Just a little warning, um, my friend help me do a part in this story. I, am actually worried it might offend some people, but my friends said it would be a Silent Hill story if it wasn't in it. In fact they had wanted me to change the rating from "T" to "M", but I drew the line! My face was completely red just doing the scene I did, and doesn't even go into detail, or talk about being naked or anything! So, full-blown lemons are out of the question. I'm just too... shy? I guess that's the word for it. Thank you for the reviews, and I'm sorry if the, scene, offends you in any way!

Disclaimer: I do not own Naruto or Silent Hill.

Chapter Two

Naruto learned at an early age that his nightmares came with human faces. The faces of the villagers whom always hurt him. So many faces, and yet, it was like they had none, cause he could never remember what they looked like. So when Naruto woke up to see grotesque creatures with faces all over their torsoes, he screamed. Loud. The things were shaped like normal people, but they wore no clothes, not that they needed to seeing as their private areas were faces, and the one place where a face was supposed to go, there wasn't one.

Naruto: W- what the heck are these things!?

" Why, they're your nightmares given life."

Naruto: I can see that! Why are they here?!

" They're here to haunt others like they have haunted you."

Naruto: Oh, please don't tell me they're gonna follow me, 'cause I already have enough problems as it is.

" Some will stay, but most will follow. None will see them for they will walk in-between the realms of reality and imaginary. However, they can show themselves for a brief moment to a selected one or few."

Naruto: ...Anything else?

" If I deem it necessary, I will pull some one in-between the realms to receive punishment."

Naruto: ...It's going to be a bloodbath.

" Hahaha, I can only hope!"

Naruto moved around what he dubbed the Face-less Faces, and got ready for school. When he opened his closet, however, he was not greeted with the sight of orange.

" What's the matter, my little shape-shifter?"

Naruto: Where are all my jumpsuits?

" If you actually thought I was going to let you where that disgusting thing, you're sadly mistaken."

Naruto: Then, what am I supposed to wear?

" Wear what I have given you."

Naruto grumbled, but did as he was told. He wore a skin-tight, once white, heavily stained, sleeve-less shirt, a pair of black, leather gloves, black jeans with what looked like crusted blood on them, and a pair of black, lace up boots that were steel-toed, but the steel was rusty. On Naruto's left bicep was a leather band that was covered in rusty spikes on the outside piece facing away from him.

Naruto: This stuff looks really crappy.

" And yet it is more powerful than any armor. Take that knife on the table over there and cut your hand."

Without even thinking, Naruto did as he was told. He slashed across the palm of his left hand, and marveled at the fact that he didn't feel any pain while doing so, and the fact that both his hand and the glove healed seconds afterwards.

Naruto: Wow! That's so cool!

" A gift for the soul you gave me last night. There will be plenty more where that came from as long as you keep giving me offerings."

Naruto: Alright! I'll make sure to gather lots of souls when I can! (What the hell am I saying?!)

" Good, now go, my little shape-shifter, or you'll be late."

Naruto grabbed the scroll and placed it on his back, before grabbing his headband (that Sin had replaced the cloth with a crimson colored one) and heading out the door. People gave Naruto fearful looks the entire way there. Every television and radio Naruto went passed became staticky and made an awful noise. Naruto had an ominous aura that he was unknowingly letting out that filled everyone with dread as he ran by. Naruto made to school and entered the classroom, finding it empty.

Naruto: Huh? Where is everyone?

" Time moves slowly when you are in-between the realms. You got more than enough sleep in half the time. You're actually an hour early."

Naruto: I thought you said I was gonna be late?

" I lied. *imaginary little heart*"

Naruto: Could you not do that from now on?

" What? It's not like you got tired from all the running."

Naruto: I know I have a lot of stamina, but I would rather not waste it!

" Oh just sit down."

Naruto went to his usual seat and sat down, waiting for everyone else to arrive. Of course, the first other person to get there was Sasuke, who didn't even bother giving Naruto a glance.

" Hmm, who is that?"

Naruto: Oh, that's just Sasuke 'Worship Me' Uchiha. All the girls flaunt over him like he's some kind of god.

Sasuke: Dobe, what the heck just came out of your mouth?

Naruto looked up to see Sasuke turned around looking at him.

Naruto: Huh?

" Naruto, when you speak to me out loud, to everyone else around you, it sounds like a thousand whispers on the wind. I will have no lowly mortals listening in on you and I, shape-shifter."

Naruto: Ah, okay, couldn't I just talk to you through my mind?

" Only if you want me to be able to hear your every thought. No, I thought I would give you at least some measure of privacy."

Naruto: Oh well, better than nothing.

Sasuke: Dobe!

Naruto: What? Oh, sorry Sasuke. I don't know how I talk like that, it just happens sometimes.

Sasuke: Hn.

Sasuke turned back away while Naruto continued to sit there quietly. One by one people started to trickle in, some of the students giving Naruto strange looks, others fearful, before sitting down.

Naruto: Hey Sin, why do some of the kids look afraid of me?

" Because you are mine, shape-shifter, and you exert an authoritative aura that forces them to step down from you. Those with stronger wills can resist your aura, for now."

?: Yo, Naruto.

Naruto turned around and looked at Shikamaru, who had talked to him.

Naruto: Yeah? What do you want?

Shikamaru: Man, you're letting out a wicked vibe right now, and what's with the whisper thing you just did?

Naruto: Vibe, not sure about, and the whispering? It happens, I can't explain it. Good enough?

Shikamaru: Troublesome.

Naruto turned back around to look at his desk. Suddenly, two loud girls were crammed in the doorway, shouting about being first and getting to sit next to Sasuke. The pink haired girl was Sakura, and the one with long blond hair was Ino. Finally, the two managed to unplug themselves from the doorway, and began yelling at each other.

" My, my, aren't they annoying. If you happen to sacrifice one of them to me, I'll make sure to eat the soul, slowly and painfully."

Sakura and Ino had a feeling of complete dread fill them as they turned to look at the source, to see Naruto with a crazed look in his eyes, and sinister grin on his lips, showing all of his sharp teeth. As soon as they had seen it, it was gone, and Naruto was looking at the desk in thought as if it had never happened. Sakura and Ino paid it no mind as they noticed the object of their affections, and the arguing ensued once again. Eventually Iruka arrived, and got everyone to calm down before he started doing a little speech and then calling out the teams. Naruto pretty much didn't listen, until he heard his name being called.

Iruka: Team seven will be Naruto Uzumaki, Sakura Haruno, and Sasuke Uchiha. Your team sensei will be Kakashi Hatake.

Sakura had a defeated look when Iruka had said she was to be in a team with Naruto, but then cheered when she heard Sasuke's name. Sakura made quick work of rubbing it in Ino's face while Naruto sat there, thinking. It wasn't long before Iruka wasn't finished called out teams and left the room. One by one, the teams left with their new sensei(s?), until only team seven was left behind. It was two hours later before the door was opened to reveal a mop of silver hair poke through. Kakashi Hatake had finally graced them with his presence.

Kakashi: My first impression of you, is your all boring. Meet me on the roof.

In a poof of smoke, Kakashi was gone. The three got up to walk out of the room, when Naruto stopped and let them walk out the door before grinning, turning around, and going to the window. Wanting to test out his new wall crawling ability, Naruto opened the window before crawling out of it and up to the roof. Naruto hoisted himself over the rail, before taking a seat on the floor in front of Kakashi. Kakashi raised a brow at this, but otherwise said nothing. Sasuke walked out the door followed by Sakura, both of them stopping when they noticed Naruto sitting there. Sasuke didn't say anything and simply sat down to the left of Naruto, but Sakura took a louder approach. A very loud approach, in fact.

Sakura: Naruto, you baka! Stop trying to make Sasuke kun look bad! You'll never be as good as him, so stop trying!

Naruto: I'm guessing your big mouth is a result of you constantly shoving your foot in it. Your wasting everyone's time; just shut up and sit down. (Holy crap! I can't believe I just said that to Sakura!)

Kakashi: I agree. Please sit down and be quiet.

Sakura grumbled a bit, but sat down anyways.

Kakashi: Let's get to know each other. Tell me your likes, hobbies, dislikes, and dreams.

Sakura: Why don't you go first, sensei? That way we know what to do.

Kakashi: Very well. My name is Kakashi Hatake. My likes are rated "R", my hobbies are rated "M", I don't really have that many dislikes, and my dream is rated "AO". Your turn.

Sakura: (All we found out was his name!) My name is Sakura Haruno, my likes are *looks at Sasuke and blushes*, my hobbies are *looks at Sasuke and blushes*, my dislikes are Ino-pig and Naruto-baka! And, my dream is *looks at Sasuke, blushes, and squeels*.

Kakashi: (Super fangirl. As if the normal ones weren't bad enough.) Okay, your turn Mr. Broody.

Sasuke: (What the hell is that supposed to mean?) My name is Sasuke Uchihah. I like nothing and dislike everything. I don't have any hobbies, and I don't have a dream, but an ambition. There is some one I must kill.

Kakashi: (Yep, broody.)

Sakura: (Sasuke kun is so cool!)

" Ick, souls of avengers leave a bad after-taste. Don't offer his soul to me, just kill him."

Naruto: I can't kill him, he's my teammate.

" I'm just saying, if you get a chance, do it."

Naruto: Right, though I still don't think it'll happen.

Kakashi: Ahem.

Naruto looked up at Kakashi.

Naruto: Yes?

Kakashi: What was that you were just doing?

Naruto: It happens. Sorry.

Kakashi: Well, its your turn anyway.

Naruto: Right! My name is Naruto Uzumaki, but my mas- my best friend calls me shape-shifter. I like my scroll, my clothes, Iruka sensei, my mas- best friend, and ramen! My hobby is, huh, I don't think I have one. I dislike people who are mean and look down at me. My dream is to serve- become the next Hokage! (What is wrong with me?!)

Kakashi: (He slipped up a few times. He never said his best friend's name, and I'm pretty sure he kept almost calling him master. He had said "My dream is to serve" before he stopped and changed it. Did he mean serve his master? Who is this person?)

The three genin looked at him, becoming uneasy with his quiet staring.

Kakashi: Tomorrow, we're having the final test for you to be ninja.

Sakura: But, I thought we already passed the test!

Kakashi: That was just the test to become one. Mine is the test to see if you stay one.

Sakura looked mortified, Sasuke looked peeved, and Naruto looked, like he didn't care.

" It would be so much easier for you to acquire sacrifices if you stayed a ninja, but if not, oh well."

Naruto: Then win or lose tomorrow, life goes on.

" Indeed it does."

Kakashi: Hello, Kakashi to Naruto, please report in.

Naruto: What?

Kakashi: You were doing it again.

Naruto: I told you it happens.

Kakashi: But why, exactly, does it happen?

Naruto: Because I'm talking to ma- the spirit that lives in my scroll.

Kakashi: ... There's a spirit inside of your scroll?

Naruto: Yes. (Next stop, loony bin, the psycho's fun house, dementia's playground, nut house, crazy cabin, the happy home, insane asylum, sanitarium, the padded room with the jackets of joy.)

Kakashi: ... Meet me at training ground twenty-one tomorrow at six. I'm going to drive you three into the ground, so I would suggest skipping breakfast. If you do eat, prepare to puke, and I'm not cleaning up.

With that Kakashi poofed away, and Naruto walked over to the railing before jumping over the rail and plummeting feet first to the ground bellow.

Sakura: Naruto, you baka!

Naruto: (Why in the hell did I just do that?! Now I'm gonna die!)

But die he did not. Naruto landed with such ease that it was as if he had only fell from three feet up instead of the roof. Sasuke and Sakura looked over the rail to see Naruto walking away as if nothing happened.

Sakura: Naruto, you big idiot! Stop trying to be cool!

Sasuke: (Where did the Dobe learn to do that?)

Naruto went back to his apartment, and went inside. To anyone that was watching Naruto, (*cough* Kakashi *cough*) it appeared that Naruto tore away into nothing, as if he was a piece of paper being ripped bit by tiny bit. Naruto stopped and looked down when he heard a noise, to see a woman tied up on the floor.

" It seems mother dearest has sent me a present. Offer her to me."

Naruto grinned his psychotic grin, before taking the scroll off of his back, four hands erupted from his back, and then his clones tore out from him. The clones grabbed her, and threw her into the air just as Naruto grabbed the flap of the scroll and threw it in the air, unraveling it at the same time. The scroll wrapped around the woman, and her form disappeared into the scroll as she screamed. Naruto pulled back and the scroll rolled back up into his hand with a snap. Naruto's clones turned into blood and the blood evaporated, but then something unexpected happened. Naruto suddenly found himself on his back on the floor, and a face-less being holding him down by the shoulders.

" Ah, it seems she sent Valtiel to help you develope."

Naruto: Develope? How?

" You would normally develope into a powerful being on your own, but to speed up the process, you would need another powerful being's essence inside of you to help your body transform. Valtiel, is going to give you some of his."

Naruto: Essence? What do you mean by-

Naruto was cut off as Valtiel pressed up against him, and he felt something hard rub against his inner thigh.

Naruto: ... (Ohmygawdohmygawdohmygawdohmy gawd! Help, rape! Po-lice! He wants to steal my cherry! Help!)

Valtiel: I'm honored to be allowed to touch you in such an, intimate way.

Naruto: (The feeling isn't mutual!)

As Naruto tried to will his body to work, one of Valtiel's hands slowly snaked down to the front of his jeans, and undid the button and zipper.

The Next Morning

Naruto walked down the street towards training ground twenty-one, his eyes glowing red and his limbs slightly muscled thanks to his, 'development'.

Naruto: I can't believe you did that to me! I don't even like men! To be straight and have your cherry popped by a dude is the most humiliating thing ever! I was even on bottom!

" You didn't seem to mind much last night."

Naruto: I didn't have any control over my body last night! No matter how much I shouted in my head to stop, it just kept going!

" And go it did! Twenty-six times in fact!"

Naruto: Bah! Don't remind me!

" Yep, you don't even have to worry about being hungry seeing as you were constantly being fed his-"

Naruto: Aaahhh! Shut up, shut up, shut up! Don't say it! I don't want to think about 'that' being in my mouth!

Naruto walked into the training ground and sat beneath a tree, waiting for Sasuke and Sakura to show up. Twelve minutes later Sasuke was walking into the training ground with Sakura at his side asking for a date.

" By the way, I've got a present for you!"

Naruto: Oh good lord, you have another person waiting to rape me? Please, tell me that it at least won't happen in front of my teammates! Ah, I'd die of embarrassment!

" Of course not! I was able to make you a weapon thanks to the soul I ate last night."

Naruto: Really? Cool! Where is it?

" Open the scroll and stick your hand in! You should be able to grab the handle and pull it out!"

Naruto stood up and took the scroll off of his back, before opening it. Naruto put his arm in the scroll, and pulled out a rusty looking sword before rolling the scroll back up and putting it on his back. (A/N: No, it's not Pyramid Heads!) The sword looked like some hellish machete made out of solid rust. There were three blood-stained bandages near the bottom of the blade, right above the handle, and the blade didn't end in a curve at the top, but was squared. The handle was a cold, blood-stained steel, the blade itself was about four and a half feet long, and the whole sword seemed to glow an eerie red glow.

Naruto: ... It looks like a piece of s***.

" How rude! I want you to walk over to a tree, and simply tap the sharp edge of the blade against it."

Naruto did just that, and was thoroughly surprised when the blade had cut the tree completely in half, causing it to fall over.

Naruto: This is awesome! Thank you, master! (Did I just call him master?!)

" You are quite welcome, shape-shifter."

Of course, Sasuke and Sakura had saw the whole thing, and started some drama.

Sasuke: Dobe, where did you get that weapon?

Naruto: From my scroll.

Sasuke: Then get me one.

Naruto smiled and tilted his head to the side. He then spoke with a voice filled with glee.

Naruto: F*** you up the a** with a fork! (A/N: Ouch! That sounds really painful!)

Sakura: You can't speak that way to Sasuke kun!

Naruto: Sorry, already did! Don't worry, I'm sure your a**-kissing will make him feel better! (Ha, take that! ... Wait, I'm not supposed to say that to Sakura!)

Sakura just stood there, gaping at him.

Naruto: You know, if you keep your mouth open like that, I'm gonna stick something in it. (AH! Sakura chan, please don't hate me!)

Sakura's mouth abruptly shut before her face went red. Whether from anger or embarrassment, you couldn't tell. It was most likely both.

Sakura: NARUTO!

Sakura went to punch Naruto, but was stopped by a sudden appearance of one of the Faceless Faces. She screamed, but Sasuke couldn't see it and Naruto didn't care. Sakura went to step back and tripped, causing her to fall on her butt. It stalked over to Sakura, its body convulsing and twitching in an unnatural, painful looking way. Then, as suddenly as it had appeared, it vanished. Sakura blinked a couple of times, looking around to see if it was still there, before slowly and shakily getting up and brushing herself off.

Sakura: I-I'm going t-to go sit d-down now.

Sakura walked over to one of the trees and sat down, her form visibly shaking. Sasuke eyed Naruto, and ten went to lean against another tree, dropping the subject of the sword. Though, it was most likely going to come back up again, because that is what Uchiha's do best. Open old wounds and let them fester.

Chapter Two

End

Woot! Another chapter that was over three-thousand words! Being up all day and night has its advantages now and again. (Though I'm tired as hell.) It is now four a.m., and I'm gonna try and get some sleep. I hope you enjoyed the chapter, and again I am sorry if it offended anyone! I wasn't actually planning on typing any pervy stuff, and now I feel dirty.