Deep within the swirling void of the Ghost Zone, the ghost master of time, Clockwork himself hovered before the mirror he used to view the human world. The ancient spirit's eyes were narrowed in concentration as he watched a boy clad in a blue and orange jumpsuit jump through the trees with a large scroll strapped to his back.

"Is this the one," he asked, turning to the two Observers, spirits who watched the universe and documented the events that transpired. Many times they had come to Clockwork to change a certain event to avoid disaster in the future.

"Yes," one of the one-eyed ghosts responded. "We have seen this boy's future. It is just like the haf-ghost millennia ago. The boy will become a vicious and ruthless destroyer. Last time we came to you to destroy the one whose future was like this. Instead you found a way to simply change the pattern. We had hopes that you could do this once more."

Clockwork did not answer right away, instead he waved his hand before the portal and image changed to portray a battlefield littered with bodies and stained with blood. In the midst of the carnage stood a single man. He was dressed in black trousers and and dark blue shirt. Crimson energy wreathed him in a burning cloak, casting a faint glow all around him. His gaze drifted across the field, lips slightly curved in a satisfied smirk before he burst out laughing.

"The path the boy seems destined to walk is most dark indeed," the ghost said. "Truly it seems like another Daniel Fenton. Thus, as I saved Daniel from his future I shall strive to do the same with this...Naruto Uzumaki."

The Observers bowed. "We shall leave this in your most capable hands Clockwork," they said in unison before turning and floating through his door.

Alone once more, Clockwork pondered how he could save Naruto from his imminent fate. First he had to discover the turning point, the trigger that starts the series of events that accumulate into the carnage of the future. Again the master of time waved his hand in front of the portal. 'I must turn to the first page of this story before I can change the ending.'

And so he watched the events surrounding Naruto's birth. The masked man who forced the demon known as the Kyuubi to attack Konohagakure after forcefully removing it from the boy's mother. His father sealing the beast into his newborn son and the years of abuse caused by this decision.

"This is obviously a large part of it," he muttered. "But I don't believe that it is all of it."

"Maybe you should look at the present brother and stop thinking the answer is always in the past."

Clockwork turned to see a new spirit had entered his domain. This ghost's skin was the same as his own, but his cloak was made of a dark green cloth. Under his cloak he wore a leather cuirass, brown trousers and thick leather boots In his right hand he clutched a staff similar to Clockwork's.

"Hello Erasmus," Clockwork said, a small smile on his face. "What brings you to my hall great master of space?"

"I come because the Observers came to see me as well," Erasmus said, walking forward until he stood next to his brother before the viewing portal. "I stood by and watched your efforts with Daniel Phantom without doing anything at all. Although everything turned out alright it was still very close. I am simply here as extra insurance."

Clockwork nodded and turned the portal's back to the present, where Mizuki and Iruka, Naruto's instructors in the Shinobi Academy, were arguing. Naruto sat hidden behind a tree nearby, listening to every word.

They listened as Iruka defended his student and they watched said student save his life and reduce Mizuki into a sniveling, whimpering bloody heap.

"I still don't see how this indicates anything about how his future," Clockwork said.

"Watch his smile," Erasmus answered. "It fades when Iruka's back is turned. There is hatred in that boy, buried deep below his mask of a simple clown. The doubt remains, only his faith in Iruka was restored, but after this night he probably trusts no one."

"What do you think we should do?"

"Maybe we should gift him with the same powers as Daniel," the green cloaked spirit suggested.

"And how will that help?"

"I was not finished brother. During my wanderings in the Zone I came across a few spirits who, like this boy, have a desire to simply be accepted and have their dreams come true. I believe that it is possible to bring a positive influence into young Naruto's life as well as bring peace to a few unfortunate souls."

"Who do you suggest we give this responsibility to Erasmus?"

"I have sent for them, it may take some time to answer so might I suggest we do what we are able to in the meantime?"

Clockwork nodded and began to think. "You must be the one to bestow the powers of the Phantom," he said. "We must do this tonight, after he returns to his apartment. But we still have the issue of the beast sealed within him to consider. From what I have viewed of his future it would seem that it had a negative effect on his personality."

Erasmus remained silent. He could see that his brother was onto something and was reluctant to break his train of thought.

"You wouldn't happen to be capable of forging a body out of a mixture of ectoplasm and flesh would you," the purple cloaked ghost inquired.

Believing to know where his brother's thoughts were headed, Erasmus crossed his arms and pondered the question. "It is possible," he finally said. "But it will require a great deal of concentration. Plus the body will only be able to handle so much of the beasts power."

"But it would be well worth the effort if we got the Kyuubi to agree to aid the child in battle," Clockwork reasoned. "It would be similar to the Inuzuka family in his world, only the fox will be able to change into a phantom form along with him."

"Your idea is interesting. Well, it appears the boy has finally gone home and fallen asleep. Shall we begin?"

Instead of answering, Clockwork simply gestured to the portal, now showing what appeared to be a dimly lit sewer with a massive cage in the far wall. The brothers stepped through the portal and into Naruto's mindscape to make a deal with a demon.

The two ancient spirits walked with a determined stride toward the Kyuubi's cage where the beast itself watched them from the shadows.

'Clockwork. Erasmus. Why do you visit me now?'

"Kurama," Erasmus said, bowing his head slightly in greeting. "It has been a long time since we spoke with your original form. As I recall once you were split into the nine bijuu it was you who retained the most memories from your time as the juubi."

The fox nodded, smirking slightly. "That is true. But you still have not answered my question. Why do the masters of time and space come to visit an imprisoned demon in his host's mindscape?"

It was Clockwork's turn as he stepped forward to address the fox. "I have seen the boy's future if he is to walk his current path. It ends with you under his heel and the world ground to dust under his rage."

Kurama growled at the spirit's words. "So you are hoping to change his path? What does this have to do with me?"

"My brother and I have come with an offer for both you and your host," Erasmus answered. "We are planning to give the boy the powers of the Phantom. We also hope to provide him with a positive influence from some new companions from the Ghost Zone."

"I still fail to see how I am involved."

"I know you've seen the boy's memories," Clockwork said. "You know of the mask he wears. You probably know the boy better then he knows himself. I have convinced my brother to forge a body for you out of a mixture of physical matter and ectoplasm. You will only be able to access a third of your original power but you will have some measure of freedom."

"What's the catch,"Kurama asked, eyes narrowed in suspicion.

"You know of the Inuzuka clan that lives with your host in the village?"

"So I am to be his companion?"

The brothers nodded. The fox remained silent as he pondered his options, but his eyes suddenly widened his lips curled up in a smirk. "Before you have my answer, great masters, I believe there is someone else whose opinion must be considered."

At the Kyuubi's words both ghosts turned around to find Naruto himself watching them. "How long have you been here," Clockwork asked.

"Long enough to hear about my path taking a turn for the dark side," the blond answered. "Is it true?"

Clockwork hesitated and considered lying, but eventually just nodded. "I am afraid so, that is why we are hoping to change it."

"What will this 'Phantom' power be," Naruto asked, curiosity getting the better of him.

Erasmus stepped forward and smiled. "Allow me to explain. If you accept our offer, you will become what is called a half-ghost or halfa as the slang term is I believe. You will gain the abilities common to most spirits such as invisibility and intangibility as well as the power of flight."

Naruto's eyes widened at what he was hearing. The skills this brown cloaked person was telling him about are every shinobi's dream to possess.

"There's more Naruto," Clockwork continued where his brother left off. "You will gain powers similar to that of the only two half-ghosts in history. They were capable of molding the ectoplasm in their bodies and using them for attacks such as blasts and even create solid plates that were nearly impossible to break." Here he paused to see if he missed anything. "There is also the possibility of you developing some powers unique to yourself. In truth a half-ghost was never intentionally created so the results will be unpredictable."

Naruto pondered the ghosts' words. 'Do I really have anything to lose,'he thought. 'I actually have a lot to gain if everything works out like they say it will.' He nodded to himself and looked up.'

"How long will it take?"

Erasmus scratched his chin as he pondered the question. "Altering your genetic code into the correct pattern just to handle being merged with the ectoplasm will take a considerable amount of time and concentration. Plus you have to consider how long it will take to conjure up a new body for Kurama here so the closest estimate I can give you is...all night and at least a decent chunk out of tomorrow morning."

"Before we begin there is something I wish to ask you," Clockwork said. When Naruto asked him what it was the ghost smirked at his impatience before continuing. "Is there anything you would like to request other than what we have already offered you?"

Now it was Naruto's turn to scratch his chin, deep in thought over the inquiry. 'What else could I need,' he thought. 'Well, what could add to this that would actually not be overkill?'

Instead of answering, the blond turned his gaze to the other entity that was currently sharing the same mind as him. "Can you think of anything?"

The question caught the others off guard. Why would this boy turn to the one responsible for the hell his life had become for help. When the fox gave voice to question Naruto simply shrugged and said the past was gone, they were about to be partners so they should be able to trust each other.

"In that case I would suggest you get some sort of weapon," Kurama said, smiling at the surprisingly mature answer from his host. "Something to go with the whole 'phantom' thing. A change of clothing would be greatly appreciated as well."

Clockwork smirked. "I know just who to go to for that," he said and nodded to his brother. "Erasmus will stay here to finish his part of the process. In the meantime I will be seeing to the fulfillment of your request Naruto."

"Those other spirits I told you about will be arriving at your tower soon brother," the green-cloaked spirit said. "Have them stay with one of the females that will be meeting Naruto."

The master of time nodded and stepped through the portal to the Ghost Zone. There he came face-to-face with two ghosts standing alone in his clocktower. The first appeared to be in her mid-teens and had long, flaming blue hair tied back in a ponytail at the top of her head. Two bangs framed either side of her face that, combined with her widow's peak, formed the shape of an "M". Her clothing consisted of a black one-shouldered tank-top cut to expose her midriff, a pair of black leather pants with a silver belt and platform boots with a skull design on the toe. She also wore a black choker around her neck, a black glove covering most of her right arm, a black bracelet around her left wrist and purple lipstick.

Her green eyes glared defiantly at the master of time as her hands cradled a pick electric guitar, her weapon of choice. She was Ember McLain, the embodiment of teenage rebellion.

Next to the rebel stood another female ghost. This one had long, thick black hair that cascaded down her back and brushed her ankles; some of her bangs covered the left side of her face, only allowing one of her crimson colored eyes to be visible. Her attire seemed to closely resemble that of a belly dancer. She wore a blue top that only just covered her ample bosom, blue pants with an intricate purple belt and her feet were bare.

This was Desiree, the ghost who would grant your heart's desire but at a price.

"Ladies, you arrived here a lot sooner than I had expected," Clockwork addressed his visitors. "I thank you for coming so quickly."

Desiree bowed slightly to their host. "May we ask why we were summoned here, Lord Clockwork," she asked.

"Please, no need for such titles, and you were summoned here because their is a situation in the human world that my brother believes you two would be perfect in aiding us to solve."

"Skip the riddles," Ember said. "Just tell us why we're here and what you need."

Desiree glared at the rebellious ghost and opened her mouth to deliver a reprimand for such behavior, but was stopped when Clockwork chuckled. "I must say, such attitude is a refreshing change from the usual worship I am given by the inhabitants of the Ghost Zone. But I think showing you what is required of you will be easier than explaining it."

Clockwork turned back to his portal and made it begin to start showing Naruto's life starting from the day of his birth to what had just passed earlier in the night. Finally, he showed them his conversation with Naruto and Kurama.

"I believe you now know why you were summoned here," he said as he turned to see his guest's reactions. Desiree looked horrified at the thought of how the boy was treated. Ember's eyes had changed from their usual emerald green, to furiously burning red. Her fingers itched to play her guitar and send a few of the villagers into a never-ending world of pain.

The ancient ghost's lips curled into a slight smile as he thought about the misfortunes that had plagued these two as human's as well. Perhaps his brother was hoping to help more than one unfortunate soul this time around.

Shaking the thoughts out off his head for the moment, Clockwork turned to the matter at hand. "My brother suggested that, should you decide to help me, I should have you stay with a mortal woman that the child is to meet later in the future. What he doesn't know, is that I have found two different women for you both to choose from. I will take you to them shortly, but first I must find Skulker and Technus."

"Why would you want to find those two losers," Ember asked.

"The boy made a request that I believe they will be perfect for. While you wait perhaps you can try to convince Desiree to create a guitar similar to your own that can be wielded by humans. The girl I have in mind for you is a bit of a rebel herself and is fascinated in mastering any weapon she comes across."

His part said, Clockwork departed from his tower and into the endless void all ghosts call home. He drifted for many hours as he searched for the two who could help him to arm the boy and set him on the right path. His search finally bore fruit when he came to Skulker's floating island/hunting resort.

The island's security systems had undergone impressive remodeling thanks to the help of the newest residents of the hunter's lair. Several new traps and other goodies were hidden in the dense foliage of the jungle island.

Clockwork simply floated past until he reached a solid style door with a small electrical panel installed in the door to the right. Pressing a small green button, the ghost leaned forward and spoke into a small microphone. "Skulker, this is Clockwork. I've come with a very special request and I would very much appreciate you and your associates assistance in this matter."

For several seconds there was nothing to indicate he had even been heard, but then a soft hiss sounded from the door and it slid open to allow the master of time entry to the hunter's lair. Turning his usually ghostly tail into a pair of legs clad in purple trousers and black leather boots, Clockwork strode down the polished hall until he came to a large chamber filled with computer screens and various weapons hanging on the wall.
Drifting between computer systems and typing away at keyboards were three ghosts. One seemed to be made entirely of metal with flaming hair, a small circular glass plate in his chest revealed a second green face with black sunglasses. He was Skulker, the Ghost Zone's self-proclaimed greatest hunter and the face in his chest belonged to the ghost known as Technus, the hunter's partner and master of all technology.

With the technological duo was a large man clad in a bright orange jumpsuit with black hair. He was currently moving the heavy equipment around at the direction of the slimmer spirit dressed in a blue jumpsuit with a matching hood and red goggles.

They are Jack and Madeline Fenton. Both had been ghost hunters during their time as living humans before their son and daughter taught them that ghosts were not always evil. For a time they worked together with ghosts and, when they eventually became ghosts themselves, teamed up with Skulker and Technus to create the most advanced research facility in the Ghost Zone.

"Lord Clockwork," Skulker said, floating toward his visitor. "How may I help you?"

"I have need of your hunting skills and Technus' skills at technology to forge a weapon that will not seem out of place in the modern human society."

"You wish to place a ghostly weapon in the hands of a human? Why would you possibly consider doing that?"

Clockwork explained the current situation and then opened a window in time to show the four ghosts Naruto's past as he had done for Ember and Desiree. By the time he was done, Skulker and Technus were floating away, discussing all possible weapons the boy could consider useful in the setting he lived in. The Fentons began asking Clockwork anything they deemed relevant to the process and avidly took notes of his answers.

The next couple of hours were a blur of flying pieces of hardware as the group of techno-masters worked on their new project. Many ideas were pieced together and tossed aside until it was suggested to create a multi-purpose tool that would store the weapons shinobi already used and even coat the tools in a layer of ectoplasm when he shifted into his phantom form.

This idea sparked a new rush of work and even more hours of debate until they finally finished. In the end, Clockwork was presented a simple metal bracelet just big enough to fit around Naruto's wrist. When he arched an eyebrow in silent curiosity they simply instructed him to have the boy put it on. It was programmed it read his genetic signature before activating. This would ensure that the device would work for him and only him.

Clockwork thanked the ghosts for their time and effort and summoned a portal back to his tower. As he was about to step through Jack called out to him, one last question before he left.

"Is their hope for the boy," the large man asked. All signs of the buffoon he usually acted like were gone, instead there stood a father who saw a resemblance to his own son in Naruto.

Clockwork considered the question before looking over his shoulder. "I believe there is as much hope for him as there was for Daniel when the Observers came seeking his destruction. Whether or not he chooses the right path is completely up to him."

Jack nodded and Clockwork disappeared into his portal, ready to begin the next phase of the plan.

Back in his tower, Clockwork was treated to an interesting sight. A life-sized model of Naruto stood in the the center of the room while his two guests and the brother who had invited him hovered around it. This version of Naruto was taller than the original, similar to one in his class by the name of Shino Aburame and his face appeared to be missing the baby fat it had once held.

Gone was the orange monstrosity the boy was forced to wear, in its pace was a black t-shirt, a pair of camouflage cargo pants and black, mid-calf high, steel-toe boots. Each of the three kept making suggestions and making a different sort of clothing would appear, only for the others to disagree and send it away. The argument had obviously been going on for some time and it was very shortly going to break out into an all out war if it wasn't stopped soon.

"Would you mind telling me what has prompted my millennia-old brother and two centuries-old ghosts to argue like little school children?"

The trio froze and turned as one to see the lord of time staring at them, expression somewhere between amusement and annoyance. Desiree bowed and began to explain the cause of the fight that had been brewing for the last several minutes.

Erasmus had arrived in the clock tower to inform his brother of the completion of his work. He found the two ghosts he had summoned, who explained where his brother had gone and he decided to wait until he returned. The girls had asked how the procedure had gone, the lord of space only grinned and created a mirror image of the boy's new form. The girls swooned at the Naruto's features, but then caught sight of his attire and immediately sought to change it.

Ember began to suggest attire similar to her own fashion as a beginner. Desiree shot the idea down and tried to conjure an alluring ensemble from her time as a human only for Erasmus to interfere and suggest a more practical solution. Not one of the trio would back down from their opinion and an impasse was reached.

Clockwork sighed and rubbed his left temple with his free hand. "Why do you not simply try to reach a middle ground. Give him something rebellious but make it both functional and alluring. Is it so hard to come up with such a simple solution?"

All three ghosts' faces turned the red with embarrassment and turned once more to their task. Soon new suggestions began to fly and Naruto's new fashion was pieced together out of imagination.

In the end, the Naruto replica stood dressed in a black leather jacket with white running across the shoulders over a sleeveless black shirt, camo cargo pants and black, steel-toed boots. Carved into the toe of the boots was a skull wreathed in electric blue flames. On the back of his jacket was the kanji for "kitsune" in bright crimson.

"Well, we've decided on how he shall look as a human," Erasmus said. "Now to see what he shall look like as a phantom." The ancient spirit waved his hand and the colors of Naruto's clothes began to shift. Black and white switched places on his jacket, the green and black of his cargo pants changed to black and white, his boots and shirt remained black, but the flames on the skulls turned ecto-green and the kani on his back changed from "kitsune" to "phantom" and became as green as the ectoplasm of the Ghost Zone. His blond hair became as white as snow and his cerulean blue eyes glowed a bright green.

"I think he looks just fine in this style," Clockwork said, his impatience finally making itself known. "Now can we leave our newest champion his gifts and send these ladies on their way so that the plan may take it's course?"

The trio nodded and the Naruto lookalike faded in a green mist. The portal to the mortal realm opened once more and the ghosts stepped through, the chance of a new future ahead of them. Would they succeed? Or will all their efforts amount to nothing in the end?