Hey everybody! Welcome back to chapter forty-five of the Winds of Change! Well, this one took me about a week to do, and it's one hell of a long chapter! It's mainly fight orientated, but there's quite a lot of character development to be seen within the cracks, as it were. Anyway, without further ado, I present to you chapter 45, of the Winds of Change!


Kataki really regretted antagonizing her.

Of course, he realized, as he ducked a cleave that most likely would've taken off his head, that it wasn't all bad. While the Akatsuki Member was attacking far more ferociously than before, her unrestrained anger was leading her to make some sloppy mistakes. Alas, Kataki didn't have time to capitalize on these, as he constantly had to avoid being carved in two by the large sword his attacker was handling with expert efficiency.

Blocking a high slash with his katana, he sent a glance over to the rest of his team.

They were just watching.

Fuckers.

Grunting in exertion as he shoved the woman off of him, he followed up the attack with a spinning slash, hoping to decapitate her. This failed, as the woman blocked his slice with her far heftier blade, leaving him wide open. Cocking her fist back, Eliara let loose with a punch that almost took Kataki's head off.

Skidding across the wooden surface of the floor, Kataki growled, using his momentum to end back up on his feet. "Are you guys planning on helping!?" He exclaimed, raising his katana up to begin combat aknew.

Raion cracked his knuckles, brown eyes shining with glee. "Glad you asked. I was getting bored just waiting on the sidelines!"

Leaping forward, the tanned teen pulled his tightened fist backwards, before rocketing it forward. Eliara leapt out of the way, Raion's hand smashing into the bark, forming a small crater. Yanking his hand out, the brunette yelped in pain as he feverishly pulled out the splinters, biting his lip as he tore at them relentlessly.

"I swear to Kami..." Kataki trailed off. What an utter idiot Raion was. If nobody else was going to back him up, he'd deal with this himself!

Weaving through hand signs, the blood ninja yelled out. "Fire Style: Fireb-"

He was cut off mid-sentence as Gurei clamped a hand over his mouth, Fenris rushing past the two of them, letting out a war cry as he clashed with Eliara.

"If we use Fire Jutsu here, we run the risk of setting the entire thing ablaze!" They grey-haired ninja hissed. "Think!"

Kataki clenched his fist in annoyance. Damn, that took out about half of his arsenal. No matter, he still had some tricks up his sleeve. Eyes glinting with eagerness, the red-haired nin went to follow after Fenris. Gurei placed a hand across his chest, pushing him back slightly. "No." He began, silencing the protests that were about to burst from Kataki's lips. "You've fought enough for now. Rest, gain some strength back, then rejoin."

"Whatever you say, sir." He snapped irritably.

The grey-haired ninja rolled his eyes.

As the two talked, Eliara blocked another massive cleave from Fenris, sparks flying between the two as metal scraped against metal. Both were forced to retreat, fighting to a standstill, as they had been for the last few minutes. Panting, Fenris growled in irritation. This should be simple! His sword skills were some of the best, if not the best within Oto! All of the training-

He paused his train of thought, lips curling into a snarl as his eyes glowed with rage. He would not think about that now! He would gather his anger, and use it to smite this Akatsuki!

With a war cry that would make lesser men wet themselves, Fenris charged once again at Eliara. The woman was prepared to block another slash, only instead to be caught off guard as the snowy-haired nin charged into her with his shoulder. Stamping her feet on the ground, she kicked up splinters and dust as she tried to stop the man that was pushing her, using her feet to try and blockade his pushing. But it was to no avail, Fenris would not slow down; in fact, he sped up, snarls escaping from his lips. After a few long moments of pushing, the former slave finally had enough. He roughly shoved the Akatsuki Member, catching her by surprise. Sprawling backwards, it was only by chance that her blade happened to block the stab the man had made for her heart.

Using her momentum of falling , Eliara grasped onto Fenris' blade, yanking it towards her. Now taken off balance, the snowy-haired ninja was falling forwards, Eliara using her feet to guide him. When she got to the right angle, she pushed off, sending him flying behind her and into a nearby branch with a massive crack. The former slave slumped to the floor, eyes clouded and dazed.

Righting herself, the water user only had time to take one breath before a hail of senbon came her way. Gritting her teeth in irritation, she blocked another projectile barrage, before sending one of her own with kunai. Utsuro weaved through them all expertly, catching a few and sending them back to their original owner, where they were deflected with ease. Eliara raced forward, mouth contorted in a snarl as she slashed at the petite girl. Utsuro ducked underneath the first swipe, before backflipping over the second, withdrawing a kunai from her pouch and throwing it. The water user easily blocked the projectile with a clang, following it up with a downward slash. The blade caused the bark to crack underfoot as Utsuro narrowly avoided being cut in half, throwing her fist forward to catch the green-haired kunoichi in the mouth. This proved unsuccessful, as Eliara used her blade to push the strike away, leaving the white-haired girl wide open. Bringing the pommel of her blade up, she roughly slammed it down onto Utsuro's head, the girl letting out a cry of pain as she staggered backwards.

Adrenaline coursing through her veins, Eliara spun around just in time to stop the massive fist of Raion from cracking her skull, her large blade once again saving her from taking the brunt damage. Growling, the brunette pushed forward with all his might, eyes narrowing in concentration as his mouth formed a scowl. So focused on pushing the Akatsuki Member back, he didn't see the kick coming until it was too late, sending him flying backwards and landing on the ground with a loud crash.

Utsuro rubbed at her eyes, willingly the fuzziness that had invaded her vision to leave. Try as she might, her head throbbed loudly in protest with each movement she made, the world beginning to spin.

Eliara, noticing the girl's dazed state, grinned. Eyes shining with unstoppable malice, she reached into a small pouch on her hip, dipping her fingers into something. Pulling her hand back out, she began to mold water droplets on her fingertips into a small, watery ball. "You fucking rejects are all the same!" She spat, before she threw the small ball at Utsuro's stomach.

Before the white-haired girl could even move, and just as the small ball of water splashed against her, Eliara weaved through hand signs and called out. "Water Style: Water Bullet Expansion!"

Blood exploded out of Utsuro's mouth in a steady stream as the small water ball ballooned in size, eventually imploding on itself, tearing apart her stomach as gore flew everywhere. The gaping hole was tangled and torn with bits of sinew and raw flesh, covered in thick, dark blood that gushed from the injury and onto the darkened bark. The exploding ball having blown her back, the white haired ninja landed with a thud on the wooden surface, unmoving as a pool of crimson liquid formed around her unconscious form.

Gurei's jaw dropped in horror. "Shit!" He swore, darting over towards her, as Kataki followed after him. "Raion, get out of there!" He yelled.

The brunette had just risen to his feet, rubbing his injured head lightly as Team Itachi's medics voice had reached his ears. Taking in the grinning form of Eliara, reaching into a pouch on her hip, and the body of Utsuro, stained with blood and with a giant hole in her chest, his eyes widened in alarm. Sweat dripped down his tanned skin as he turned and fled, alarm coursing through his veins. If he was hit by whatever she did, he would be kill-

He didn't get the chance to finish his thought as his shoulder actually exploded, splatters of blood and flesh scattering all over the immediate area. Raion howled in pain, stumbling for a few moments as he stared, wide-eyed, at the fleshy, crimson stained hole that took up the majority of his shoulder. Blood leaking from his mouth, the brunette collapsed onto the floor with a resounding smack.

"Yes!" Eliara hissed, hefting her heavy blade onto her shoulder as she ran towards the downed member of Team Itachi. Licking her lips in satisfaction, she lifted her weapon of choice high into the air as she stopped running, looking to skewer the injured, groaning boy in front of her like a pig.

"Blood Shuriken!"

Crimson shuriken sped towards the Akatsuki Member, her eyes filled with ire. Spinning her massive weapon, the shuriken exploded on impact with the metallic sword, blood splattering all over the ground and onto her. Once again, she licked her lips, the metal taste of blood now residing within her mouth.

And it tasted good.

Distracted, she did not notice Fenris, a fire in his eyes like no other, sneak up behind her. With a war cry that only just alerted his presence, he swung his own giant blade, looking to cut her in half in honour of Utsuro. The blade cut through Eliara's arm, the Akatsuki Member letting out a shrill shriek of pain as blood streamed from the wound. But she was not out yet, as the snowy-haired ninja pulled back his sword, going for another swing to take off her head. This proved pointless, as Eliara ducked under the slash, despite her arm injury, and kicked backwards with her foot, catching Fenris with a massive kick that sent him slamming backwards into a nearby tree trunk.

Kataki was on her now, steel clashing against steel as the two sword masters did battle. Eliara used her strength to her advantage, her strikes hard and brutal as she looked to tear the red-haired ninja into pieces. Instead, she mostly got wood, as her blade continually cracked the floor or splintered branches. Kataki, on the other hand, used speed to keep her at arms length, cutting and slicing with his two katana in a furious rage. How dare she injure his teammates!

Eliara moved backwards, avoiding a slash from Kataki, following it up with one of her own. Blocking with both of his katana, the redhaired ninja blocked the Akatsuki members kick with his knee, the purple bruise being the only injury he received from that strike. Leaping backwards, he sent one of his weapons flying forwards, Eliara deflecting it with ease. This left her open, however, Kataki spinning around and striking at her neck. The tip of his blade just sliced the side of her throat, cutting it lightly as a small amount of blood leaked out of the wound. Taking a moment to retreat, Eliara charged forward once more, Kataki regaining his katana.

"I've got to stall for time." He thought, the sound of clanging and scraping filling the night air. "Gurei needs to work on those two, and quickly!"

As the two swordsman engaged in a test of skill, Gurei's pale face was contorted with horror, as he pumped chakra into his glowing green hands. Whatever jutsu she used had been super effective in what it wanted to do, he grimly thought to himself, as he set about the painstaking process of repairing damaged muscle and tissue. He shot a sad look in Utsuro's direction, her white kimono now tattered, the main feature of her body being the scarlet blood that covered pale skin.

There would be no point focusing on her now.

Sighing, he focused his attention on fixing Raion's shoulder, the tanned teen twitching at every flex of Gurei's finger. This was going to take a long while. He just prayed that the rest of his team didn't suffer the same fate.


Kataki breathed heavily, heart thundering in his chest and ears as he ducked another slash from Eliara. The two had been going back and forth, cuts adorning each of their bodies as they combated one another. Fenris had joined in the fray as well, evening the odds slightly.

Blocking another slice from the green-haired woman, he watched as Fenris, instead of using his blade, used his fist instead. Smashing his bony hand against her jaw, a glob of blood flew out of her mouth as she skidded to the side, still remaining on her feet. Looking back up, her eyes were murderous as she charged again.

Kataki grimaced, readying himself as she swung with precision, her weapon clanging against his with a metallic scrape. Whenever he had tried to use any form of Blood Ninjutsu, she had been there to stop him, her attacks ruthless and powerful.

But she was getting tired, and their plan was forking.

Fenris' hefty strikes clashed against Eliara's, as they engaged in a deathly dance of power and bloodlust. Scowling, the snowy-haired nin deflected a massive strike from the Akatsuki member, retaliating with one of his own. The water user leapt to the side, narrowly avoiding being cleaved in two, only to have another sword thrust at her gut. The tip of the blade almost pierced her skin, but she leapt back just in time.

But now, she was cornered against a tree.

She realized this, eyes widening momentarily, only to narrow in unbridled anger. She reached for her pouch.

Everything was a blur as Kataki raced into action, foot colliding with Eliara's wrist and smashing it against the bark of a tree. It snapped with an audible crack, the Akatsuki member's face twisting in agony. Not content, and with a snarl of bloodlust, he slammed his katana into her hand, impaling her into the now blood-soaked bark. She screamed in pain, body shaking with rage as she fought to free herself.

This fight hadn't been honourable since the moment she killed Utsuro.

Fenris appeared next to her in a moment, blade held and ready. With a cry of "You are avenged Utsuro!" he swung his weapon with bone-breaking intensity.

Just a second before her head was separated from her shoulders with a thick squelch, however, she disappeared in a puff of smoke. Fenris' blade shattered the bark of the tree, embedding itself deep within it. He cursed in frustration, as Kataki's eyes shrank in fear.

Eliara had substituted herself with a falling leaf, and was coming down, her blade pointed downwards.

Pointed towards Gurei's back.

"Not another one! Not another comrade!"

Swearing, Kataki darted off after her, pumping as much chakra into his legs as he could.

Fenris growled, before focusing. With all his might, and another battle-cry, he yanked his hefty blade out of the tree and sent it flying towards Eliara's back.

She caught on just a few moments before it had reached her. She twisted around in mid-air, turning her blade so that it took the full brunt of the flying weapon. And it did, the two massive blades clanging together roughly, sending Fenris' spinning in the opposite direction as the Akatsuki Member was stunned.

Kataki watched as he ran, Fenris' weapon thudding into the ground, breaking it and embedding itself within the wooden surface. It's hilt still high and visible, the blood user smirked.

Picking up speed, he jumped up, his two feet landing on the hilt of the blade. Single katana in hand, he bent his legs and sprung up even higher, straight towards the stunned and alarmed Eliara. With a fierce scowl, Kataki spun around, vengeance etched in his blood soaked features.

His katana slashed through her upper body, blood spraying everywhere as she let out a horrified cry. Kataki grinned, pushing off of her with his feet, landing roughly just a few moments later. Eliara didn't have that luxury, as she slammed into the wooden floor, spinning rapidly as her body smacked against the floor multiple times..

Kataki breathed hard, sweat dripping from his forehead and onto the floor as he regarded the woman in front of him.

She was done, that was for sure. While, regrettably, most of his attacks hadn't struck anything vital, her broken wrist and unusable crimson coloured hand rendered her sword usage impossible, and the gash on her chest would cause deep problems if she didn't retreat in the next few minutes. And, due to her wounded state, she was crouching down on the ground, wincing painfully with every breath she took.

But he was tired, the constant sword-fighting having taken a toll on his body as he breathed roughly, entire form aching with overuse. If this battle continued much longer, one of them would certainly end up dead.

And, with blood pooling at his feet, Kataki wiped his brow and pointed his steel, now red coloured blade at the injured Akatsuki Member. "Surrender." He said, as Fenris landed beside him, his breathing ragged and face haggard.

She growled. "I would rather die than surrender to weak swordsmen like you! Master Kisame shall tear you apart when he gets here!"

Kataki did not reply, eyes steeling as Fenris gripped his blade tighter. "Then that is what you will get. You killed one of our comrades here today. It's only fair that, now, we get to kill you!"

The snowy-haired nin heaved his blade upwards, the metal gleaming from the moonlight that twisted its way through the leaves above. With a mighty roar, and as Kataki watched on, he went to bring the blade downwards.

Eliara lifted her weapon to defend, but an almighty crash caught her attention. Her pupils shrank as Itsutori burst in from behind them, cuts littering his body as his feet pounded on the bark of the tree. From behind him, dark tendrils slithered from out of the foliage, sliding towards their prey at a ridiculously fast rate.

He was scared.

Eliara leapt up to her feet, pain coursing through her body as she went to help her comrade. Fenris blocked her, fist cocked back. The attack slammed into her jaw, knocking her backwards.

Itsutori, meanwhile, growled in frustration as his heartbeat tried to break through his ribcage. Enough was enough! Leaping into the air, he weaved hand-signs, before exclaiming. "Wind Style: Powerful Wind Wave!"

A gust of wind exploded out of the Akatsuki members mouth, tearing and knocking back the shadow tendrils with ferocious intent. The wind had scarred the bark, tearing shards of it towards the remaining tendrils. The sound of flesh ripping echoed around the area, the jagged splinters skewering the manifestations of darkness.

Mid-air, Itsutori worked quickly, hands blurring through signs in a frantic pace. "Summoning Jutsu!" He called out, slamming his hand downwards, a black and complicated seal appearing at his feet. A loud, bellowing squawk rang in everybody's ears, as a tawny hawk appeared out of the thick smoke. With another sharp sound, the majestic bird spun around, Itsutori placed firmly on its back, before speeding towards Eliara.

Kataki roughly grabbed Fenris by the arm, yanking him to the side and to the ground as the massive bird soared overhead. The snowy-haired ninja let out a growl of frustration as he rushed to his feet, pumping chakra into his feet to leap upwards.

He wasn't fast enough, as Eliara used the last of her remaining strength to jump upwards, grabbing hold of Itsutori's extended hand, before being pulled onto the hawk. Fenris bounded upwards at this moment, sword raised high above his head.

"Move!" Eliara shrieked, and Itsutori did as such, tapping the hawk gently with his finger. The bird picked up speed, narrowly avoiding Fenris' blade. The former slave of Orochimaru bit back a curse as he landed on his feet, the Akatsuki members crashing through the leafy net and escaping into the night air.

Kataki swore under his breath, wiping the sweat from his brow. They had fought them off, at least. He made a hand-sign, and his blood began to slowly slither across the floor, before it leapt upwards into into the slashes on his wrist. After a few moments of this, the cuts scabbed over.

"Damn it!" Fenris roared, slamming his foot down hard onto the torn up bark, body vibrating with rage. Kataki frowned.

"Easy there Fenris." He soothed, hesitantly walking over and placing a hand on the taller teen's shoulder. "It's fine-"

"No it's not!" He snapped, teeth chattering with anger. "Utsuro's dead!"

Kataki let out a long, low sigh. "Yeah, I know." He paused, taking in the quivering form of his 'slave', and the way his hands clenched tightly. "Is this your first time losing someone?"

Fenris nodded, not trusting his vocal chords. The blood user gave him a reassuring pat on his shoulder. "I understand. It's really tough, the first one."

"You've had it happen to you before?"

Kataki flinched away slightly, as if struck. He regained his composure, however, meeting Fenris' gaze with sharp brown eyes. "Yes. And each time it happens, it... hurts. It hurts so much.. And it doesn't get better. But, it goes get more tolerable."

"Tolerable!" Fenris howled in rage. "How the fuck does the death of a comrade get more tolerable!?"

A sheen of blue chakra was beginning to coat over Fenris' body, and Kataki took a step back. "Listen to me." He snapped, hand gripping at his katana hilt, brown eyes now pulsating with annoyance. "Now is not the time, nor place for you to have a breakdown. You don't think we all feel like shit? Gurei ordered me to stay back to rest, how must he feel? How do you think Raion feels being unable to help her? How do you think Kura is going to feel when she comes back? She'll think it's her fault that she abandoned us. How do you think I feel about taking some time to rest when I should've got back out there? There will be time to grieve later, Fenris, but we still have a mission to complete, with or without you. Now, I'm giving you an order. Calm down, focus, and let's go and kill The Akatsuki. Am I clear?"

Fenris did not reply for a few, long, tense moments. Finally, his chakra seen disappeared, and he let out a frustrated growl. "I'm sorry."

Kataki's eyes softened. "I know. Just keep your emotions in check for now. Come on, let's-"

"I think I scared that cock womble off."

Kataki growled under his breath, turning to face Kura, who had her eyebrow raised. "Is there a problem, Kataki?"

"Yes, there is a problem!" He hissed wildly. "Fucking damnit Kura, Utsuro is dead, and you're here just cracking fucking jokes?"

Kura's eyes widened, before she burst out laughing. "Utsuro's not dead!"

Kataki and Fenris both blinked. "What?" They asked in unison.

The shadow user gave them a flirtatious grin, placing a hand on one of her shapely hips. "She encased herself in glass a little while ago, Gurei tells me. It's stopped the bleeding, and is keeping her in a 'vegetative state', which is a shame, bloody sex is always the best."

Kataki growled. Kura placed her hand up to placate him. "Kidding. Damn boy, since you're the one using blood, I'd thought you'd approve. Anyway, while her wounds are severe, and there is a high chance she won't make it out alive, she's stable as long as she remains in that glass case. So, Fenny." She practically glided over to him, placing a hand on his cheek. "Don't cry your little eyes just yet. Wait for the victory sex." And, with a wink, she turned and walked off.

Kataki rolled his eyes, mouth quirking into a small smirk. "I swear, one of these days... C'mon Fenris, we need to go check on Raion."

The snowy-haired nin, blush tinting his cheeks, merely nodded as he followed after his 'master'.


"We need to keep moving."

Kataki's gaze was unwielding as he faced down Kura, whose own brown eyes refused to break. They stared at each other for a long while, before the shadow user spoke.

"It would be stupid for us to head into battle right now, because we're not at full strength." She stated, crossing her arms over her bust. "With only the four of us active, we'll be more of a burden than anything else. And, if you hadn't noticed, Raion needs healing."

"I'm not denying that." Kataki growled. "But right now Itachi-sensei is up there all alone, fighting the Akatsuki and Orochimaru. He'll need someone to watch his back."

"Oh, so even you agree the great and wise and kind and amazing Itachi Uchiha needs backup?" Kura quirked an eyebrow. Kataki's face darkened.

"I'm saying we have a mission to complete. And the longer we wait around, the less chance there is of completing that objective. Right now, Utsuro is in a comatose state, and Raion is useless. But, Gurei's a medic, and we need him to come with us, so-"

"Hang on a minute! What you're telling me, is that we leave our two injured comrades all alone!?" Fenris asked.

Kataki shot him a glare. "No, I'm saying that Gurei remains here and heals them, while we head up to give Itachi-sensei some back-up. When Raion is sufficiently healed, and Gurei is finished dealing with Utsuro, the rest of the group can join us." He snorted in disbelief. "The sheer notion of leaving one's comrades is utterly dishonourable, and something I would never, ever do. I'm insulted."

Before Kura could open her mouth, Gurei cut in, face scrunched in concentration as he continued to knit together skin and flesh. "Kataki's plan is sound, and the most logical. At this point in time, bringing Raion with us would only further aggravate his injury. With the amount of time it will take to heal this, as well as check over Utsuro and decide what to do with her, it will take me roughly about thirty minutes to finish up here. The trip to the top, by my estimations, is about fifteen minutes. If you go now, I will meet you up there in about forty-five minutes, unless something complicates matters. And if so." He paused in his healing, tapping a pouch on his hip. "I'll radio in on Kura's headset. Sound like a plan?"

Kataki, Fenris, and Kura shared a look, before nodding.

Gurei smiled. "Good, now, get going, the sooner I get this done, the sooner I can join you."

Kataki frowned, turning and locking eyes with Kura. "Lead on, fearless leader."

Kura grinned. "Funny, that's what a lot of people say in my bedroom. Move out!"

With that, the shadow and blood user leapt off into the foliage.

Fenris, however, did not, his gaze focused on Utsuro's slumbering form, before shifting back to Raion.

"It's nice, you know?"

The snowy-haired nin blinked as Gurei turned his eyes onto him, smiling. "Pardon?" He asked.

"I said it's nice. It's nice that you care so much about the wellbeing of people you haven't known for very long. Illogical, but nice."

"What do you mean ill-"

"Fenris!" Kataki's voice echoed loudly towards him. "Get a move on!"

With confused etched in his face, the sword user bid goodbye to Gurei, before darting off after his teammates.

Gurei smirked, shaking his head softly as he returned to patching up Raion's shoulder. He had to admit, Fenris' naivety was cute.

He was lucky Itachi-sensei hadn't given the order to kill the himself and Utsuro. That would've been problematic. Not only because he was becoming rather fond of the two, but he had yet to fully study Orochimaru's Curse Seal. Not to mention whatever demonic influence Utsuro had within her.

Humming to himself, Gurei continued his work underneath the net of leaves.


The roaring wind rushed past the silent figure, his footsteps lighter than a feather, as he ran up the steep tree. His eyes, deep pools of coal, inched from side to side every once in a while, looking for any signs of movement in the darkness. He only caught the occasional glimpse of fire, or the flashes of chakra. His comrades were battling, it seemed, and so would he very soon.

As Itachi Uchiha reached the top of the gigantic tree, his eyes morphed into blood red crimson and onyx black. His Sharingan surveyed the area, as he peeked his head over the ledge that would lead to the final battle.

It was relatively flat, wider and longer than most of the training grounds her remembered from Konoha. On some occasions, big clumps of roots and sharp jagged pieces of wood protruded from the wooden surface, illuminated by the striking moonlight.

And, apart from the howling wind, all was quiet.

Itachi began making plans in his head, as he clambered up, finally glad to place his feet on a vertical base. His eyes narrowed, he scanned the horizon for any sign of Orochimaru or Kisame.

Not that he needed to, of course. He could sense them already. Kisame never was one for being able to hide his chakra signature very well. He recognized, with some amusement, the former Konoha Chunnin, Mizuki, was present and hiding. From the sense he was getting from his chakra, he had no interesting in engaging with him. That was good, and removed one enemy from the fight.

For now.

Smirking, he took a few strides forward, ready for any movement. If they were clever, they would attack him while he was close to the edge-

The Uchiha leapt to the side, as a giant shark burst from the bark behind him, the liquid animal almost crashing into his back. Instead, it exploded as it connected with the ground, water and bark flying everywhere.

Eyes narrowing, Itachi blew a giant fireball at where Kisame's chakra was located, the scorching orange zooming towards the Shark Nin. With a spiky grin, The Akatsuki member jumped out from behind the root, as the fire enveloped the wooden defense and set it aflame.

Before Itachi could react further, Orochimaru appeared behind him, kusanagi shining in the moonlight. Casting his gaze back for only a split second, The Uchiha withdrew two kunai, throwing one forwards towards Kisame and blocking the Snake Sennin's attack with the other. After a momentary clash of metal on metal, gleaming golden eyes clashing with crimson ones, Itachi disappeared, replaced by another kunai.

Kisame's eyes widened as he prepared to deflect the oncoming kunai with Samehada, only to see the black blur that was Itachi appear in it's place. Reaching into his pouch, The Uchiha pulled out an exploding tag, slapping it near Kisame's feet. In just a moment, he weaved through more hand-signs, switching once again with the kunai.

Orochimaru couldn't react in time as a boot smashed into his face, sending him flying backwards, colliding with a root, shards of earth and would being kicked up. Kisame grunted as he was forced to jump backwards, an explosion of flame rising up into the air and obscuring his view.

The Uchiha was not done yet, however, landing on his feet before blurring through hand-signs. "Phoenix Flower Jutsu!"

A barrage of small fireballs sped out of Itachi's mouth, flying towards the Snake Sennin who had just regained his footing. With a curse, he leapt to the side, fireballs exploding and enveloping the root in a raging flame.

Panting slightly, the Uchiha turned around, narrowly avoiding being chopped in half by Samehada. Kisame's eyes were filled with malicious intent, as he swung wildly at his former partner. Itachi grit his teeth, moving backwards and dodging as the attacks continued full force. "You see now, Itachi!" The Hoshigaki Clan Member spat. "This is what happens when you betray the Akatsuki!"

Withdrawing a kunai, the Konoha Missing Ninja deflected a number of attacks from Samehada, as Kisame got more and more vicious. With a snap, however, his defense was broken, causing the water user to grin with uncontained glee. Before the Uchiha was chopped in half, however, he took a massive leap back, as Kisame's massive blade smashed down onto the bark, kicking up shards and splinters.

Orochimaru lunged at the weakened Itachi mid-air. With a creased brow, the fire-style user grabbed a brace of shuriken from his pack, throwing them with expert precision. The Snake Sennin was seething with rage at this point, but was forced to draw back as the projectiles slammed into the ground.

The Uchiha landed gracefully, skidding slightly on the ground, eyes focused on the approaching form of Kisame.

At this point, he had the advantage. Orochimaru's jutsu abilities were limited due to being without the use of his arms, so he was essentially harmless at long range. However, the kusanagi was coated with poison, and one little prick from that, and the fight would be over. Kisame, on the other hand, was in a significantly better position than he was. The Hoshigaki's water style would easily overpower his own fire style, not to mention he had the advantage close up. However, if he could land a genjutsu on the water user, than the fight would be his. Orochimaru needed to be incapacitated.

His hands moved faster than the eye could see, as Itachi exclaimed. "Earth Style: Roaring Fist!"

A massive fist of earth erupted from the wooden surface, speeding towards Kisame as it built momentum. The Akatsuki member was unperturbed, his grin never wavering. Hefting his sword, he swung it forcefully against the oncoming attack. The resulting smash echoed around the area, shards of rock clunking against the floor, the jutsu neutralized. Through the dust, Itachi noticed his opponent weaving through hand-signs.

"Water Style: Water Shark Bomb!"

Kisame pushed his hands forward, a massive shark, made entirely of water, shooting out from the ground and towards Itachi, its jaws gnashing in wait for its prey. Itachi's frown turned into a grimace, and he weaved through some hand-signs of his own.

"Earth Style: Earth Crow Jutsu!"

Multiple chunks of earth floated up from the ground, forming into earthen birds. With their unanimous cries, they sped towards the large shark and it's gaping mouth, ready to do battle.

Earth and water clashed with unrelenting force, the multitude of crows facing off against the powerful shark. With a tremendous crash, both jutsu cancelled each other out, the crowds exploding into shards of rock, and the shark dissipating into a large puddle of water.

But Itachi was given no time to rest as Orochimaru was on top of him in a heartbeat, slashing fiercely with his kusanagi. The Uchiha dodged the first blow, pulling out another kunai and engaging in some swordplay with the Leader of Otogakure. The Snake Sennin's blows were far more powerful and deadly than his own, but he had the speed advantage. Deflecting one slice from the poisoned blade, Itachi thrust towards his enemies throat. Orochimaru bent backwards at the waist, the stab sailing over him. Throwing all his upper body weight forward, the Snake Sennin tried to impale Itachi, who managed to twist his body at such an angle as to avoid the attack. Spinning around, he struck out with his kunai to the side of Orochimaru's neck, but the Konoha Missing Ninja ducked, before striking out with one of his legs in a sweeping motion. The Uchiha leapt into the air, avoiding the attack before landing a few feet away.

However, a glob of blood soon exploded from his lips, as Samehada clashed with his side, shaving off some skin and sending crimson splattering onto the bark of the tree. Itachi flew through the air, rolling slightly, before he righted himself, wincing as he gingerly touched his injured side.

Kisame's grin became face-splitting, as he exclaimed. "You fear me now, Itachi! You should've never have left!"

Biting back a curse, Itachi charged forward. The Hoshigaki readied himself in anticipation, adrenaline flooding through his veins as The Uchiha advanced. However, his eyes widened as his former partner threw down some smoke bombs, obscuring his vision with thick, black clouds. Kisame growled as Orochimaru landed next to him, serpentine eyes narrowing.

"I can't see him-"

Before The Snake Sennin could finish, black flames appeared all around the two, engulfing the area and painting it black. Kisame's eyes widened in alarm, as the soulless element drifted closer, setting ablaze the bark it came across, inching towards them.

Orochimaru bit back a curse. "Amaterasu!" He spat, eyes glistening with rage.

Kisame frowned. Wait, no, that wasn't Amaterasu, that wouldn't make sense. The flames were soundless...

"It's a Genjutsu!" The S Ranked Missing Nin yelled to the other, bringing his hands together to form a seal. "Release!"

The flames disappeared for him, his eyes snapping open, before his pupils shrank. Itachi was thrusting a kunai towards his head, crimson eyes as sharp as the blade itself. With a war cry, the water user swung Samehada, smashing into The Uchiha's body and tearing it in half. It floated in mid air for a moment, before dissipating into crows. Kisame growled as the coal black birds flew off into the night. Another Genjutsu. That bastard.

Before the former member of the Seven Ninja Swordsmen of the Mist could fathom a retaliation, an exploding tag smacked into his side, before glowing. "Shit-" was all he could say, as it exploded in a ball of flame, sending him flying and smashing into the ground, tearing up shards of the wood as they tore into his skin. The Akatsuki Member used his momentum to get back to his feet, surveying the battlefield.

Itachi had created a clone of some kind, which danced with Orochimaru in a deadly Taijutsu battle. Or, perhaps it was the real Itachi that was fighting with the Snake Sennin, and in fact the Itachi standing away from him was a clone. Fucking Genjutsu.

Kisame grinned, despite the light burns on his shoulder and rib cage. It wouldn't matter, he'd be dead soon anyway.

The Hoshigaki charged forward, and Itachi blurred into action, throwing a brace of shuriken and kunai at his opponent. Kisame let out a hearty laugh, using Samehada to deflect them with ease, sending them thudding into the ground. "You'll have to do better than that Itachi!"

Before he could fully reach him, however, Orochimaru had kicked the shadow clone/real Itachi backwards, before snakes had erupted out of his collar, hissing and seething. They shot towards the two Uchiha, wrapping around their arms and upper bodies, contorting tightly. Kisame's pointed teeth shined with glee. That motherfucker was caught!

As the snakes continued to constrict the two bound Uchiha's, one of the Itachi's crimson eyes locked with Kisame's. And, with a sharp contort of his mouth into a frown, the Konoha Missing Ninja disappeared, turning instead into globs of mud. The snakes hissed in displeasure, retreating back to their master quickly.

They didn't get there fast enough.

Itachi was upon Orochimaru in a moment, kunai shoved forward at an accelerated pace. It sliced through The Snake Sennin's neck, sticking so deep within that only the handle was visible. But, instead of blood spurting out of the wound, and the dying gurgles of a ninja, there was only a collapse of mud.

Itachi didn't have enough time to react, as Orochimaru appeared in front of him, a massive blob of mud exploding from his mouth and smashing into his face. The Uchiha staggered backwards, blinded, as The Leader of Otogakure ran towards him, kusanagi pointed, coated in a thick purple poison. On instinct alone, Itachi just managed to wipe the mud from his eyes, withdraw a kunai, and block the charge from the Snake Sennin. The sword weapons clashed, sharp squeals and sparks flying from the metallic objects as they fought for dominance. From behind him, Itachi sensed the massive chakra signature of Kisame, Samehada baying for blood and chakra as it was swung in an arc towards him. The Uchiha dropped the kunai from his grip, bending backwards at the waist as the Kusanagi sailed over him. The sound of two legendary weapons clashing rang louder than the wind, as both Missing Ninja realized with alarm what was going on. Itachi waved through hand-signs, before exclaiming. "Explosive Wave!"

A massive dome of flame erupted from his person, burning Orochimaru and Kisame, sending the former flying backwards and smashing into a root with a tremendous crash. The Hoshigaki, meanwhile, stumbled backwards, light burns coating his face and chest, lighting up his cloak. Throwing the thing to the wind, he lifted Samehada onto his shoulder, and grinned wildly, despite the searing pain all over his body. "Well, this is fun."

Itachi grunted in annoyance. "We're not here to chat, Kisame."

Kisame's grin never faltered. "You're right. I still need to rip off your arms, and your damn eyes, and present them to your foolish brother as a treasure. I think he'd like that. It'll be a nice token of affection from you, in his last moments."

"Do not push me Kisame." Itachi snapped.

The Hoshigaki quirked an eyebrow. "Is your brother still a touchy subject, Itachi? It doesn't matter." He pointed Samehada at The Uchiha, eyes gleaming. "You won't live long enough to see me kill him, anyway."

Itachi withdrew a kunai, and charged.


The sound of chakra humming filled Raion's ears, as he tried to ignore the pain in his shoulder. Wide, brown eyes scanned the landscape above, the darkened leaf net twinkling every once in a while, as a sliver of moonlight just managed to breach its defenses. The wind howled and soared above him, dancing wildly to the sounds of rustling.

"Hey." The Brunette asked, resisting the urge to look at his injured body part.

A bead of sweat fell from Gurei's forehead, splashing against the wooden surface they were upon. Wiping his brow, the grey-haired ninja did not look up from his work, hands glowing green as he continued to knit together flesh. "Yes?"

"Is my talking bothering you?"

Gurei paused for a moment." No." He answered, his hands gliding across the tanned teenagers skin. "But, try and keep it down. We don't want to alert anybody."

Raion nodded in affirmation, before he spoke again. "So, how's it going?"

Gurei blanched slightly. "How's it going?" He turned and gazed at the brunette with annoyed, grey eyes. "How do you think it's going?"

Raion gave an apologetic grin. "Sorry 'bout that. But, how do you think the mission has gone so far?"

"Small talk." Gurei theorized. "The patient will generally want to take his mind off of his injury, and as such, will engage in discussions about mundane things, not directly related to the injury. Of course, since the mission was the cause of his injury, that doesn't really make much sense..." With a puzzled frown, the Medical Ninja sighed.

"I think it's going alright." He admitted. "We lost less people than I was expecting."

Raion's eyes snapped towards Utsuro, her encasing glistening under the moonlight with a crystalline shiver. "She might not be dead."

"She might not. It's very likely she will be, though. Her entire stomach was destroyed in that technique the Akatsuki member used. All her internal organs within that area are no more. Even if we find a way to get her out of the casing, there is very little chance of regrowing her organs, Raion. The most likely assumption, and the most logical, is that she is dead. That being said." He shot the brunette a sharp glare before he could continue talking. "Her ability to encase herself in glass with such injuries, which I imagine would be a conscious thing, is highly abnormal. Not to mention the fact that she's not exactly the same as me or you."

"Really? She's a little bit- well, very weird, sure, but she doesn't seem that different."

Gurei sighed. "Honestly Raion, you can be a bit of an idiot sometimes."

A flash of dark emotion enveloped Raion's face for a moment, before it was replaced with one of annoyed ire. "Thanks, I really needed that. It's not like my shoulder exploded or anything..."

Gurei smirked. "Don't be a baby." He chastised, continuing to rebuild the damaged nerves. "You'll be fine, we should be done in about fifteen minutes. Anyway." He continued. "Back to what I was saying. She's very different from us, in every single area. The way she moves is far too fluid for her body-type, she shouldn't be able to do what she does, being as frail as she is. She'd need a decent amount of muscle mass, which she doesn't have. Not to mention her abilities are just odd. Her Mirror Jutsu doesn't seem like a Kekkei Genkai at all, the only way to describe it would be... dark. It just feels wrong. Like there's something watching you when she does that. As if, through some means, it summons another entity into the world. Which, according to my studies, is almost impossible without a summoning jutsu. Not only that, but I'd be able to tell if she did so with the flare of something elses chakra. But, that's an even stranger thing, because it feels like there is another person with her at all times. It's as if, ever so slightly, her chakra splits in two, one slighter darker than the other. It's bizarre, and I hope she survives so I can study her more effectively than just observations from afar."

Gurei stopped his tirade, raising his grey eyes upwards to see if his patient was paying attention. He was, sort of, an utterly confused glint in his brown eyes.

"Uh-huh..." He stated dumbly.

Gurei rolled his eyes.

"So... that was cool, I guess. Talk slower next time. But, besides Utsuro, how is the mission going?"

"As I said." The Medical Ninja adjusted his glasses, grunting as he performed a particularly hard part of the surgery. "I think it's going acceptably. We've only had one member fully incapacitated, although you will need to head back down to the others. Your injuries are too severe for prolonged fighting now. If you get hurt in this area." He gestured to the slowly healing shoulder, as Raion growled in annoyance."Then you'll most likely never be able to use this arm again. So don't go running in and trying to be the hero, got it?"

The brunette nodded sadly, mouth turned downwards into a deep frown. "Alright, alright."

The two lapsed into a silence once again, Raion's eyes darting left and right with every subtle movement of the wind. "What's wrong with you?" Gurei inquired.

He grinned sheepishly. "Just a bit nervous, is all. Worried about those Konoha Ninja."

Gurei bit back a chuckle. "You're worried about them? Why?"

"Well, I mean, Sensei is a missing ninja from Konoha, right? And we all know that villages kill missing ninja..."

"That is correct. However, if they had wanted to kill us, they most likely would've done it before now. And, even if that was their plan originally, it won't be now. Orochimaru's presence, as well as Kisame Hoshigaki's is unnerving. Not unexpected, but unnerving."

"Wait, you thought Orochimaru or Kisame would be here already?"

Gurei's smile didn't reach his eyes. "My mistake. What I meant was, I had an inkling Kisame would be here. Orochimaru, on the other hand, is something else altogether. Before you asked." He stopped the question coming from Raion's lips. "Eliara and Itsutori's fighting styles are somewhat similar to Kisame's, Eliara's more so. You would know that, if you paid attention when sensei gave us a briefing on the Akatsuki that one time."

"Kami, is this Insult Raion Day or something!?"

"No." Gurei paused for a moment. "That would be a good holiday, though."

Raion grumbled, and the medical ninja softly chuckled. "But, I digress. If the Leaf Ninja were foolish enough to attack us during a time like this, I have no doubt they would win. However, we would cripple them so severely that any chance of fighting Orochimaru or the Akatsuki would be lost. Then, they'd be slaughtered. And that would be counter-productive."

The brunette nodded to himself in thought. "Makes sense! But, I have another question!"

Gurei rolled his grey eyes. Sometimes, Raion acted like he was a first year school student rather than a shinobi. "Go on then, but just one more. Then you need to be quiet and let me work."

Raion grinned. "Gotcha! My question is, what do you think about the Leaf Ninja?"

"Did I not already answer this?"

"No, I mean about them as people!"

Gurei frowned, adjusting his glasses with his green chakra coated hand. "As people? I wouldn't know. To be totally honest with you, I don't care to know. Not right now, anyway. We have more important things to be getting on with. Is that all?"

Raion nodded. "Yeah, I guess. Thanks for talking with me."

"No problem Raion, no problem. It's nice to speak with you. But, I digress. Please keep quiet now, I'll need a lot of concentration for this next bit."

While a lot of the groundwork was laid for officially fixing the shoulder, this next bit would take a lot of chakra. Connecting each nerve-ending in a systematic fashion was tricky for most.

Not so much for him, though.

Gurei set to work, fingers twiddling as he painstakingly healed his comrade, the brunette remaining silent as the wind, now that it had died down. After a few moments, the grey haired ninja's mind began to wander.

"Sensei... just what are you planning?"

Gurei knew very little about what his sensei's actual plans were, now that he really thought about it. Itachi was not only secretive, but also erratic. They'd have set up camp in one position, only to have it moved a few moments later to another location. He'd disappear for days on end, and come back with nothing in particular to report. Well, most of the time. On occasion, he'd get some knowledge about what was going to happen and why.

Just like Tali's kidnapping.

He didn't mind, if he was honest to himself. She was a pawn, and she would play her part, just like all the other pieces on the chessboard. Of course, the plan had always been to get her back. She would simply get inside, grab some information to do with Orochimaru, get freed, and then she would deliver the information at a later date to Itachi. He had to hand it to the man, he was smart, sending her to go and look for Sakura inside of the tree. The two possible options that could occur were both in his favour. If she lived, then he'd sent her somewhere safe, and kept the information nicely tucked away in her head until it was needed again. If she died, well... that would give them some leverage against the Leaf Ninja, wouldn't it. With a small smile, Gurei pictured it now. "You Leaf Ninja bastards! Your crazed experiment got my comrade killed!"

His smile widened, the stillness of the air falling lightly onto his neck. He would play that part perfectly, he knew.

But, Tali wouldn't die. He hoped she wouldn't die, anyway. He was rather fond of her.

Gurei continued fixing up the wound, eyes slanting slightly as he connected another nerve-ending. This was tiring work. He was already at half his chakra reserves, and it would most likely be less than that by the time this operation had finished. Taking in a deep breath, he continued his work.

His mind, however, eventually wandered back to his sensei, and his erratic ways. Whatever went on behind those obsidian eyes, he doubted he would ever truly know. He was privy to more than most, and even he was barely able to scratch the surface of the man known as Itachi Uchiha.

But why Konoha?

The question had puzzled Gurei since he had first heard about his sensei's intentions. He had debated about saying something, but what good would have that done? Nothing. A waste of time and energy by asking a question he would not receive an answer too.

Gurei had wracked his brain for reason why they would head back to Itachi's old village. Old time's sake? No, Sensei had never been one for old time's sake, it just wasn't his style. And, besides, heading back to a village where you slaughtered your entire clan wasn't exactly a great idea.

Perhaps he was merely going insane. That was the most logical option, considering his bizarre behaviour the last few weeks, and the amount of people he'd been killing. For as long as he'd known his sensei, he'd only ever seen him kill in self-defense. But, that man seemed to have gone.

And yet, despite all of this, he still clung onto a sense of rationality and morality, having merely incapacitated the Oto Conscripts.

Letting out a sigh, Gurei connected the final nerve-ending with a buzz of chakra. Success. "It's done."

Raion let breath of air, smiling widely. "Thank Kami." He muttered, using his good hand to wipe the sweat from his brow. "I thought the silence would go on forever."

Gurei did not reply, rubbing the back of his head in irritation. Breathing heavily for a moment, he leant back on hiselbows, eyes drawn upwards, past the green net and towards the sparkling night sky. It was painted a darkened blue, the occasional silver twinkle accompanying the pallet of swirling darkness. High in the air, the moon befit it's bright light down upon the world, shining brighter than ever before. "I like nights like this." The medical ninja announced, smiling softly. "It reminds me of the good old days."

"Those were some fun times."

Gurei stiffened. Sweat dripped down the back of his neck, as Raion struggled to sit up, brown eyes surveying the scene with a hint of hesitation. "Who's there."

Swallowing down the cold feeling that had enveloped his internal organs, Gurei replaced it with something red and fiery.

Anger.

Leaping up, the medical ninja swung around, flaring his chakra.

Yes, he was there.

Out of the foliage, a figure stepped out. His cloak was as grey as the withering dead, wrapped around his body to protect from the encroaching cold of the night. Hair, greyer than the ashes of the burnt, quivered lightly in the wind. With a grin, the figure adjusted his rimmed glasses, a flash of light bouncing off and back into the beyond. Behind the pair of glasses, two eyes, sharper than blades and more cunning than a snake, looked at Gurei.

A sound akin to a shriek of laughter burst from the figure's mouth, teeth flashing the moonlight back at Gurei. The Medical Ninja shuffled, palming a kunai, metallic and cold in his bare fingertips. Blood pumped in his ears, fire racing around his veins as he stood, motionless, against the man before him.

"Well." The man spoke, grin never faltering under the stony gaze of Gurei. "Glad to see nothing has changed." His voice was as clinical as a businessman's, and yet held the viper's kiss, deadly and subtle.

Gurei knew all about it.

After all, he was the one who taught it to him.

"Kabuto." The Medical Ninja's voice was low, steel eyes assessing the man before him. Orochimaru's Right Hand Man cocked his head to the side, his malicious grin morphing into a satisfied, egotistical smirk.

"Little brother." He licked his lips. "Have I gotten under your skin?"

Gurei sniffed. "No."

Kabuto's smirk intensified. "Liar. It's written all over your face. My presence makes you tense, and unfocused."

A blur of black shot out from under the Oto Ninja's cloak. Gurei's eyes could only widen a fraction of an inch, before there was a sharp gasp of pain, and the sound of liquid smacking against the floor. Turning his grey eyes around, the medical ninja let out a sharp breath.

A kunai, glinted with crimson, was stuck within Raion's shoulder, tanned skin blotted by red. He was breathing heavily, eyes wide and fearful.

Gurei cursed, turning his attention back to his brother, before letting his own kunai fly.

The projectile connected with another, a clang of metal echoing in the otherwise silent area as it plummeted to the ground. Kabuto placed his small dagger back into his pouch, pushing his glasses up the rim of his nose as he did so.

"It seems, little brother." She whispered, onyx eyes alight with delight. "I remain better than you."

Gurei growled. "Enough talk!" With a bite of rage, the medical ninja made a hand-sign, his hands glowing green, chakra forming around them. It morphed into sharp, edged blades, more than enough to cut through the hardest of bone.

"I was going to say." Kabuto began, his own hands glowing blue. "That your medical prowess has improved. And yet." He grinned. "You still need a hand-sign to activate your chakra scalpels."

The medical ninja charged forward, eyes cold and unforgiving. Kabuto grinned.

There was a energized sound as the two scalpels clashed, blue and green fighting for dominance in the early going. Gurei moved with grace and dexterity, slicing and cutting at every available opportunity. Kabuto was more methodical, smile never wavering as he deflected blow after blow with a technicality unmatched. His hands were blurs when he struck, Gurei's eyes barely able to keep up with them as he worked feverishly to defend himself.

He's better than me.

Grey eyes narrowing, Gurei aimed for Kabuto's exposed neck. The Oto Ninja bent backwards at the waist, the green energy passing over him harmlessly. With his left hand, he lunged forward towards the chest of his little brother, and with the right, aimed for his leg. Gurei leapt backwards, avoiding both blows as he gave himself a moment to breathe. As Kabuto righted himself, he dashed forth. Twisting his upper body around, he struck for Kabuto's wrists. The more experienced ninja slashed towards Gurei's wrists, and the two chakra's clashed brightly. Breaking apart, they went back at it again, maneuvering and dodging around each other's potentially life threatening blows.

Kabuto was quicker than he was, though.

Blocking his brother's elbow and stopping a chakra scalpel from slitting his throat from the inside out, lashed forward with a kick. It caught Gurei in the chest, knocking the wind out of his lungs and sending him stumbling backwards. Using his other hand, the Oto Ninja aimed for the heart and thrust towards his little brother. Using instinct alone, he leapt to the side, the attack only grazing his ribcage. He still winced in pain, however, stumbling slightly as he landed.

Kabuto adjusted his glasses, the blue chakra around his hands dissipating. "That was fun." He announced.

Gurei's mouth was contorted into a frown. So, Medical Ninjutsu still wouldn't work against his brother, eh? Well then, he'd have to try something else!

Pulling a scroll out from his belt, the medical ninja unravelled it as a curious Kabuto looked in. Placing it on the ground, and slamming his hand onto it, he cried out. "Release!"

There was a flash of bright, pure light, before it dimmed. In it's place, two beasts, whiter than paper and blacker than ink, gazed at Kabuto with ferocious eyes. Their mouths opened, revealing rows of sharp, pointed teeth as they growled gutturally.

The Oto Ninja let out a huff, a mixture of amusement and confusion. "You didn't have that the last time with spoke."

Gurei smirked, hands twitching. "You didn't give me a chance, the last time we met."

Kabuto adjusted his glasses. "Ah, yes."

There was a tense silence, before Kabuto's younger brother gestured forward. The two lions, made of ink, let out a snarl of rage, bounding forward towards their target with vigor.

Kabuto smirked, leaping backwards as the animal's claws sliced through the bark of the tree, tearing it to pieces with ease. His hands glowed blue with chakra once more, but that didn't stop the big cats from advancing on their prey.

Gurei sighed in relief, letting his smirk slip for just a moment. The two large animals were locked in a vicious battle with his older brother, swiping and clawing at the man, almost daring the other to tear him to pieces first. A competition. He snorted.

He turned his attention to Gurei, who had since passed out. Giving him a quick check over with a diagnostic scan, he let out a sigh of relief. He had merely fainted due to shock, but he was still breathing, and still alive. Keeping his mind's eye facing towards the battle of roars and humming going on behind him, the medical ninja removed the kunai, checked for any major damage, and sealed up the wound as quickly as he could for the time being.

A roar was cut off mid-sound. Gurei turned his attention back to the battle, pulling out another scroll. One of his proud creations was nothing more than a puddle of black liquid on the floor now, no doubt sliced in half by Kabuto's chakra scalpel.

He ran through plans in his head, gritting his teeth in irritation. Yes, that could work. It'd be risky, but there was a chance.

Having made up his mind, the grey-haired ninja watched with disdain as his final lion was struck mid-leap in the face, chakra scalpel cutting through it's body and rendering it nothing more than liquid slithering on bark.

Unravelling a second scroll, Kabuto placed it on the ground and slammed his hand down onto it. "Release!"

After another flash of white light, a mass amount of dark, fluttery figures zoomed into the air, screeching wildly amongst themselves. Eyes, white as snow, glistened menacingly in the moonlight, anxious to sink their teeth into someone's flesh. They flapped their wings, their cries forming into one giant wail, as they descended upon Kabuto, whose mouth, for the first time during this fight, morphed into a small frown.

Gurei grinned.

The bats were the perfect distraction, ducking and diving towards the Oto Ninja at regular intervals. When one was reduced to ink, another would shoot forward straight away, aiming for the neck. Vampire bats were the greatest.

Gurei muttered something under his breath, before turning and looking at the unconscious forms of both Raion, breathing lightly, at Utsuro, encased in a glass cage. With a sigh, he darted off.

Kunai in hand, he ended his chakra dash just behind Kabuto, the older brother slicing methodically at the blood-sucking mammals as they tried, and failed, to swarm him.

This was it.

Gripping the handle of the blade tightly, turning his knuckles white, Gurei pounced. Adrenaline coursing through his veins, he aimed for the back of his brother's neck.

The glint in his onyx eyes, however, told him all he needed to know.

In a heartbeat, his brother had moved, wrenching the hand holding the kunai back. With his other hand, and with a sadistic glint in his eye, Kabuto sliced at his brother's back. A cry of pain erupted from his little brother's lips, before his legs went limp.

The Oto Ninja held him upright for a moment, Gurei's grey eyes widened in fear. Palming a kunai, the older brother slashed at the vampire bat's scroll, rendering them into pools of black. "Heh." Kabuto grinned.

He released his brother, and the medical ninja's face fell into the blackness of ink, the bark rough on his cheek. He tried, with as much strength as he could muster, to move his lower body.

It refused.

Kabuto's eyes glinted with amusement, as he adjusted his glasses, pushing them up the rim of his nose. "A foolish plan." He announced. "I thought I taught you better. Even with your little ink playthings, you still act foolish. And now, you get to watch your friend die."

Gurei stiffened.

The older boy let out a chilling chuckle, flexing his chakra coated hand, staring at it with amusement. "I'll make it quick." He paused in his speech, walking forward at an agonizingly slow pace. "Perhaps."

The medical ninja growled, as Kabuto moved ever so slowly towards Raion, who still lay slumbered on the wood. With snake-like grace, the Oto Ninja moved in on his prey, licking his lips as he neared the unconscious form. Gurei watched on, helpless, shaking with rage.

That bastard.

Kabuto stood over Raion, taking in his shoulder, soaked in dry blood, and his hair, dirty and matted. Turning his onyx eyes onto his little brother, his mouth contorted into a smile. "See little brother. You can't-"

He didn't get to finish his sentence.

Raion's eyes snapped open, the brown pools filled with revitalization and adrenaline. Leaping up with a speed he didn't know he had, he grabbed ahold of Utsuro's glass covered corpse. With a war cry that echoed throughout The Fire Country, the brunette swung the glass obelisk with all his might. Kabuto's eyes widened a fraction, before the snapping of bones bounced off the wooden floor and foliage. The Oto Nin let out a shriek of pain as he flew through the bushes and branches, as they slashed and clawed at his face and skin for all his bad deeds.

Raion breathed heavily, chakra waning, as his eyes began to droop once more. With a grin at the downed Gurei, he carefully deposited Utsuro on the floor, before dropping onto his face.

Gurei's leg twitched.

The medical ninja sighed, partly in relief, and partly in stress.

He hadn't expected Raion to pull off something like that, considering the major injury he had sustained, and the chakra that was drained in the fights before hand. And yet, through remarkable strength and endurance, he had succeeded. The amount of chakra and physical energy to do something like that in his state... was astronomical.

But, he digressed. The attack from Utsuro's Glass Prison was strong enough to shatter his arm in at least ten different places, crack a few ribs, and he was sure it would've ruptured something. Still, he felt out for Kabuto's chakra.

It was gone.

The medical ninja bit his lip. He wasn't dead then. It was a foolish assumption to think, or even wish, such a thing. His brother was far too clever for something like that to take him out, and with his analytical skills, was probably already healing himself internally.

Luckily, that wasn't a secret he altogether had to himself.

Gurei's foot moved slightly.

It would take a long while, but eventually, he would regain movement of his lower body once more. The entire maneuver had been risky, with multiple bad outcomes foreseen in his mind. But, it had been the only option. He was too strong at their current state to defeat, and so he needed to be removed.

And yet, he had still completed his objective. They were delayed more so than they were before, and now Team Itachi was without a medical ninja. A clever strategy, and one that paid off. It would be a long while, if at all, that he would be able to join them in battle.

But he wouldn't tell them that.

Morale was a valuable tool in battle, and as long as they expected reinforcements, they would hopefully try their hardest to fight onwards until help arrived.

As Gurei lay, in his puddle of ink, face coated in black liquid and unable to move his legs, he sighed.

His team were the most troublesome people he knew. But, as his thoughts turned to healing his lower body, he digressed once more.


The metallic projectile slammed into the wood clones head, causing it to plummet backwards.

Kakashi bit back a curse, sweat rolling down his brow, as two more wood clones took its place. This was getting ridiculous!

Turning his gaze to his two genin, he resisted the urge to growl. They were heavily outnumbered, and there was nothing he could do about it. Naruto's Shadow Clones were like flashes of orange as they continually pummelled at the unwavering onslaught of wood clones, using every part of their bodies, from fists to teeth, to try and take them out. And it wasn't working, either. For every clone Naruto lost, he replaced it with another. For every clone the wood clones lost, they would replace it with two. It was a losing battle, even with Naruto's overwhelming chakra reserves, he wouldn't last long in a fight like this.

Sasuke, on the other hand, was far more significantly drained than his comrade. His body was soaked in sweat, the occasional bloody scratch bright on his pale cheeks. Red eyes spun with rage as he dodged through the mass of bodies, striking out with feet, fists and kunai as he looked to take them down. He was getting far more overpowered, as he was unable to use ninjutsu safely here. Any form of Fire Style, unless mediated, could set the entire tree on fire. All he had was his Taijutsu and weapons.

Things needed to change, and fast.

The Copy Ninja placed his finger on the talk button, frantically saying. "Gai, we need your help, right now!"

Gai's voice thundered back soon after. "I'm sorry Kakashi, but I cannot!"

Kakashi's blood ran cold. "What do you mean you can't!?" He asked.

The Green Beast of Konoha's voice was saddened, but held a hard edge to it. An edge only held in serious situations. "The Akatsuki are coming after Naruto. Specifically, Hyouden Hyƫga and Garou Inuzuka. They have currently defeated Shizune's Team, and I need to provide back up. Once they're done with Hinata and the rest, they were going to come to you. I'm sorry my Eternal Rival, but I must youthfully hold them off! Yosh! Come at me foul Akatsuki member, let us do battle with the flames of youth burning through our veins!"

The line went dead.

They were all alone.

But, they weren't going to die here!

Kakashi withdrew a brace of shuriken and threw them at his fast moving opponents, the weapons thudding into their wooden bodies and sending them falling. He dashed off into the mass of wood and orange, the two sides colliding with vicious battle cries. "Naruto!" He called out, kicking one of the clones in the head, causing the wooden object to fly off. "Create as many Shadow Clones as you can, we need to discuss plans!"

While broadcasting this may not have been the smartest move, Kakashi hoped the clones weren't able to understand basic speech. With his lone eye, he spotted Sasuke amidst the sea of brown, deflecting a punch from one of the clones, and trading it one of his own. The Copy Ninja leapt high into the air, landing on one of the wooden clones with bone breaking intensity, snapping it's head off. "Sasuke!" He called, ducking one strike and firing off a kick to the chest, sending the assailant sprawling backwards. "We need to formulate a plan!"

Crimson eyes locked with a single lone one, a sneer marring The Uchiha's features. Kakashi scowled. Now was not the time for petty disputes.

"Tch, fine." He announced, spinning around and catching one of the clones in the jaw, causing it to reel back. With an opening made, he sprinted towards Kakashi, and the two then leapt out of the horde of wood, landing a few feet away, in the open.

The real Naruto soon followed, the sounds of battle, his voice screaming in rage, echoing in his ears.

"Right, listen, this needs to go perfectly." Kakashi announced. "Think you can do that, my cute little genin?"

Sasuke snarled.

"Point taken. Alright, Naruto! Create a blockade on the left and right sides of the clones. Create walls of Shadow Clones to box them in. Sasuke! Take point over there." Kakashi gestured to the far end of the mass of clones fighting it out. "And ready a Fireball Jutsu on my command. You both got that?"

The two genin nodded, the blonde slamming his fist into his palm in readiness, while the other's red eyes glinted with anger. "Let's do this!" Naruto exclaimed.

Without waiting for a reply, the Jinchuuriki jumped high into the air, making his signature hand-sign, grin plastered on his face. "Shadow Clone Jutsu!"

A massive amount of shadow clones, replicating Naruto in everything but chakra levels, fell down from the sky in puffs of smoke, creating a wall of clones. With a cry of excitement, the shadow clones rushed forward, blocking in the wooden clones. They all continued to fight with vicious vigour, trying desperately to break down the now huge oncoming mass of clones that were coming their way. The blonde landed on the opposite side of where he jumped from, creating another load of shadow clones, before jumping to the other side and repeating.

Kakashi, meanwhile, had leapt to the opposite side of where Sasuke stood. He frowned. The wood clones seemed to be pushing through the weakened ends of the shadow clone blockade.

He'd just have to fix that then.

Weaving through hand-signs, the Copy Ninja called out. "Earth Style: Earth Wall Jutsu!" Slamming his palm into the ground, a large wall made of hard, sturdy earth rose upwards from where he had touched the ground, effectively blocking the wooden clones from breaking through that area.

Now, to finish off the plan. Leaping up into the air, Kakashi landed gracefully next to Sasuke, who continued to throw kunai after kunai into the approaching clones, taking them out. "We need to do something!" The Uchiha hissed.

Kakashi eye-smiled. Jumping in front of his student, his hands were a blur, before he shouted out. "Earth Style: Great Mud River!"

Slamming his palms into the bark, a large, encroaching river of thick, gloopy mud burst from ground, surging towards the wood clones as Kakashi guided it. The two forces collided thickly, the sticky river clotting up the clones and causing them to remain motionless. Good, now they were trapped.

"Right, Sasuke, use your-"

"Wait!"

Naruto landed besides the two of them, grinning mischievously. "I've got something that can help out Sasuke's Fireball?"

Kakashi raised an eyebrow. "You do?"

"Yeah, let me show you! You ready Sasuke?"

The Uchiha gave the blonde a confused glare, but nodded all the same. "Okay!" The Jinchuuriki yelled, turning around to face the trapped wood clones. Do your jutsu just after I do mine, alright?"

Sasuke nodded.

Weaving through hand-signs, the blonde shocked both Kakashi and Sasuke by exclaiming. "Wind Style: Great Breakthrough!"

Pushing his palms outward, a great gust of wind blew through the area, slashing and slamming into the trapped clones as they fought to break free of their confines. "Now Sasuke!"

The Uchiha smirked, crimson eyes dancing with amusement. "Clever.

"Fire Style: Fireball Jutsu!"

A fireball, scorching orange, exploded out of Sasuke's mouth, speeding towards the windy area. Soon, the flames were fanned, causing the encroaching fiery death to increase tenfold in both horrendous heat and vicious intensity. The smell of burnt wood, and the sounds of defeated clones filled the air, as the earlier mass of clones were reduced to nothing more than piles of black ash and small puffs of smoke.

"...Where did you learn that, Naruto?" Kakashi inquired, coughing awkwardly. When did his student learn how to do that!?

"The Pervy Sage taught me! He said I'm better at using Wind Style, so he taught me how to use that!"

"Ah." The Copy Ninja tapped his chin. Interesting, he remembered now. Naruto was wind style, yes. He'd need to find someone to work on that with him when they got back to Konoha. "Alright." He announced. "Good job everybody. Let's keep moving."

Sasuke and Naruto nodded, both genin smirking at their victory.

Kakashi chuckled to himself.

How far his cute, little genin had come in the last few weeks. With that thought, and the exchange and swallowing of soldier pills to regain some chakra, the three continued their ascent of the large tree. As the moon hung high in the starry, twinkling sky, a single thought punctuated the Copy Ninja's mind.

"Don't worry, Sakura. I'll be seeing you again soon. And then, I'll teach you the way you were meant to be taught in the beginning. That's a promise."

And, with that, he continued on.


A couple of you may have guessed Gurei was related to Kabuto, and if you did, I congratulate you! So, we got a lot of fights in this chapter, and we're slowly, but surely, moving towards the end of this arc! I hope you all enjoyed this chapter, I hope to see you again for chapter forty-six! Have a great morning/afternoon/evening/night!