"Naruto we must move forward with our plans to reconstruct Uzushiogakure" Pain says to Naruto looking over their scorched and destroyed city.

"Yeah, still I can't believe the Uchiha did this to our city." Naruto says looking at the destroyed city.

"Well it's right in front of us."

"Now this world shall know pain."

"So Pain, can I ask you something?" Naruto wondered after looking at the city.

"What is it?"

"Well the city, if all our clan members were killed how did you survive, I never really got to know you much can you tell me about it?"

"Ah, that goes far back to my childhood."

"Years before the Uchiha destroyed this place, I too lived here with my parents, after awhile I moved to the Hidden Rain Village for unknown reason."

"However war consumed the Hidden Rain and my parents were killed so Konan, Yahiko and myself sought to stop the war."

"See this body." Pain refers to the Deva Path's body.

"This is Yahiko."

"So that means he's..." Naruto knew what that meant.

"He was killed, by Hanzo the Salamander."

"After awhile I used the 6 paths of pain to kill Hanzo for good."

"What about Jiraiya-sensei?" Naruto remembers Nagato also had Jiraiya as a sensei.

"Seeing nowhere else to turn to Yahiko, Konan and I turned to the Sannin for help, Jiraiya taught us everything he knew about being a ninja."

"These were some of the times of peace before Yahiko was killed years later."

"You see my life has been mostly pain, that is why I call myself "Pain". And I use Yahiko's body to symbolize that he is still our leader."

"Woah, that's sad." Naruto feeling pity for the pain Nagato went through.

"Enough about me, tell me about you." Pain says curious about it.

"Well the 4th Hokage sealed the Nine-tails in me, and well I never had any parents, I was often made fun of by the village and I still am."

"And how is it you are still standing today."

"My friends."

"They helped me through everything."

"Friendship, is something I chose to abandon years ago, it was at the death of Yahiko."

"Well that's how I grew stronger and stronger, until I become Hokage one day."

"That is your goal, to become Hokage?" Pain asks.

"Yes, it's my dream."

"Well then how about changing that dream slightly."

"Changing it?" Naruto was confused.

"How about becoming the Uzukage."

"Uzukage?"

"It's the Kage of Uzushiogakure, this building Uzumaki tower is where that Kage lives."

"Wow, so there were 6 kages."

"Yes, how about it, to lead your clan, that is a major honor."

"Of course, I'll do it." Naruto had a quick change of mind, but it was a great offer.

"Well, well it's good to see you again." A sneaky voice says.

"Who's that." Naruto looks around in shock, Pain simply stands.

"Naruto Uzumaki you're supposed to be dead." Orochimaru stands in front of the 2 Uzumaki.

"Orochimaru!" Naruto says in surprise.

"Orochimaru, to see you here." Pain says.

"So then Yahiko, or rather Pain, or Nagato I'm assuming." Orochimaru states.

"So you remembered me." Pain states.

"I should have killed you those years earlier." Orochimaru says.

"Well you didn't."

"In that case, your Rinnegan I want it." Orochimaru readies his battle position.

"I need it!" Massive chakra spirals around Orochimaru and wind spiral as he readies his attack.

"Wind Style Great Breach!" Orochimaru blows a massive wind blast from his mouth that heads towards Naruto and Pain, Naruto dodges the attack jumping away but then looks back to see that Pain didn't move an inch.

Pain holds out his palm and the wind attack stops in an instant and then is repelled with little effort.

Wind blows as dust around Pain and Orochimaru signaling a battle.

Orochimaru jumps and with his claws slashes down at Pain, Pain jumps and avoids the attack easily. Orochimaru's resulting attack slashes apart the rock Pain stood on.

"Fire Style Fireball Jutsu!" Orochimaru fires at Pain a massive fireball it could match the prowess of Itachi or Sidra's fireball techniques.

"Almighty Push." Pain repels the fireball instantly and bursts the fireball into thin air.

"Uhhh, AHHH!" Orochimaru is sent flying through the debris of Uzushiogakure.

"What was that?" Orochimaru is shocked at the massive power Pain exhibited.

'The power of Rinnegan, it's much more then I assumed.' Orochimaru thought, he was the type of ninja to examine his opponents carefully before battle.

"Orochimaru, playtime is over what do you want?" Pain asks.

'Looks like I won't be able to make my move yet.'

"Okay then Pain, on to business. I want to join your so called Akuzura organization, in return I expect you to help me get the body of Sasuke Uchiha."

"And what do you have that we want?!" Naruto yells at his enemy from years ago.

"Well my scientific prowess is much desired by many sides of war, and my Hidden Sound Shinobi forces are quite massive as well, and I've already shown that I am strong, so do we have a deal?"

"Very well welcome to the Akuzura clan." Pain states.

"Wait you really trust him?" Naruto asks Pain about the sudden decision.

"It's best to keep the rogues like him close than on the loose, plus there's no way for him to take us all down by himself."

"Yes you're right, I will be of great use, guaranteed." Orochimaru assures Naruto and Pain.

XXXXXX

Hidden Leaf Outskirts.

The remaining leaf shinobi set up camp nearby the former Akatsuki Base.

"Jiraiya, you seem down." Tsunade says to her fellow Sannin.

"Well Tsunade, I've lost a lot these past few weeks, Naruto to the Akatsuki, the leaf to Danzo and seeing Nagato and Konan again, it's too much for an old sage like me."

"Oh Jiraiya." Tsunade didn't feel sorry for many people but now she did.

"I miss Naruto too, he's an Uzumaki the closest to a Senju, so I should be the more depressed one, after all now Sakura's missing too."

"Yeah, it's saddening right."

"Jiraiya we have to look at the brighter side, we will retake Konoha from Danzo and when we do we'll hopefully return Naruto to our side."

"Right, thanks Tsunade."

XXXXXX

Uchiha Base, Land of Fire outskirts.

"What's this place?" Sakura asks.

"This is one of the Uchiha bases throughout the land of fire, they were used to help Uchiha get resources and weapons even outside out of the village." Obito explains.

"I remember being in this place when I was an Anbu." Itachi says.

"This shall be our base for the war between Konoha and the Akuzura, we shall continue to be the Akatsuki and be another group in the war." Obito explains further.

Obito continues his plan "If we are to defeat the Akuzura we need to complete the sealing of all 9 tailed beasts, therefore we are to focus all our time and energy into capturing Naruto Uzumaki."

"So Itachi I shall leave complying a plan to you." Obito orders Itachi.

"Yes Obito." Itachi responds coolly and calmly.

'Naruto, I will kill.'

"Obito is it, let me kill Naruto." Sasuke says.

"What?" Sakura and Kakashi turn in surprise.

"Naruto is mine."

"I will let you defeat him, but he must be alive to extract." Obito responds.

"Fine, but I can't promise I won't kill him." Sasuke says back.

"That's a risk, as you wish I'll leave it to you."

"As for the rest of you, we are to recruit more and to kill all Akuzura members at will."

"I never said I'd join you." Sakura says.

"Oh?" Obito recoils.

"Yeah, I'm leaving, I have to find Lady Tsunade and my other friends." Sakura attempts to leave.

"Not a good idea, these lands are filled with Anbu and Akuzura shinobi you can't dodge them all." Obito states.

"Grr." Sakura knows the threats, being killed in the war early wasn't a good idea.

"Plus, I saved you and Sasuke's lives I expect something in return." Obito gestures he wasn't going to let her leave easily.

"Sakura, we must figure a way for survival, maybe being here is for the best." Kakashi says assuring his student.

"Okay."

XXXXXX

Akuzura Base 2, Uzumaki Tower.

"Ah, man the traitor's back." Hidan gestures to Orochimaru.

"You've got some guts coming back." Sasori says to his former teammate before Orochimaru defected some time ago.

"Well now Sasori of the Red Sand, you survived until now." Orochimaru says with a smirk.

"You've got that same attitude." Sasori mentions.

"And you've still got that inferior body."

"Grr." Sasori though a puppet still had his emotions, like anger.

"Fire Style!" Sasori fires a flame art Orochimaru from the nozzle in his palm.

A repelling blasts stops the flame before it hits Orochimaru.

"No fighting, no pain unless it's our enemies." Pain says stopping the fight.

"See you, perhaps I will take your puppet turning technique for myself." Orochimaru states before he leaves.

"Relax, Sasori, Deidara's man." Hidan calmly says.

"We'll get our revenge someday."

"Whatever, I hate you more then him so don't be talking." Sasori states back.

"Grr, curse you." Hidan goes from calm to his killer face. Sasori ignores and leaves.