Wee!~ Sorry for the delay on this one. (: Was caught up with a few of my other ones. Here's part three!

I disclaim. If I owned Naruto, Itachi would take Naruto away in his arms and into happy land~

Onwards!

oOo

That night went by quickly, as did the morning classes.

His words, his offer, repeated in my mind more times than I could ever be able to count. It was lunch time, and I'd made my way towards the table that I already knew would be empty. As anticipated, it was, and I sat down.

I looked around the courtyard. The same scenery of laughter, friendship, and smiles greeted me as they had the days before; and as always, I was not a part of it. A sense of loneliness overcame me for the fraction of a second. Before I could allow my mind to sink further into the impending solitude, however, I remembered that I still had him. That I still had Itachi. A meaning, an inspiration. I wanted to see him smile again, I decided.

I dug in my bag and got out my sketchbook. I came across the unfinished drawing of the toad I'd failed to complete, ultimately deciding that I would finish it at that moment; and when I would, I would show him. And maybe, just maybe, he would smile again, the same way he had before.

My pencil began to trace circles on the toad's pudgy body, (which would eventually become the outline to its warts), but right before I could start on the one on its nose, I felt a familiar shadow hover over me once more. I stopped halfway on the circle that would be the most prominent, and looked up, only to meet my eyes with unreasonably black ones.

A simple, hardly-there smile graced the other person's face, "Hey, dobe."

I watched wide eyed as Sasuke sat before me on the table, similar to the way he had yesterday. I wondered why someone who everyone seemed to worship and adore for no logical reason now sat there; with me, when no one else would. When anyone, and everyone, in that entire courtyard was dying just to be near him.

Still skeptical of his true intentions, I stayed quiet, watching him cautiously.

"What's up with you?" he questioned, bringing an elbow to the table and resting his chin underneath one of his palms, "You look like I'm about to beat your ass, or something."

"Pshh. As if," a smile escaped me, and excitement began to encase me again. For some reason that I couldn't quite put my finger on, I didn't want him to leave. I sat up, a sign of obvious interest.

He raised an eyebrow, an inexpressive look on his face, "Why are you still drawing that stupid thing for?"

"You mean this?" I shoved the drawing of the toad in his face, "I already told you, it's a toad! And it's not stupid!" a grin marked my features, "Toads are Thee best."

He continued to look at me as if I had grown a third head. I took the opportunity to smell the air around us, the same defining aroma from yesterday immediately filled my nostrils. There wasn't a doubt in the world then that he wore the same cologne as Itachi.

"You remind me of my stupid br-"

"Do you know Mr. Uchiha?"

He gave me a weird look, and crossed his arms, a completely uninterested look on his face, "Yeah. Actually."

I smiled, excited that he had his class, too, (or at least I assumed so), "So do I! Isn't he awesome?"

My excitement slowly began to disperse, however, when I watched Sasuke's sallow features begin to tighten. Did he have something against Itachi, or something..?

"No," he said flatly, a glint of a glare suddenly grazing in his eyes. For a moment, I panicked, afraid (somewhere inside) that he would walk away, and I would be alone again, "I don't want to talk about teachers. What videogames do you like?"

I had a slight need to say something in defense, but decided not to. In a way, I wanted to keep Itachi to myself. The subject of him at least, anyway. I then noticed that I didn't particularly enjoy the idea of him treading other people's minds. I replaced my previous expression with a broad smile, forgetting the subject had even been mentioned.

"Well.. I used to have a DS, but-"

"That's stupid."

I glared, crossing my arms in utter disagreement, "Why do you think everything's 'stupid' for? That's all you ever say about anything."

"Because most things are stupid. Stupid," he smirked, leaning towards me with a challenging expression on his face, "Besides, PlayStation 3 is where all the shit's at."

I raised an eyebrow, attempting to challenge him in return, "Well..! Uh.."

In truth, I'd only had the DS for a day. My old foster dad said something about me breaking it the first day I got it.

"Thought so," he gave a reflexive smirk of satisfaction as he leaned back against the wall behind him, "Anything 'Nintendo' is stupid. Like that toad," he pointed at my unfinished drawing, a bemused expression marking him.

I laughed a little, content at the mere fact that I didn't spend that lunch alone thanks to him. He said a few things about the games he liked, and I tried my best to keep up, even though I was almost oblivious to everything he'd been saying. That didn't stop me from acting as if I knew of every game that was ever made, nonetheless.

I was desperate to be his friend. To be anyone's friend. I was desperate to ease the loneliness.

"So, hey.." I looked up towards him, darting my eyes away from the drawing I was on the verge of finishing, "Do you want to hang out after school? I have to stay to do some work, anyway.."

I studied his face. A very faint glint in his ebony eyes that might have stood for hopefulness seemed slightly apparent to me, but I immediately discarded the possibility. Given how full of himself this guy acted, I was highly skeptical that he would be 'hopeful' towards anything. Much less, my response.

Itachi automatically crossed my mind.

No matter how excited I became at the idea of hanging out with Sasuke, the idea of spending time with Itachi brought upon an even greater excitement. There were no doubts as to who's company I would prefer.

"I can't today, actually.." I said, rubbing the back of my head in a notion of apology, "I have to stay home and do a lot of homework."

It might have been a trick of the fog blurring away ever so lightly at Sasuke's face, but I could have partially sworn that he looked a bit hurt when I rejected his offer. He didn't say anything, though, and instead, the loud blaring of the bell ceased any further chance of conversation.

Which was good, I figured, since he didn't even look at me once when he stood up and packed up all of his things.

Eager to ease the tension, and assure myself that he wasn't upset with me, I began to open my mouth to say something.

"What about tom-"

"Want one?" he stuck out his hand, offering me a stick of gum. I was a bit surprised at the sudden gesture, given that I was certain that he hated my guts just a few seconds ago. I gave him a large, toothy smile in sincere thanks, and popped it in my mouth, nonetheless, "See ya."

I stood next to the table we'd been sitting at, watching quietly as he began to walk away; his figure disappearing into the distance of the veiling fog the same way it had yesterday.

I took in a breath, noticing the same elegant smell from before being left once again in his wake.

oOo

Sasuke crossed my mind a few times later in the day, but when Art class began, the mere fact of his existence dispersed completely from my mind.

I sat in my seat, watching Itachi give everyone a lesson on Conceptualizing and designing three-dimensional figures such as cubes and cylindrical objects. I was hardly interested in the lesson itself, but it was him that I knew my interest flared towards.

I watched wordlessly in intense, curious silence as he eloquently used his hands as he talked. His lips flowed like silk as deep, resonating words escaped them; causing the whole classroom to fall into a trance of admiralty and respect. There wasn't a single distraction or interruption throughout the entire lesson. Even Kiba kept his mouth shut. Although, it must have been the fact that he had fallen asleep from the very beginning of class that remained the cause of such.

Itachi had his hair pulled back into the loose, liquid-like ponytail he always had it in, a few strands of colorless hair framing the sharp, stunning features of his face in all the right ways. I wondered deeply how it was that someone so incredibly magnetic could ever manage to exist. His arms were strong and lean, censored by the sleeved, skin-tight polo he'd been wearing. His fingers pointed at the board now and then, showcasing effeminate hands that seemed tepid to the touch. The heaviness of his lashes made it seem as though he wore some sort of cosmetic, and the tire lines underneath his eyes complimented the obvious aura of a dedicated artist.

There were a few instances that caused our eyes to meet, and each time, he would smile at me. Discretely enough that nobody else would notice, obvious enough for me to know that it was fully intended to be directed towards me. My skin flared, and I'm sure he would notice. When he turned away from the class and wrote something on the board with those long, refined letters of his, my gaze would fall to his legs.

Long, robust, and undeniably arousing.

In sheer embarrassment, I noticed as something began hardening between my legs. He might have noticed, (I'm not completely sure), because on the moment that my face burned in an obvious shade of red, he turned, and his eyes, (I could have sworn), gave a sudden brief gleam of inducement.

I excused myself to the bathroom, and eagerly proceeded to rid myself of the undesired erection.

Class ended not long after I came back, leaving him and I as the last two in the room. Hopeful, (and terribly expectant), that his offer still remained from yesterday, I approached his desk, grabbing hold of the straps of my backpack in mere nervousness.

He was going through some of that day's assignments, his expression blank as he studied through them. My throat seemed clumped with what seemed to be nothing, and a horde of butterflies began to soar within my stomach. His scent was intoxicating, and I could feel the familiar feeling of earlier begin to worm its way into my body.

"Mr. Uchiha, are we-"

"Please, refer to me as Itachi," he said quietly, turning his gaze towards my own with those breathtaking, scarlet eyes, "It wouldn't feel right if you didn't. Naruto," The blood in my face betrayed me again, and he gave a light chuckle at the realization, "And yes. I did say I was going to take you out for lunch today, didn't I?"

A very lenient smile graced his unreasonably well-shaped lips, and I swallowed whatever substance clogged my vocal chords, "Y-yeah!"

An unanticipated chuckle escaped me, and the mere sound of it made me want to kick myself in embarrassment.

"Follow me," he stood, with his impossible beauty and all, and got his keys from his desk's drawer, beckoning me with a swift motion of his hand to follow him, "I know of a place that sells impeccable ramen."

Heedful to his words, (and any further commands that he would ever direct towards me), I followed closely behind.

His car was a convertible, and the mint condition of it stood out from all of the other cars in the school's parking lot.

We both stepped inside, and I was immediately engulfed by the smell of his cologne. He positioned the front rear mirror, and started the engine. From the corner of my eyes, I studied the way his hands would go about the steering wheel, a pale cream contrasted against black. Everything about him was absolutely incredible to me. Even the way his leg would push down on the pedals as he drove was astonishing.

The drive halfway there consisted of mostly silence. I was terrified to say anything that would make me seem stupid or undeserving of his company, so I kept quiet, twiddling away at my fingers.

"I've never done this before," he suddenly said, his voice piercing through the thick veil of muteness between us, "Taken one of my student's out somewhere."

I looked towards him, watching his blank expression stare out into the dashboard as we entered the nearly-empty freeway. I smiled at him, feeling a sense of specialty take over me.

Knowing that I was the first to his anything brought me a step closer to whatever heaven there was.

oOo

We reached the restaurant, and only 3 pairs of people were there.

It seemed like everyone had disappeared from the face of the city that day, but it was a comforting thought. The thought that it was only him and I on that day made my heart hitch some beats.

He allowed me to order whatever I wanted off the menu, and I decided on a huge bowl of miso ramen. When I let the waitress know, Itachi smiled at me, probably in response to the intense amount of excitement I was expressing towards the whole situation and setting. I liked ramen more than I liked toads, I could admit. But even more so than both combined, I liked..

"Tell me about you, Naruto."

My eyes fell on his, noticing the sudden interest depicting clearly in his own crimson ones. I smiled big, sitting up in my seat, and temporarily ridding myself of all perpetual self-loathing. For him. To him. Just him.

"Well, I'm Naruto Uzumaki, and I-.."

I stopped, notcing I had absolutely nothing to say. I didn't quite know what 'Naruto Uzumaki' consisted of. No one had ever requested (out of self-interest) to know more about me. I looked down on the table, rummaging through my thoughts to think of something suiting to say to him.

Nothing.

"Your parents," he began, more than likely noticing my dilemma, "what are they like?"

My smile dropped, and my previous elation began to disappear. My parents.. I remembered them. Hardly, but I remembered them. Pictures of my mother's flaring red hair, and my father's yellow looked identical to my own. I recalled the popping of guns, and then I recalled their deaths.

"They're not here, anymore.." I looked towards Itachi's awaiting gaze, deep understanding emitting greatly from them, almost as if he knew my words before I even said them, "They were killed."

I watched as he brought out a picture from his wallet, placing it on the table for me to see, "My parents are no longer here, as well," he said, his voice soft and inaudible, "Disease took them from us."

"Us?"

Before he could answer me, the waitress returned with our bowls. The delicious smell of miso flooded my nostrils, and my previous depression and curiosity seemed to have momentarily subsided as I took the first slurp of the magical food. I must have been eating very quickly, because I noticed Itachi looking at me with a very apparent smile on his face. He had his palm underneath his chin, simply watching me make a complete fool out of myself.

I nervously gulped down the food in my mouth, and grinned. A tint of blush overcame me again, I knew.

"Naruto," he began, causing me to ignore all of my surroundings once more, "why don't they leave you alone?"

I looked away, ashamed of the reminder. The reminder that I knew I was nothing to not just only myself, but everyone that crossed paths with me. My throat ached suddenly, but I threatened myself with death if I even dared to cry.

"I don't know.. I'm annoying, I guess. I don't wear the right things," I didn't dare look at him, "I don't listen to the right music, or say the right things.."

A few moments after, he laughed. Not a mocking laugh, and not in the least bit demeaning, but a friendly laugh. Almost as if I had been some sort of worshipped president stating such ridiculous things.

"I beg to differ, Naruto," he said quietly, bringing me to face him again with one of his fingers from across the table, "I think you're 'right' in all the 'right' ways."

I looked up at him, shocked at both his sudden, unpredicted touch and his choice words. I felt my heart eradicate mercilessly, at not only his warmth, but of the way he'd been looking at me. Almost endearing. Almost as if.. he truly believed what he said.

He took his warmth away from me, and began to indulge on his drink wordlessly. The remainder of our food was eaten in compliant, comfortable silence.

We were in his car again, and he'd lowered the roof to the car.

I watched quietly as the wind of the moonlit night danced through his hair, allowing the faint scent of his shampoo to spill inside my nostrils. It was floral, and utterly unforgettable. Like the rest of him was.

He offered to drive me home, and I happily complied.

We talked about certain art careers and majors that he thought would serve me well in the future, and of his interest in traditional conceptualization over computer generated art. He explained the process of applying for art school thoroughly, assuring me several times that I had everything it took to be an accomplished, self-made artist. His compliments overwhelmed me, and I barely managed to breathe the whole ride home.

He was just so.. perfect.

My devotion and adoration towards him increased with every moment that went by, causing me to concentrate more so on his lips than on anything else as he continued to speak to me through the chilling winds of that autumn night.

Before I really ever wanted to, we reached my apartment. The familiarity of the building reminded me of my persistent loneliness, and it hurt to even think about what reality really consisted of. I stepped out, and he offered to walk me to my door. Eager to spend as much time with him as possible, I accepted, and we walked up the flight of stairs together. The warmth of his arm, (which rested so very close to mine), emitted unto my own, causing desirous, sultry chills to tremble down my spine.

We reached my door, and I stared at the knob sadly. He must have noticed.

"Naruto."

I turned towards his call, realizing that he was now standing much closer to me then ever before. His chest was but a mere centimeter away from my nose, and I felt as he brought a hand beneath my chin to lift my stunned eyes towards his own.

I merely stared, shocked and dazed at the illogical beauty that he portrayed underneath the moonlight; I could feel my legs begin to give out on me, and I knew I were to faint at any moment.

"You're beautiful."

With a swift movement of his, I felt a foreign warmth encase my lips, sealing them the same way my fate had been sealed the moment I laid eyes on him. He moved me closer towards him, using his other hand to meet his body against my own until I could feel every sensuous, muscular curve of his chest.

Taken to another world, I allowed my eyes to lid slowly, the fading image of his closed ones haunting my mind as he moved softly against me. His lips were so fluid, and his hair cascaded like a black river against my shoulder the same way it did when he first showed me how to hold my pencil correctly. I could smell him, and I began to feel the way his hands began to trail behind my back, feeling slowly at the curve of my spine.

I breathed in, a small noise emitting from within my throat when he pushed his mouth closer against my own. I found my arms nervously begin to wrap themselves around him, proving that the person before me was anything but an illusion. He was firm, he was perfect.

Before I could attempt to kiss him in return, he pulled away, robbing me of the staggering comfort I had felt moments before. I looked up at him dreamily, taking in the way his red, glimmering eyes watched me almost.. mournfully.

"May I come in with you..?"

His words were quiet. A tinge of fright tainted them, almost as if he had asked for something completely forbidden and unholy.

Fascinated, and entirely overcome by the craving of him, I allowed the both of us to step inside.

oOo

YAY. :D Fellatio, anyone? lul~ jkk You will never know what is to come unless you let me know how much you wanna know~ o-o Poor Sasukay, though. You can't help but to feel bad for him. D: Feedback, anyone? Thanks for reading!