Plot bunny that's been on my mind for months. Happy to finally get it out there. Enjoy!

Deep within the Forest of Death, the sound of clashing steel rang through the trees as two Shinobi locked kunai in a battle of to the death. On one end, battered and bloodied, stood Genin Naruto Uzumaki of the Village Hidden in the Leaves. To the other stood a menace from the Village Hidden in the Grass, his form unmarred by any sign of battle. Growling, Naruto disengaged and leapt back along the branch, his actions mirrored by the grinning man.

The Grass nin watched as the blonde tried to size up the situation, searching for some way to land some hits. After ten minutes of fighting, the blonde was fatigued beyond anything he'd ever felt in his life. But despite how hopeless the situation seemed, the boy still held that determined look in his eye.

There was no mistaking it: the boy had promise. Far more, he sadly realized, than his intended target.

He shot a disappointed glance towards the blonde's two companions, who hadn't moved since their fight began. He paid no mind to the shivering kunoichi; she held no value from the beginning. But the boy was proving to be such a disappointment. Though Uchiha blood flowed through his veins, the spirit of the great clan seemed to have died with his family. And without that spirit, those eyes would never reach their true potential.

Indeed, Sasuke was worthless. He was nothing but prey, ready to curl up and die the moment the situation lost hope. But the demon child, he possessed the drive to succeed, the will to survive! Truly a perfect vessel…if only it was he who possessed the-!

The man's eyes went wide as he hatched the perfect plan. This encounter may have purpose after all…

"Kukuku…I never expected this…"

The blonde's blue eyes hardened, wary of the short reprieve. "What are you talking about?"

The man just continued to laugh at the situation, reaching for his face. "Yes, I can make this work…please, allow me to introduce myself, Naruto-kun."

Naruto raised his kunai, slightly repulsed by the man's friendly use of his name, "What, are we best buddies all of a sudden? Just go die in a ditch somewhere you snake-tongued freak!"

"You're quite brave, to say such nasty things to a man like me. But I think…" The man clenched his skin, ripping off the mask in one swift motion. In its place was a ghostly white man with piercing yellow eyes, grinning insidiously at the shaken blonde, "You may yet be of some use to me…"

Naruto almost dropped his kunai when he saw the man rip his own face off. He'd seen many things in his short time as a Genin, but not since learning the truth of the Nine-Tailed Fox had he felt a chill like this. Despite the dread threatening to wash over him, he pushed his fears aside and regained his determination.

"I am Orochimaru, of the Legendary Three Ninjas. I realize that I have caused you a great deal of trouble, Naruto-kun. Please, accept my parting gift as restitution."

"I've got a parting gift for you, you slimy snake!" Naruto roared as he set his fingers in a familiar cross seal, "Shadow Clone Jutsu!" A cloud of smoke enveloped the blonde, dispersing to reveal a dozen copies of the blonde Genin, each drawing a set of shuriken in their hands.

"Hoho! Still got some fight left, I see. Very impressive!" Orochimaru grinned.

"Eat this!" The clones howled as they readied their weapons. "Uzumaki Barrage!"

Orochimaru watched as the blonde unleashed a shower of steel stars, each aimed wildly in his direction. Bringing his hands together in a few quick seals, he sent a wall of air at the oncoming attack, throwing every shuriken off course. Naruto grimaced, but wasn't deterred. With kunais in hand, the twelve blondes shouted a war cry as they charged the Sannin.

But Orochimaru had tired of toying with the boy. Fools of peace they may be, but ninja of the Leaf were not stupid. Those missing bodies in the graveyard would be discovered with time, and even he lacked the hubris to believe he could fight the entire ANBU Black Ops. No, his research was done. All that was left was to set his plans in motion…

Faster than a man could blink, the Sannin's tongue shot from his mouth, wrapping around the necks of all the charging Shinobi in an instant, snapping the necks of all but one. Their bodies went limp before dispersing into a giant cloud of smoke, from which the final, original Naruto was pulled, struggling as the rest of the tongue restrained his flailing limbs.

"Our time is up, Naruto-kun, but I do look forward to meeting you again…under different circumstances."

"Let me go, you bastard snake!"

"Calm yourself Naruto-kun, you'll be free in a moment. First, I have to deal with the two nuisances over there…" The murmered darkly, looking at the blonde's quivering teammates.

"Don't you touch them! I'll get you if you touch them!" The boy roared darkly, and Orochimaru watched with interest as his blue eyes slowly tinted red.

"That's it!" He hissed, "Come to me when you are prepared. Come to me when you are strong! And together, we shall discover the true secrets of the Shinobi!"

"Stop talking! I'm gonna kill you!"

Orochimaru observed with renewed interest as a red chakra began to saturate the air. The boy's features, once childish and goofy, slowly morphed into something sinister. Feral.

Inhuman.

'The power of the Nine-Tails…' He concluded as the boy began to fight his grasp with new-found power. Indeed, even Orochimaru was finding his resistance a bother. He didn't have time for this now, not when his plotting was so vulnerable to discovery.

'So this is the initial jinchuriki stage of the Fox…' he mused as he lifted the boy's shirt to examine the seal. How he wished he had time to properly study the Fourth's handiwork. But he had to act fast; he couldn't have his plans foiled by his own curiosity.

Orochimaru reared his free hand back, igniting each fingertip with a hollow purple flame, before slamming into the boy's stomach with the Five Elements Seal. The seal ignited, and the boy let loose a howl of pain as a paralyzing bolt of chakra spread throughout his chakra system. The red chakra eminating from the blonde slowly began to dissipate before disappearing altogether. Whatever struggle the boy had left in him disappeared with the chakra, leaving Naruto struggling to remain conscious. Naruto felt the long purple tongue slither along his body as it returned to the mouth of its owner, whom kept the boy aloft with a firm grip on his collar.

Orochimaru brought the boy close, bringing the blonde's ear to his lips, "Naruto-kun…have you ever wondered how Kakashi acquired his Sharingan?"

Naruto gave a small confused grunt, which he took as a no.

"During the Third Great Shinobi War, Kakashi was teamed up with a young Uchiha, much like yourself. During the mission, his third teammate was captured, and the two foolishly decided to ignore the mission to rescue her from the Rock Ninjas. During the attempt, Kakashi's eye was destroyed. But fate chose to favor your Sensei, as he was able to find a spare…from his teammate."

Naruto shuddered, much to Orochimaru's delight. "The Uchiha was wounded, crushed by falling debris. Instead of removing the rock, Kakashi took the eye from his still-breathing teammate, and used it to save himself.

"Kakashi may preach teamwork and camaraderie, but never forget that he abandoned his teammate, his friend, so that he would live. But from it, he gained power that he would have never known if he'd stuck by his word. Without that sacrifice, he would be half the man he is today. Power always has its price, Naruto-kun. But today, I give you power freely. Today, you shall follow in your Sensei's footsteps…"

The blonde made a series of unintelligible grunts; he got the message.

'…Don't hurt…don't…'

"With the power of the Sharingan and the chakra of the fox, you'll no longer be bound to those pesky limitations of humanity…"

'Stop…please…don't do it…'

Orochimaru's tongue slithered past the boy, making its way to the quivering Uchiha, "And then, when you are strong, come to me…only together can we reach our true potential…"

The blonde gnashed his teeth, "…I…said…"

Orochimaru's tongue halted as it reached its unknowing prey, still paralyzed with heavy killer intent. It traced the soft skin of his cheek, tasting the very fear emitted in cold sweat .

"It all begins here, Naruto-kun…"

AWAKEN!

"GET AWAY!"

A powerful shriek echoed throughout the forest as a deathly shockwave erupted in all directions around the boy, slamming into Orochimaru full force sending him flying away. He felt something crack as he flew through a tree, but the pressure did not let up. Quickly recovering from the surprise attack, he caught himself as he landed on a branch and quickly attached himself to the tree limb using his chakra.

All around him, the force was sending leaves flying from their branches and tearing bark off of the trees, flying in all directions. Orochimaru brought his hand up to shield his face from the oncoming debris, parting his fingers slightly so as to gaze at the marvel before him.

If not for what he saw, he would have admired the boy's ability to fight on through sheer force of will. He would have wondered how many other tricks the boy had yet to reveal, and just how the child had managed to acquire such strength so early in his life. If not for what he saw, his plans would have carried on regardless. But what he saw brought all plans to a halt and stopped him in his tracks.

In the center of the storm stood Naruto Uzumaki, arms thrust out as the shockwave continued its assault. His jacket, nearly destroyed from the long battle, lashed wildly about his form. He wore an expression that showed the most pure hatred; the darkest human desire etched onto every youthful feature. But these things were nothing new; it was when he met his eyes that he paused.

What stared at him was a thing he had long ago dismissed as a legend. A myth whose truths were lost to history. An eye jutsu so powerful, it would grant the user the power of a god.

The Rinnegan.

Orochimaru gave his widest grin as he felt something he hadn't felt in years: excitement. Pure, unrestrained excitement.

'Such a fascinating child!'

With a mighty roar, Naruto stretched his arms wide as a second repulse erupted from his core, far more powerful than the first. Nearby trees were stripped of leaves and limbs and bark, exposing the soft cores to the maelstrom. The roar of the shockwave became almost unbearable as the trees began to sway against the force.

Orochimaru steadied himself against the tree as the second blast shot past him. There was something strange about this attack. He'd witnessed similar attacks made by forcing chakra from the body, but this didn't appear to be a typical shape manipulation attack; it was far too powerful. Instead, it seemed to force all matter away from the central point, like a powerful magnet pushing away the metal around it.

Before Orochimaru could analyze the technique any further, the pressure suddenly ceased. All went quiet as the boy dropped to his knees, gasping for air as if he'd never breathed in his entire life, and it wasn't hard to see why.

He cringed as the Keirakukei chakra veins began to bulge around his eyes, his body desperately attempting to meet his eyes' high chakra demand. But with his reserves so low, his body couldn't take the strain. He fell forward, landing with an echoing thud, finally beaten not by the legendary Sannin, but by his own body.

Meanwhile, Orochimaru was slightly annoyed. Not with what he just witnessed; he was ecstatic over discovering the true form of the legendary Rinnegan. No, what annoyed him was that his plans for his replacement body had already hit a major roadblock in the form of a cowardly Uchiha, and now his plans for the blonde weren't so simple.

No matter how much he desired the blonde's strength, he couldn't imagine removing those precious Rinnegan from their natural body. But to master all the world's jutsu, he needed the Sharingan, not the Rinnegan, whose powers were unknown.

In a matter of minutes, the blonde had gone from the ideal host to an unthinkable option.

But still, all was not lost for the Sannin. It was indeed a setback, but a minor one at that. He could simply take the Uchiha's Sharingan and implant them into a new, stronger body when found. While a foreign body may make mastering the eyes difficult, he was sure Kabuto could make a few modifications to ease the process. And even now, he had just witnessed the birth of a true Rinnegan. The boy clearly had the potential for greatness through his own natural gifts. And if he could make the boy his…

Orochimaru salivated at the idea as he strode over to the fallen Shinobi. Kicking aside scattered leaves and torn wood as he went, he admired the damage that those eyes were capable of. Like everything about the boy, it was raw, untamed. One day, he would take the boy, make him his own. And when he did, he would teach the boy to focus the immense powers within him. All he had to do was break the boy, and once he was within his grasp, that would only be a matter of time…

Thud!

Orochimaru watched as the kunai embedded itself in the exposed tree limb before him, scowling when he saw the explosive tag around the handle ignite. He leapt back just as the tag went off and a large explosion separated him from his blonde target. He was getting rather annoyed with these setbacks…

Much to his surprise, it was Sasuke Uchiha who stood before him as the smoke cleared. With his Sharingan at full activation, his entire aura had changed from the quivering mess he once was. This Uchiha was what he wanted to see: calm, firm, and sure of his own strength.

"Do you truly wish to stand in my way, coward?"

Sasuke just raised his kunai. "You won't take another step!"

"Hoho! Now you're sounding like an Uchiha!"

Sasuke growled and readied himself, rushing forward without hesitation. Orochimaru grinned as he prepared himself for another round.

Perhaps he had been too hasty.

Maybe the Uchiha was worthy after all…

Naruto's first conscious thought was that someone was shaking his shoulder.

"-troublesome guy. Wanna try hitting him until he wakes up?"

'...Shikamaru?'

"Nah, I don't wanna be the guy who kills whatever brainpower he's got. You do it."

'Chouji, too? What're they doing here?'

"His skull's so thick I'd break my hand. You see any sticks lying around?"

"Nope. Too bad Kiba isn't here, he'd have a field day with it…"

'Yeah, he would…dumb mutt…'

"Chouji, Shikamaru! Any luck with Naruto?"

'Oh great, Ino. Why does she have to shout?'

"Not yet! The guy's really out of it!"

'Not you too…'

"Geez, do I have to do everything myself? Fine, I'm coming over!"

The blonde winced, "Quiet…too loud…"

"Naruto? You're awake?"

Naruto gave a slight nod, "Uh, everything's ringing…"

Shikamaru signed. "Sorry, we'll keep it down. Had a rough first day, I take it?"

"Ugh…don't remind me…"

"Trust me, we don't want to think about it either." Naruto heard a pair of footsteps approach his side. "Naruto, you okay?" Sakura asked.

"Had enough sleep, dope?"

Naruto grunted in response. "Shut it, Sasuke. Really not in the mood right now…"

"Hn, whatever. Hurry and get up, we need to move."

"Fine, fine." Naruto muttered as he opened his eyes.

Naruto was shocked; everything had become so…vivid. To him, the world was suddenly filled with a whole new level of detail. The trees above him, bathing in the morning sunlight, were suddenly so much richer than he'd ever seen them before in his life.

In the midst of his examination, he noticed that the others had gone silent. Raising an eyebrow, he lowered his gaze to the people around him.

Everyone was looking at him like he'd grown a second head.

"What?"