A/N: Ok, I haven't read the Manga, so I don't know the real reason why he killed his clan yet. So I'm making this the reason because of the fact this is MY fanfic. If you don't like it, don't read it. And DO NOT FLAME ME.

Chapter 3: The last of the Uchiha clan…

Kyoko squeezed Itachi. What had he just done? He killed a member of his own clan! She started to cry on his shoulder.

"Don't worry." He said to her. "I can make a suicide note for him."

"But they can see right through…"

"I have the Sharingan remember?" He said to her softly. He pulled away, and walked her home hand in hand.

"Don't worry, it'll be fine." Itachi went to kiss her, but she started to cry.

"No… it won't be fine Itachi…"
"What? What do you mean? Shisui's…"

"I'm pregnant." She said not even looking in his eyes.

Itachi stared at her. What? Me? A father? He thought. He couldn't believe this. He, Itachi Uchiha who had NEVER showed emotion other than love and lust for Kyoko, began to have tears in his eyes. He hugged Kyoko harder than ever before and lifted her up in the air. She returned the embrace, crying even more because he had accepted this fate.

"What are we going to do? Your father would never approve, you'll be disowned, your clan would…"

"If they don't accept us than who cares." He said now with a glint in his eye. "You're carrying my child. I'll never let anyone hurt you… ever." He said smiling and giving her one long kiss before he left to his home.

About a month and a half passed since Kyoko told Itachi the news of her pregnancy. Kabuto had also found out by now as well, and was happy for her. He was going to be an uncle. However, he still did not like the fact that Itachi was the father. He had a bad feeling about this Uchiha. Especially after Shisui's suicide. He seemed to have become darker, and more distant from anyone other than Kyoko. Even his own brother.

It was Sasuke's eighth birthday, and Kyoko thought it would be a nice surprise if she treated him out to eat.

"Are you two dating or something?" Sasuke asked them out of curiosity after seeing them holding hands.

"Uh… I guess you can say that little brother." Itachi said flicking his little brother's forehead as usual.

"Ow!" Sasuke yelped. As Kyoko giggled.

"Kabuto did that to me all the time…" she whispered to Sasuke. "He'll get over it trust me."

Sasuke smiled as he ate the Ramen that was served. They had an enjoyable night. Before Kyoko left the Uchiha Compound, Itachi grabbed her arm.

"I know when we can tell them."

"What? Are you sure?"

"Yes. In two weeks. Father has the day off. We can tell my parents. Don't worry, everything will be fine." Itachi said kissing her on the forehead as she left his house.

Two weeks later, Kyoko was walking to the Uchiha Compound to find Itachi waiting at the gate.

"Are you ready for this?" Itachi asked her.

"I'm ready." Kyoko said taking a deep breath with a hand on her abdomen.

They went into the house, and kneeled down in front of his parents. It was past noon, but just before nightfall.

"Mother, father, we have something important to tell you both." Itachi said bowing to them.

"Go on." Itachi's father said.

"Kyoko is…Kyoko is pregnant." As these words left Itachi's lips, his father let out a disappointing sigh. His mother gasped, and looked at Kyoko who looked down ashamed.

"How…how COULD you… How could you do this to our clan? We are the most respected in the village hidden in the leaves, and you… you impregnated some slut who was abandoned when she was four? You must be the reason for she and Shisui's engagement to be called off!" his father raged with his sharingan blazing.

"Honey…" His mother pleaded, but he threw her out of the way. He took Itachi by the arm, and threw him to the wall.

"Itachi!" His mother and Kyoko both yelled.

"You're worthless to us. You're worthless to our clan. Our honor is RUINED because of you. You…"

"SHUT UP FATHER!" Itachi yelled at the top of his lungs his Mangekyo Sharingan now activated, and glaring at his father. Suddenly, his father fell to his knees in pain. "You always wanted me to be the best. The best of the Uchiha Clan. This clan is WEAK! It needs to be rebuilt." Itachi said suddenly taking the sword from the wall. Kyoko stood there in shock while him mother tried to stop him, causing him to kill her in the process. He than turned on his father and sliced him practically in half. Blood was everywhere.

"I…Ita….Itachi…" Kyoko managed to say under all this shock.

"I told you I would protect you. I love you. I'll do anything for you. Even if it means restarting the Uchiha clan from scratch." Itachi said with a sudden hint of insanity in his voice. He went outside, and Kyoko heard screams from everywhere in the clan. Kyoko walked out to see blood spilled everywhere. Itachi's sweet aunt and uncle lying dead on the ground. What had he just done? Why did he do this?

Kyoko finally caught up with him. He was standing over the body of one of his old friends.

"I did this all for you." He said suddenly not even looking up to her. "I said I'd do anything for you. This is what was necessary to have what we want."

"N…no…Itachi… it's not what… you shouldn't have done this! You MURDERED your ENTIRE clan!" she cried.

"So that we can create a new clan!" Itachi said now looking at her with his normal eyes his sharingan gone. "I love you! I can't live under the rules of the Uchiha any longer. We may carry the crest, but we aren't following their rules. Their stupid rules that we'd be dishonoring the clan with your pregnancy." Itachi walked toward her and was about to hug her.

"Don't touch me!" She said to him in shock. "My brother was right about you. You're dangerous. I never should have left Shisui…" she said walking away, but Itachi grabbed her and shoved her up against a wall Sharingan blazing again.

"What did you just say?" Itachi said glaring at her.

Kyoko stared into Itachi's eyes with her own wide with fear. "Please…" she begged. "Let go… you're hurting me."

Itachi, suddenly realizing what he was doing, let go of her, and hugged her. "I'm…I'm sorry, I lost control. I don't know what's happening to me…" he said falling to his knees.

He held onto Kyoko and laid his head on her stomach where his unborn child was. Kyoko cried as Itachi kissed her stomach.

Suddenly, they heard running from the entrance… Sasuke was back. Itachi hid with Kyoko in the shadows, as Sasuke surveyed the damage. He than found his way to his mother and father lying dead on the ground.

"Why… why did someone do something like this? My whole clan killed! What's going on?" They heard him cry.

Itachi began to move, but Kyoko grabbed him.

"Don't kill him, I beg of you! Please don't kill him." She said crying.

"I promise you. I won't." Itachi said to her seriously giving her a kiss as he left.

Kyoko watched as he confronted Sasuke. Sasuke attacked Itachi, but he in turn used his Mangekyo Sharingan to make him suffer. Kyoko was about to interfere, when…

"I'm letting you live." Itachi told him. "But do this. Live on hating me, what I did, everything. Grow stronger, and than come for your revenge." Itachi said walking away to where Kyoko was as his baby brother passed out on the ground.

"Itachi…"

"I'm sorry." Itachi said to her. "I'm sorry it had to be this way. I'm leaving the village. Please come with me, so that we can raise our child together." He said this to her with sadness in his now normal eyes again. He laid his bloodstained hands on Kyoko's now bare belly from having it torn when she ran to him.

Kyoko lowered her head, and putting her hands on his. "I'm sorry Itachi, but I can't leave with you. I want to stay and watch over your little brother. Besides, Kabuto still lives here I just can't leave him." She said taking his hands off her, and kissing her for a good long kiss before going over to Sasuke and picking him up. "I'll see you around my love."

And with a sad smile, Kyoko carried Sasuke to the Infirmary as she and Itachi Uchiha, her lover, had walked out of her life forever.

End Chapter.