fall.

A/N: Sigh... As I said before, it's painful to kill off your favorite character (me+Kakashi=love!). But I like writing death scenes for some odd, incomprehensible reason. I wonder if I should be worried about that... :p Anyway, on to the last chapter!