Chapter 1

With a great sense of loss the symbiotic creature known as Venom floated in a time dilation portal created by Doctor Doom. This was used in theory by the mad ruler of Latvia to imprison the symbiote however the mad ruler hadn't gotten his math right. The ensuing battle pit Spider-Man, Venom, and the Fantastic Four against the evil Doctor Doom. Being willingly paired with the former host caused the symbiote no end of irritation but deep down the creature cared for the human race. After all you did not bond with humans and not take on some of their attributes; both Peter Parker and Eddie Brock had a great sense of justice. The symbiote had no knowledge outside that life and having seen all his offspring fall into that evil they fought against Venom was determined to stamp it out. The battle with Doom however had proven highly costly, the Thing had been maimed badly but Venom knew the walking boulder would live; the Torch had been rendered unconscious by using some kind of glass dome to knock out his hated flames. The more intelligent of the group namely, Mr. Fantastic, Invisible Woman, and his hated former host however had concocted a plan to defeat the mad ruler. The plan worked however as a last hurrah Doom unleashed his last weapon a device to imprison the group gathering them into another dimension. His host's sense of justice kicked in with a series of web lines he sent his allies far enough away from the machine to save them. As the machine began to close it sucked them itself and its host into this alternate dimension. However this had a rather unpleasant side effect during the descent into the vortex created by the machine it was surrounded by flames. The flames encircled them as they moved through the vortex the sudden violent rip of their parting caused its host to become inert when they finally emerged from the vortex on a roof top. Brock had been skewered by an electrical antenna he woke bleeding from the mouth.

"You must find another h-host," Eddie whispered at the mass of black two glowing white eyes looking down at him. "Parker will watch over the innocents in that world," Eddie looked around years of constant battle honed the former investigative reporter to dangers and what he felt in this world was on equal footing with the one he left. This world needed the brand of justice only Venom could create, "T-this world needs you. F-find a new host one who has the same moralities as Parker," the symbiote jerked its back in clear disdain. "We know that Parker had been soft and feared what we would become. The problem is we did not see it," Eddie closed his eyes a second. "It was not us as an entity but what we spawned, Carnage, and the other five offspring. That was our misdeed not his, our arrogance and lust for vengeance against Parker spawned them. Our hateful spawn bringing fear and death to all that we wished to protect."

Venom white orbs drooped slightly at its host's words, they rung very true every one of their children caused pain, fear, and death Carnage being the worst. "G-go f-find a-a w-worthy h-host," with that the symbiote's second host laid dead. The next morning a patrol of ANBU found the huge man dead wearing no clothing and an antenna sticking out of his gut, blood pooled around the body.

"Think it was a suicide?" Dog asked Cat, Kakashi kneeling frowning under both masks.

"Had to be, doubt anyone except maybe you or Gai could take down someone that huge," Cat stated arms crossed under her chest. "I have to go look after Naruto-kun soon I'll report this to the Hokage, he'll have the body removed and given a proper burial."

Kakashi Hatake nodded standing and waited till Yuugao left before pulling out an orange book standing guard. He was so intent on his book he missed the tendril touch his leg scanning his memories, before slipping back into the shadows. While an excellent candidate for possession the symbiote could sense a deep underlying angst to the man plus it noted the strange personality quirk. Chronic tardiness, obsession with a rather perverse bit of literature, and deep nagging injury of the heart. However it was through this scan that he found his perfect host, the son of this man's teacher.

Keeping to the shadows the symbiote moved through looking for the boy in the man's mind. The boy had been separated by his parents at birth, one his father sealing a huge demonic creature inside the boy while, his mother the former container of said kept the creature pinned down long enough for the sealing to take place. The boy was born to tragedy and marked by it, in order to change that Venom was willing to completely bond with him to keep the fox at bay for all eternity. After a few blocks it found the boy sleeping in the middle of a grassy field dirty and his hands bruised. It was clear the boy was training hard, Venom liked this world already, that it let children train in combat at a young age. It slid closer and touched the boy's mind with a tendril, inside it found the boy was indeed lonely, yearned for love, acceptance, and respect. It even saw this boy's dream to be the supreme leader of this village rule it with kindness and compassion regardless of the way he had been treated, to be better than them. However the dream to be Hokage was a secondary dream the primary dream was to marry a pink haired girl. Venom frowned any form of red was an unhealthy reminder to it of Peter Parker, however it had seen how powerful Spider-Man became when his mate had been danger, throwing every one of his limiters aside to protect or rescue the woman. Venom dove deeper seeing how his connection with the fox was and found there was little connection outside the increased healing rate that was on par with Wolverine's mutant gene. Without further coaching it proceeded to bond with Naruto absorbing his clothing and covering the boy completely in black, reaching into the boy's memory for an idle to base its new form on it found it highly ironic that the boy's father was the idol. Adjusting to the boy's vision the clothing changed baggy black cargo pants, black shinobi boots with enclosed toes, black shirt with the white spider, similar to the one Spider-Man had on his red and blue costume, a short black coat that reached just below the waist with white flames on the bottom, black gloves fingerless with the trademark white squares on the top, gone was the open maw traditional with the original Venom and replaced with the old Spider-Man black mask with two glowing white eyes. Adding a hood to the coat being the final touch externally Venom began working on Naruto's internal chemistry finding the fox had screwed with the boy's chakra network so much the boy couldn't perform a proper clone jutsu. Fixing the network making it bigger, Venom began imprinting on Naruto what he did with Eddie Brock, he imprinted all of Spider-Man's powers on the boy, the natural agility, wall crawling, enhanced strength, and finally the spider-sense, something it had not done with Eddie Brock, instead made the ability to block Spider-Man's spider-sense.

Naruto woke later on finding himself strangely with no memory of how he did it; he was in his own bed sprawled out in his apartment. With a weak groan he sat up and looked at himself dully in the bedroom mirror. For a second in his slowly waking mind he noted his clothing was rather muted, gone was his kill me neon orange jumpsuit. In its place was a rather impressive black and white attire he had never seen before. "W-where the heck did I get these?" he jumped out of his bed looking down at his clothes. It was then he felt a faint whisper in his head. "Huh?" he said aloud a second later his mind was filled with images of Venom's entire history, both good and bad, it's weakness and strengths. When it was all done Naruto staggered a second taking it all in. Plus the symbiote felt it prudent to reveal Naruto's heritage which was just as staggering as Venom's past. "I understand we are Venom, The Hidden Leaf's protector. This is going to be so cool."

He sent a mental command to the symbiote and was in bed going to sleep. Morning came and he found Venom quickly slid on him, clad in his new clothing he leapt out of the window heading for school. However the first leap came as a real shock for the young blonde as he over shot the roof of the building across the street on instinct he extended his hand out, web line shooting out catching the water tower on the next street using the moment he swung down into the narrow alley way contorting his body in a rather impossible way before releasing his line on the upswing. After three swings like this he was shouting in excitement at how easy this came to him.

He performed a tight tucking flip into the courtyard outside the academy landing with a flourish. "Tada!" he stated arms outstretch and heard a gasp behind him. Turning he saw Sakura and her rather bossy blonde headed fellow Sasuke groupie Ino. He took off his mask and smiled, "Hey Sakura-chan!" he stated rubbing the back of his head nervously.

"N-Naruto?" Sakura stated in confusion seeing him not only perform a deft defying flip into the school landing solidly but wearing an outfit that while not the kill me orange was still eye catching. He looked for all intents and purposes like the Fourth Hokage if he had dressed in black and worn a shorter coat.

His first impulse was to ask her out now that he caught her off guard with both his new look and acrobats but a gentle whisper from Venom reigned in that impulse quickly. Venom showed him a way to try and win his rosette's heart that would take a while but had a much better chance of working then anything he could come up with. He figured the symbiote got its knowledge from observing Peter Parker and Eddie Brock's experiences with the loves of their lives. "See ya in class," he stated turning heading into the school.

Ino watched as Naruto entered the building then glanced at Sakura who seemed spaced out, "What's wrong Sakura, I mean outside seeing Naruto pull off a move that most ANBU would be envious of?"

The rosette hair girl eyes blinked a second trying to focus her mind, "He changed?"

Ino shrugged, "Who knows he's always been unpredictable a new set of clothes and some new moves probably hasn't changed him that much."

This half-hearted prediction turned out not to be the case, Naruto's normal hyperactive attitude had vanished replaced with someone who not only excelled in his work but made it a point to show Iruka-sensei that work for criticism and asking for help. His grades gradually began to improve mostly because every time another teacher tried to sabotage his school work or training he would go to Iruka who would then went to the Hokage. Having really little evidence to prove that the other teachers were actually trying to sabotage Naruto, the Hokage had to unfortunately allow those teachers to remain employed. However being under more scrutiny by the Hokage than before said teachers stopped trying to sabotage the future hero out of fear of their own well-being.

Days transformed into months, and those months quietly turned into two years, Naruto's grades while not completely impressive, were in the top three in the class. He was only behind Sasuke Uchiha mainly because of the ass kissing, the teachers were giving him, and Shino Aburame who was the real prodigy of the school at least in Naruto's mind. After finishing the official week of school with a pop quiz on the transformation jutsu. Naruto had transformed into Mary Jane Watson Parker in a thong bikini for the benefit of his Iruka sensei and his fellow male classmates. However he noticed Sasuke snorted looking away. "Hey Sasuke I got one for you, don't blink," he then transformed into Wolverine wearing a speedo flexing his muscles and adamantium claws. Sasuke snarled in response getting up out of his chair. "Nope that didn't work, so you're not gay but you have no interest in women either," Naruto sat down on Iruka's desk feigning like he was thinking. Iruka sighed shaking his head.

"Naruto why do you always provoke him?" Iruka asked.

"Because this pretty boy doesn't work for his grades like the rest of us do," Naruto scowled jumping to his feet. "You're the only sensei in this blasted academy that hasn't puckered up and kissed his ass. The taijutsu exam last month was a joke, Mizuki went easy on him while nearly putting every single one of us out of action. Heck he nearly broke Sakura-chan's arm in three places, Ino had to go to the nurse's office for a fractured rib. Let's not even start on Hinata, all during her taijutsu exam he knew about her self-confidence problem. She was in tears after it, and I doubt she's ever going to recover from it," Naruto's scowl darkened. "But heaven forbid the Almighty Uchiha should work hard for his grade, it was like a light spar."

Iruka sighed again and smiled weakly, Naruto had become far more observant in the last two years, more so when it involved Sasuke. At first he thought it had been jealously, after all most of the female population in the school were devout Sasuke fangirls. However Naruto had shown a surprising knack for photography, he somehow managed to get some of the most incriminating pictures of teachers helping Sasuke on the side. These photos have now started showing up more and more around the village as the final exams drew closer. He glanced over at Sasuke whose face was livid at the accusations that were being made. "Sorry Naruto, there's not enough evidence to prove that Mizuki wasn't doing anything more than conducting an exam." Iruka shakes head then chuckles a bit raising an eyebrow, "While on the subject of Mizuki, I believe that you were behind Mizuki being hospitalized to have his clipboard removed."

Naruto blinked looking around innocently, "I have no idea what you mean Iruka-sensei. Though I'm sure the operation was extremely painful what with the amount of wooden sliver's they had to remove." Naruto headed quietly back to his chair sitting next to Shikamaru and Choji. Venom was buzzing violently inside Naruto's head at the huge amount of injustice in the village. It couldn't imagine when it chose its new host the amount of corruption the village had. The Hokage's three advisors, almost all the academy teachers, and many of the civilian council member's. Power when not respected and used with great responsibility as Parker's uncle often told Parker, it made people very corrupt. Naruto had awesome power but he was learning both from himself and Venom that he needed to use it responsibly otherwise he would turn into to those monsters. Glancing at Sakura as he leaned his hand on his cheek while Iruka was calming down the Uchiha, trying to get his class back in order. The symbiote blonde sighed in longing he had followed the symbiote's suggestion of leaving Sakura alone. But he found he missed talking to her even for the brief second before she pounded him into paste. Something about her eyes the second before they went from indifference to rage sparked something in him. A small measure of hope that she would remember her days before Ino, before falling into the fangirl trap. They had been friends for a full two years, before he was beaten from within an inch of his life and left in an alley. Apparently it had been that day that Ino had rescued her from Sakura's usual bullies, the one's he often had to scare away. He had suspicion that the Yamanaka family had blocked out her memories of him though he had no proof. Her mother suspected the same thing but she had no proof either, he would often come to visit her after Sakura had gone out to visit Ino. Of course these suspicions only started in the last two years after Venom managed to calm Naruto down enough to string three brain cells together. Buried in all the sabotage from teachers, corrupt advisors, and civilian councilors Naruto found that he was indeed his father's son. Minato Namikaze had been one of the great hardworking geniuses of the Leaf Village, not the natural kind like Itachi Uchiha or Orochimaru. With a new calmer mind Naruto began with Venom to search his memories to find out why he held Sakura so highly when it was clear that she wanted nothing to do with him.

Said search came up with a memory at least two years long, he and Sakura had been inseparable for the entire length of the memory. Even going so far as to hold the ultimate promise that when they became shinobi and graduated to Chunin they would actually get married. They even had Sakura's mother bear witness to the promise. Venom upon seeing that memory stated they needed to keep a distance from Sakura in hopes that whatever mind alterations would unravel on its own. It figured that eventually the Sakura that Naruto knew would try to break free. Talking with Sakura's mother he found out that the Haruno family had a special mental Kekki Genkai that was suppose to fight such mental techniques. The woman stated eventually said Genkai would activate if the real Sakura felt something was wrong.

So both he and Sakura's mother Mebuki watched, prayed, and secretly hoped the Kekki Genkai would activate soon. Focusing on Iruka, Naruto let Venom keep an eye on Sakura. Venom however was worried about something else; soon it would reproduce as it had after three years with Eddie Brock. This time however Venom planned to give its child to someone it thought worthy, this Sakura was ideal. One she was its host chosen mate, and two it could sense real power hiding under her slight frame, power it knew she would tap into. However it was postponing the reproduction till her mind was uncorrupted, the danger otherwise would be too great.

Sakura rubbed her head feeling an uncertain anxiety coming over her, like something wasn't right. Well the final exams are tomorrow, maybe its pre-exam jitters.

Suddenly a voice she hadn't heard before spoke in her own voice just ten thousand times greater. "I'm awake and it's good to be here, CHA!"

Who said that? Sakura thought looking around wildly. With the suddenness of violent gust of wind a door in her mind opened and she spotted a mental picture of herself with the word inner tattooed to her forehead the eyes wild and violent.

"Wow your head is a mess, be glad I'm here I'll fix ya up right," Inner Sakura turned to the clutter and the seal. "What's a Yamanaka clan memory seal doing here?

No, don't touch that it's blocking out all the bad things that happened to me when I was six, Sakura stated feeling slightly panicked. See I had a lot of bad memories and well I asked my friend Ino to help me get rid of them.

Inner Sakura crawled up over the seal looking at each image of memory her outer self has had. She chuckled sadly wading through the sealed memories most held stilled pictures of bullies picking on her for her forehead or hair color. However one group of memories were not like those, in these stills she was smiling, hugging, and playing with a blond boy that had whisker marks on his cheeks wearing a neon orange pair of shorts and a black t-shirt with the Fire Country insignia. Not all of them were bad, I see at least two years of really good memories you had with some blonde boy with whisker marks on his face.

Sakura's eyes widen a moment and she gasped aloud causing everyone minus Sasuke to turn in in class. "Sakura is something wrong?" Iruka asked

Looking up blushing slightly, "S-Sorry sensei I just remembered that I forgot to turn off my bedroom light before I left for school this morning."

Iruka raised an eyebrow before giving a slight smile, "Well I'm sure your mother turned it off for you."

"Your right," Sakura gave a weak smile before going back to her notes seeing in her mind Inner Sakura gently pulling out these stills of her and Naruto while trying hard not to wreck the seal used to suppress her memories of the bullying. Why are you trying to get them keep them in there I don't want anything to do with Naruto. She thought harshly.

"Not going to happen, these are good memories and I'm trying to check to see why they were being repressed like the bad ones. Good intentions or not your pal Ino had no right to seal up two years' worth of good memories. CHA!"

Sakura frowned at that. It's because they were lies Naruto didn't care about me he was just using me. Her thoughts however were becoming cloudy, rather quickly the seal in her mind pulsed, Inner Sakura pocketed the pictures and glared at the seal hearing faint whispers something wasn't right about the seal.

"Sounds like an anti-Naruto propaganda to me," Inner Sakura sneered looking at the seal. "Tell me did your pal Ino actually do the seal or did someone else do it?"

Flashback

Sakura frowned deepened at that trying to remember as she did a picture appeared in Sakura's mind of an old man slumped over standing next to Ino who looked a bit confused. "Grandpa Inchiro what are you doing here?" the image of Ino in the picture.

"Your father is busy tonight, I understand your friend is suffering Ino dear," the old man smiled gently.

"Yeah grandpa, she asked me to get rid of a lot of bad memories of bullies picking on her," Ino explained Inner Sakura saw the picture nod in response.

The old man stepped forward and gently touched Sakura head scanning her memories, he took away his hand. "Ino would you be a dear and fetch me something to drink I'll be mighty thirsty from blocking all these nasty memories."

"K, Grandpa, I'll be right back Sakura," Ino smiled the moment she left Inchiro's friendly face vanished replaced by a cold calculated look.

"Plan to marry the Uzumaki brat do you," Inchiro asked coldly.

Not knowing how to respond, "Y-yes Naruto-kun and I made a pact, the day we became Chunin we'd get married."

Inchiro's eyes blazed coldly, "And let a virtuous young woman bare demon children never, I will not allow that monster to corrupt you," his hands moved at a quick charging up a jutsu.

"Please don't I just want my bad memories to go away, don't take memories of Naruto-kun away please, he's a good boy he rescued me from the bullies," Sakura pleaded.

"After I'm through you'll join the rest of us in hating that monster, just like he deserves. To show that I'm not completely cruel I'll do exactly what you want your memories of the bullies are gone," The image began to fade but not before Sakura heard the last words. "When you wake you'll have no memory of this and be refreshed."

End Flashback

Inner Sakura clenched her fist glaring at the seal, "CHA! Now do you see that seal has got to go, it'll keep feeding you those lies until it does. I'll take care of the bad memories if they get out of hand."

Sakura sat up clutching her head feeling utterly betrayed and felt guilt flood over her, Okay release it, looks like Ino and I are going to have a long talk just before I report that monster to the Hokage. Inner Sakura jumped onto the pile of sealed memories grabbed the seal and in one deft motion ripped the seal off. In the real world a bright flash on Sakura's forehead caused everyone Sasuke included to turn in their seats as Sakura stood up a silent scream coming from her open mouth. Image after image pour into her mind from the age five to age seven ever account of bullying but also every encounter she had with Naruto also appeared. The seal's negative effects vanished she stumbled a second. "Sakura-chan!" Naruto leapt and caught her just as she fell in bridal fashion.

She opened her eyes and looked up at Naruto, a faint smile appeared reaching up weakly caressing his cheek, "I-I'm sorry Naruto-kun, for everything."

Naruto simply touch her lips with his finger, "Don't it wasn't you, Sakura-chan," he smiled standing up cradling her protectively as she passed out. "Taking her home Iruka-sensei," before Iruka could utter another word Naruto leapt out the window shooting a web line to the far building and swinging away toward Sakura's home. Along the way home a small strand of red and black symbiote quietly moved to lay on her biker shorts.

Author's Note: the story put's Naruto in the shoes of both Spider-Man and Venom he protects the village but he won't spare the bad guys like Spider-Man would do. This is part of a closing series I'm posting as a way to goodbye to everyone that's read my fics, all these fics that I'm posting are for adoption, as my deteriorating physical health is making things way beyond difficult to sit and type for any period time. As such I thank everyone who loved the fics and I'm truly sorry I'm unable to finish them. I'm hoping somewhere down the road these fics will be given better homes.