Disclaimer: I don't own Naruto

A/N: I'm thrilled with the response this has been getting and would like to thank everyone for all the favorites, follows, and reviews. Now, this chapter is shorter than the last, but I felt that it worked better this way. I also had some issues with how it was coming out, and it took some time before I was satisfied with it. There have been a few grammar complaints, but I hope nothing is too bad and I'm working on it, I check and it's like I pass right over it. As before, if you do see something, feel free to point it out, either in a review or a PM. This should start deviating from cannon a bit more starting this chapter and that will increase as the story continues. Now, please enjoy the chapter.

…there was a large crash and large, black bundle flew through the window, followed by kunai shooting from the bundle to impale into the ceiling, revealing a large banner on which was written: 'Introducing the Amazing Mitarashi Anko! Procter of the Second Exam!'

Once the banner was unfurled, it revealed a woman in her twenties, most likely Anko, who struck a pose. Naruto really appreciated her flair for the dramatic, her entrance was incredible in his own opinion. She had dark purple hair, styled in a large, spikey ponytail with bangs over her forehead, partially covering her Konoha Hitai-ate. She was wearing a tan overcoat with a purple in-seam, and complete with a fitted mesh body suit that stretches from her neck down to her thighs, which did nothing to hide her sizable bust. She was also wearing a dark orange mini skirt, as well as a small pendant that looks like a snake fang on a thick cord and pale grey shin guards.

"Don't get too excited, ya brats! My Name's Mitarashi Anko, I'm the Procter for the Second Exam. We're wasting daylight people, so follow me!"

Ibiki then stepped out from behind the banner, which he had stepped back to avoid when Anko arrived. "Care to read the mood, Anko?"

Anko made a long look around the room, "Seventy-eight are still here? Ibiki you passed twenty-six teams?! You must've gone easy on them, maybe you're losing your touch?"

"No, there are just some exceptional applicants this year," Ibiki replied.

"Uh huh, well no matter. I'll get 'em down by half at least," she said almost sadistically. It creeped Naruto out a little. The fact that she said she would be cutting them down by at least half worried him as well.

The large group of potential chunin all followed Anko to the location of the second exam when they arrived they found themselves in a clearing outside a large fenced-in forest. Well, large doesn't actually provide an accurate description. The trees must have been fifty feet thick or more in diameter and the towered skyward hundreds of feet. The whole place had an ominous vibe to it, and the various sounds coming from within didn't help. The entire place was surrounded by a twenty-meter-tall fence. The gates were heavily padlocked and had various signs depicting 'No Trespassing', 'Keep Out: Extremely Dangerous', and 'Training Ground 44'.

"Welcome to the arena for the Second Exam, Training Ground 44, Also known as the Forest of Death!"

"She can't be serious." Naruto heard Sakura say from his side, with not a little fear. Naruto could understand. The place was intimidating, and the name didn't help matters any.

"Oh, I am, Pinky, and you're about to experience firsthand why it's called that." Anko said to Sakura, who flinched obviously not expecting Anko to hear her."

"Nice scare tactics…" Naruto complimented sarcastically, "…but don't expect it to work on all of us." Before Naruto could blink, Anko was gone and he felt a cut on his cheek, and Anko was leaning over his shoulder.

"Oho, looks like we have a tough one this year…" The then licked the blood that running from his cheek. "…I wonder how long you'll last before you spill your sweet blood, even with that tough attitude." 'She a fucking psycho! What the hell did I get myself into!'

He then felt Anko stiffen before turning around, kunai in hand. He looked to see a tall Kusa-nin wearing a large straw hat, with long black hair and a ridiculously long tongue, in which they were holding the kunai Anko had thrown originally. "You're kunai, Procter-san."

"Oh… Thanks. Just don't creep up behind me, radiating bloodlust like that unless in you're in a hurry to die."

"My apologies, I'll try to control myself, but with the sight of blood… and I lost a strand of my precious hair…" The Kusa-nin said before turning around to return to where they were standing before. They actually creeped Naruto out more that Anko did. 'That tongue…' he had to resist the urge to shudder.

"Um, Sorry about that…" Anko apologized but Naruto doubted she really cared. "Well, Now, before we get started…" Anko began while returning to her position at the front of the group. "…I need to pass around these consent forms."

"What are they for?" asked Sakura.

"Well, from this point on deaths will be occurring and I want all details covered so I don't get in trouble, cause your village wanted to raise a stink out of you kicking it. We wouldn't want that to happen now, would we?" Anko said with a sickly-sweet smile.

"They're mandatory if you want to proceed, but first let me explain what exactly the second exam entails. You'll then present your signed form along with your two teammates to the booth over there." She said pointing toward a booth in front of the fence. "Now the exam itself is a no-holds-barred survival test. Next, I'll give you some basic geography of the forest. Training Ground 44 is bordered by a circular perimeter, separated by 44 locked gates at regular intervals.

"It's comprised of Forests, a river, and a Tower in the very center about ten kilometers away from each gate. Once inside you may use any methods at your disposal to meet your objective, speaking off…" Anko then removed two items from her coat. "…Is to acquire both of these scrolls. One of Heaven and One of Earth. Each team will receive one of these at the start and must acquire the other once inside and make it to the tower with both. There are twenty-six teams so thirteen will receive a Heaven scroll and the other Thirteen will receive an Earth Scroll."

'So, we'll have to fight another team for their scroll, and hope they have the right scroll on top of that.' Naruto thought, "At least half of us will fail since you need both scrolls," Naruto commented.

"You got it, except there's more, there's also a time limit of 120 hours, exactly five days!"

"Five days!?" Ino exclaimed.

"What about food?" yelled Choji.

"That's your problem, there's plenty of wildlife you can hunt within… of course, there are also lots of giant predators, insects and poisonous plants to deal with as well. There's no possible way thirteen teams will be able to pass this test within the time limit. As time passes, things will only become more often, with only so much time to recover in between. You'll be all alone with only your team, surrounded by enemies at all times, whether that be other teams, wildlife, or just nature itself." Said all this calmly and seriously before perking back up.

"Now, rules and offenses that will result in disqualification. First, is if you fail to reach the tower in time, even if you make it intact and with both scrolls if time's up you're done. You are also disqualified if you can't make it with all three members of your team due to death or extreme injury. You are also not allowed to leave the area at any point in time, for any reason. Also, and most importantly, you are not allowed to look inside either scroll, at least until you are inside the tower."

"What happens if we do?" a random genin asked.

"Well, that's for those who look to find out." She said mysteriously with a smile. "There will be times as a chunin where you will be entrusted with Top-Secret documents. So, consider this a test of your trustworthiness. That's all I'll tell you. Now if you'll sign your forms, you can trade three for your scroll and then you may choose a gate to start from. Once everyone is in place, we'll give you the signal to begin.

"And one last bit of advice… Don't Die!"

Soon enough everyone had signed their forms and received their respective scrolls. Team Seven received a Heaven Scroll and Naruto managed to convince the others to allow him to carry it, which he sealed in storage seal he had placed on the inside of the flap of his kunai pouch. He put it there for the very purpose of putting high-risk items and documents like the scroll, so he decided to it to use. The reason he placed the seal in that exact spot is because it wasn't a place many would look for it. The only place better would be to put the seal on his actual body; however, he wasn't anywhere near good enough with Fūinjutsu to do that yet.

They were currently waiting for the signal to begin, and Naruto was trying to think of possible strategies that might make this task a bit easier. He had several ideas, but despite them having the home-field advantage among many of the contestants, he didn't know anything more about The Forest of Death, besides what Anko had told everyone earlier.

The area was clearly dangerous, as the wildlife and even the plants wanted to kill you, on top of that he had to worry about traps and ambushes set up by opposing teams… Just then the Proctors gave the signal and they all set out into the forest in formation, Naruto continued to contemplate on strategies as he ran. 'There are too many unknowns in here, we need to scout out the place then find a suitable target. All the while we hide from other teams and defend ourselves from others and nature itself…' Following that line of thought, Naruto came up with a suitable plan, to fit the current goals.

He looked toward his two teammates, the might not always get along, but despite all that, he would protect them. Even if he could never be their friends, he would do his best to be a good comrade in the least. "Stop up ahead for a moment," Naruto told them, then looked to each out before shrugging. They quickly found a place with good cover to speak in the trees.

"What is it?" Sasuke asked once they had stopped.

"We need a strategy," Naruto started. "We don't know the area and it's obviously dangerous. We can't go in here blind."

"What do you suggest we do then, we don't have many options," Sakura asked though it was strange to see Naruto thinking for once, she decided to hear what he had in mind. It couldn't hurt anything, and he had changed lately, so maybe he might have something useful.

"Well… I've been thinking about it… and I think I've got a good plan in mind, but first…" Naruto then relaxed and focused his senses outward to utilize his still rudimentary sensory skills. He had managed to improve enough to speed up the time it took to sense chakra, but not much more than that. He made a scan of the area… not detecting anything other than animals in the vicinity.

"Ok, we're clear. Like I said before we don't know the area, we're effectively blind right now, geographically wise, at least. We need to scout the area…"

"That would be a good idea, except this place is too large and we don't have the time." Sasuke whispered."

"I know that… That's where my clones come in." he explained, "While we keep our pace through the forest, my clones will scout the area and keep me informed as we go."

"How are clones supposed to help." Sakura questioned, "They're just clones."

"Kage Bunshin isn't like other clone techniques. Other clones are just illusions or mindless copies that only retain a portion of the user's physical skills. Kage Bunshin, on the other hand, are complete replicas of the original. They have the same intelligence, skills, and personality as the original, well for the most part on the last, it gets weird there… some clones somehow pick up the weirder and deeper aspects of my personality sometimes… but never mind that, it's not important!" Sakura and Sasuke both sweat-dropped. "They also, fully developed chakra systems so they can use jutsu as well, however, the thing that helps right now is the memory feedback."

"Memory feedback?" They both asked simultaneously.

"Yes, the Kage Bunshin no Jutsu was originally invented by the Nidaime Hokage, Senju Tobirama. Its original purpose was in recon and infiltration, the user would send in their clone and upon obtaining the needed information, would dispel. The memories and experiences of the clone would return to the original, never leaving a trace that they were there."

The other two's eye's widened in understanding. "That's incredible, why don't more people use it if it's so useful!" Sakura exclaimed, but not too loud.

"It's a Kinjutsu (Forbidden Technique), it's been known to kill the user through overuse." He explained simply.

"B-but… how. You span hundreds of them all the time."

"The chakra requirement it very high, if you try to make too many without the necessary chakra requirement, you'll die from chakra exhaustion. You can also fry your brain if too many clones dispel at once."

"Then how…" Sasuke asked confused, Naruto caught on immediately.

"I have a lot of chakra, and I mean a lot. My reserves are bigger than anyone else in the village, possibly including even Hokage-jisan, that's why I had so much trouble with the normal Bunshin. It was like trying to take a teardrop from an ocean."

"How, do you even have that much chakra?" Sasuke asked, he was having trouble wrapping his mind around it, he knew the blond had a lot of chakra before, but that much was just ridiculous at their age and it didn't exactly register that he could really have so much."

"I don't really know; I've just always had a lot of chakra."

"Maybe a Kekkei Genkai?" Sakura suggested.

"I…" He really had no idea, and that theory did have credence, especially with how strange his chakra was when he looked into it. "I'm not sure, I'll have to look into it some more." He shook his head, they had more pressing issues to deal with. "Never mind that, the plan is that I make a bunch of clones and send them out, they'll keep a low profile and report anything important or note-worthy to be by making another clone and dispelling it. While we to that we, make out way through this place while checking out anything my clones report. If we somehow don't get anything by then, we'll set up an ambush around the tower, catch them on their way there."

Sasuke thought about it for a second, it was simple but good. It would make things a little easier at least. Plus, there wasn't a reason not to do so. If anything, it would confuse others of their whereabouts if they saw the clones. "Okay."

Naruto grinned, before standing up. He formed the familiar cross hand-seal, creating a massive amount of clones with their orders already in mind. They all split up heading in every which direction at surprising speed to the others.

"Okay, let's get moving," the other two nodding before they all took off.

3 hours later

Team Seven was still making their way through The Forest of Death and they had managed to avoid other teams in the meantime. Naruto's clones would occasionally dispel, adding to his currently growing knowledge of the forest. So far everyone was either to far away or too mobile to be a preferable target. The information on some of the wildlife was disturbing, to say the least. He still had trouble comprehending the size of those tigers… and the bears… or the plant that managed to eat one of the clones.

Suddenly, another of his clones dispelled. He took a second to absorb and make sense of the information and his eyes widened slightly. Signaling to his teammates they all stopped on the forest floor. "Call of nature… got to take care of this." He said while making a simple gesture.

Naruto walked into a nearby copse of trees and found a spot to do his business. A moment later, someone jumped down from the trees and landed on Naruto… who burst in a cloud of smoke. 'Wha-' Their eyes widened only to roll back into their head, and everything went black as they slipped into unconsciousness.

The real Naruto, who had switched with a Kage Bunshin at some point, had just knocked out the now revealed Ame-nin out with a swift strike to the back of the head. The clone from before had seen this Ame-nin heading in their direction alone, and he had capitalized on that. The signal he had given the others told them that they had a tail, so they were aware of what he was really doing.

Giving the Ame-nin a quick frisk he was surprised to actually find a scroll, unfortunately, it was another Heaven Scroll but he would still take it. Done with his search, he quickly tied him up and made his way back to the others, tossing the scroll nonchalantly as he walked. "Yo, it was just the one, he had a scroll but as you can see it's another Heaven Scroll."

"What good will that do?" Sakura asked.

"Bargaining chip and failsafe if absolutely necessary, as it is, it's still one more team out of the competition."

"…and the guy?"

"Knocked him out and tied him up, hope his team finds him before the predators do though," Naruto remarked, not really caring. "Speaking off, let's get going before anyone shows up."

"Yeah, good idea."

"Hn."

He quickly sealed the new scroll with the other one before they set off. "We just need to find a vulnerable team to take advantage of. Preferably someone exhausted after fighting another team or someone setting camp for the night, they'll be easier to ambush."

"Have your clones found anyone yet?" Sasuke queried.

Naruto shook his head, "Not yet, several are tailing any teams but if any are vulnerable, they're either too far away or haven't been found yet. However, it's still early…" He suddenly froze and faltered for a moment before he regained his balance.

"Naruto?" Sakura asked, confused by his sudden loss of balance.

"New rule," he started seriously, "We stay out of the northeast sector."

"Umm… Why?"

Naruto slowly turned in her direction. "Spiders," he explained bluntly.

"Spiders?"

"Big spiders."

"…H-how big?" She couldn't help but be startled slightly about his grave look.

Naruto seemed to look off in the distance for a moment before turning back, "It ate me."

She shivered.

Once Naruto recovered from the memories of being eaten by a giant spider, he purged the experience from his mind, and they moved on. However, things quickly went south from there and the next thing he knew he was sent flying by what looked like a large Fūton jutsu. "Oh… the hurt," he whined to himself as he picked himself up. He took stock of his location… His team was nowhere in sight.

Next thing he knew, his danger sense was screaming at him to move. Unfortunately, he decided to jump up only to see the massive snake bearing down on him. 'Oh shit!' The next thing he knew, he was swallowed by the snake whole. 'Fuck! Shit! Not good! I'm not ready to be eaten… Not again. Nor ever!' He scrambled to come up with a way out. He needed to get back to his teammates, someone had managed to get past his clones before he noticed and that wasn't a good sign. He just needed to get out of this snake first and foremost. 'Plan… plan… Hmmm… Oh!' He shifted his arms so he could get his hands together and formed a cross and despite his situation, grinned, "Kage Bunshin no Jutsu!"

The snake, who was feeling satisfied by his recent meal, immediately felt a great amount of discomfort, before bloating and exploding in a gory mess. Hundreds of Naruto's burst out of the snake's chest cavity covered in blood and breathing heavily. They quickly began to spell leaving one Naruto still breathing heavily on the ground, "I am never doing that again," he muttered.

That had been the single worse experience of his life to date, and that was saying something! He also now had an extreme dislike of snakes, before he really didn't care about the creatures either way, but let's see you get eaten by something and like the thing that ate you afterword.

Finally catching his breath, he shook off as much of the blood and… other bits that he could. 'Ok. I need to get back to the others. Luckily that Fūton jutsu made a clear path through the forest. It'll be easy to follow it back to the others, at least.'

Sasuke panted heavily from his hiding spot. He hissed as he pulled the kunai from his leg, it was the only thing he could do to force him to move. That Kusa-nin's Killing Intent had him frozen in fear, it wasn't natural, so much worse than Zabuza had been. "Sasuke-kun!" Sakura near-shouted from next to him, he immediately clamped a hand over her mouth. He needed to think, and didn't need Sakura's yelling, nor did he need their position given away.

Sakura then began struggling under his gripped and he looked her way as soon as she managed to remove his hand, "Snake!"

His eyes widened marginally and he was barely able to jump away before he was swallowed whole by a giant snake. He was so lost in his panic that he allowed it to sneak up on him. Sasuke pulled several shuriken out of his pouch and threw them at the snake, managing to hit it in the head. The snake fell down dead as he landed, however, he wasn't given any time to celebrate as the back of the snake tore open to reveal the Kusa-nin from before. Only now, their lower half resembled the body of a snake rather than legs.

"You shouldn't let your guard down… Sasuke-kun. You need to stay on top of it, otherwise, it will make things too easy for me." They taunted before beginning to quickly wrap around the tree, climbing it like a snake, before lunging toward him…"

"Fūton: Daitoppa! (Wind Release: Great Breakthrough)" The Kusa-nin obviously didn't expect the sudden attack as they were blown away and slammed into a tree, Sasuke looked to see Naruto standing in a nearby tree. "Hah, how'd do you like it when it happens you, blowing me away, you bastard!"

"Naruto, you're back!" Sakura yelled; happy their missing teammate was here."

"Kukuku… well, aren't you a surprise." The nin from that he had just launched in a tree spoke from another tree when Naruto looked to where he had smashed him all that was there was a pile of mud.

'Doro Bunshin,' (Mud clone) Naruto remarked mentally.

"So, you managed to defeat my pet, Naruto-kun… and Fūton jutsu as well." The strange Kusa-nin deduced.

"Pet? So, that snake was yours…" 'So that snake was most likely a summon…. The only one with the Snake contract that I know of is…' His eyes widened and he stiffened slightly.

"Oho, so you figured it out did you, hmm? You're certainly more intelligent than I first perceived…"

"Orochimaru…" He sneered, "The Snake-Sannin, you're the only one I know that has the snake contract." He had heard about Orochimaru and knew that whatever he wanted here, nothing good could come of it. Sasuke and Sakura both paled upon hearing this… and it makes sense. This person wasn't only ridiculously strong, but all the snakes as well…

"Yes, I'm Orochimaru, well done." He said while removing the face he was currently using, revealing his true face.

Naruto himself paled at the confirmation he had hoped he was wrong; he knew he stood no chance. None of them did, even together they were mere pesky flies to him. He jumped over to join Sasuke and Sakura. "We need to get out of here," he hissed to them. "We don't stand a chance against him, to him we're nothing…" He turned to Orochimaru who was just watching with an amused expression on his face. "… and just what does one of the Sannin with three Genin?" He needed to come up with a plan for them to get away, some kind of distraction, the only thing he could do for now was to stall him.

"Oh… I'm not interesting you, or the girl for that matter, Sasuke-kun on the other hand…"

'Not good, none of this is good! He wants Sasuke for some reason, and though I don't like him much, I won't let him have him. Nothing good could come of it… He's my comrade and I'll protect him…' Naruto contemplated for a moment considering his options… he looked down, hair shadowing his eyes. "Sasuke… Sakura…" he whispered to the two without moving, "You two need to go, run! He wants you Sasuke and I know enough about him to know that's the last thing I want happening… I'll try to hold him off if I can, you need to go."

"What about you?" Sakura whispered to him. She may not have cared about the blond much, but he was basically saying he was going to sacrifice himself so they could escape. "We can't just leave you here.

"It doesn't matter."

"B-but..."

"Nothing…" He turned back to Orochimaru, who was looking amused. "I don't know what exactly you want, but you can be damn sure, I'll try to keep you from it." He ran toward him, making five clones as he did. "Go!" he yelled to his teammates, but they didn't move.

Sasuke knew he should run, as his teammate told him, to get away from the person who wanted him for some unknown reason. However, he couldn't find the will to move, not while Naruto was trying to hold off Orochimaru merely so he could get away, most likely at the cost of his life.

Naruto's clones engaged Orochimaru who merely weaved between his attacks, before spinning in a kick, dispelling one of the clones. Another clone came in with jab aimed at Orochimaru's side, but he knocked it aside, before slamming at fist in its chest, dispelling it as well. He dealt with the others in a similar manner only for several shuriken from Naruto to impale him, before he melted into a puddle of mud.

"Now, now, you didn't expect to work against me, do you?" Naruto turned around just in time to receive a kick form Orochimaru who had rose from the ground. He went flying before he slammed into a tree and he slumped down to the ground. That hurt, more than anything he'd ever felt before, still he bit back the pain.

"N-no, not really…" he managed to grunt out in between pants as he slowly stood back up. "…but that doesn't mean I'll just give up, I'll protect my comrades, no matter what it takes!" He came back in trying to do something, but the difference in skill was too great. Every attack was either dodged or slapped aside before Orochimaru delivered a brutal roundhouse kick to his chest. Which he just barely avoid via Kawarimi.

He quickly formed a hand-seal, filling the clearing with a couple hundred Naruto's. "Impressive…" Orochimaru drawled, "…but it still won't be enough to even push me." The clones began their assault but froze when there was a large explosion of smoke which cleared to reveal a snake even larger than the one, he fought before.

"Shit…" he cursed under his breath as the snake swept through his clones dispelling most of them in one go. 'Well, there goes that idea.' The snake then struck again with its tail before he could move, slamming into another tree and he slumped down on one of the branches. That hurt even more than the last time, his ribs were cracked if not broken.

Despite that, he couldn't stop yet, though it really didn't matter anymore. His teammate never moved from where he left them, obviously not having listened to his plea for them to run. He watched as the snake turned its attention to them. 'No! I can't let them be hurt.'

He felt a rush of power as he felt the pain in his chest lessen and stood back up not noticing as his eyes changed from blue to red and his pupils elongated into slits, his whisker marks thickened, and his canines lengthened. The snake made to lunge at his teammates, and he burst forward with newfound speed and slammed a fist into the snake's head, which crumpled at the force.

"Oh… if this is what I think… interesting…" Orochimaru said to himself, growing increasingly more amused at the situation as he blew Naruto away with another gust of wind, sending him crashing away once again.

Sakura and Sasuke watched as this all happened, shocked at the power the blonde seemed and the amount of punishment he took in turn. 'Is this really Naruto?' was Sasuke's thoughts as he stood frozen in place when the snake shot forward once more. Only to suddenly find himself looking at Naruto a moment later, holding back the snake.

"I… told you… to run, you idiot." Naruto spoke in a deep, gravelly voice, his now crimson and black slited eyes looking into him. Before Naruto could do anything else, he found himself ripped away and in front of Orochimaru, his tongue wrapped around Naruto's neck.

"Ugh… what are you…?" Naruto grunted. Clawing at the appendage that was choking him.

"You were much better than I anticipated to be completely honest, but I'm afraid I'll have to finish this now." He said clearly to himself, despite the tongue hanging out of his mouth and wrapped around Naruto. Orochimaru then lifted up his shirt, revealing the seal displayed on his stomach.

"Hmm, so this is where it was sealed… heightened emotions seem to allow it's chakra to leak out… we can't have that…" Orochimaru drew his hand back, his fingertips glowing with an eerie purple chakra, "Gogyō Fūin!" (Five Elements Seal) Naruto's eyes widened as he was struck before they rolled into the back of his head, his features returned to normal as Orochimaru dropped him to ground unconscious.

Naruto woke to a steady dipping, he lifted himself to himself in something resembling a sewer, with water up to his ankles. The place was made up of dark, cracked stonework pipes running along the walls and ceiling, with torches here and there giving the place an eerie glow.

The pipes himself gave off a glow, the smaller ones glowing a soft blue, and the thicker ones, giving off a harsh crimson. Only the whole place seemed… constricted. Like it was compressed, the pipes were cracked and dented in places, the glow also varied, being brighter in some places and duller and others. It didn't seem right.

He was confused and didn't know where else to go, the last thing he remembered was Orochimaru hitting with some strange technique… some seal… and then nothing. Having no idea where to glow he started walking down the tunnel, fooling some unwritten path. Eventually, he found himself in a large chamber with no clear ceiling, which seemed to reach upwards endlessly.

He continued forward uncertainly, soon spying something in the distance which turned out to be a pair on large golden gates, held together with only a single strip of paper with the Kanji for 'Seal' (封) on it.

Naruto now had a pretty clear idea of where he was, and his thoughts were only confirmed when a single baleful crimson eye opened in the darkness.

"So, it's you, the jailer comes to meet his prisoner at last." A loud, deep, gravelly voice spoke as the darkness lifted revealing a gigantic fox with rabbit-like ears and orange-crimson fur, nine swishing tails trailing behind it.

"You're the Kyuubi aren't you? This is the seal." It was a statement, there was no other place this could be, though he was surprised to find himself in the presence of one of the Biju, and the strongest no less, he wasn't really afraid. Which surprised him honestly.

"Hmmm… Ningen, come closer."

"I'd prefer not to be eaten so, no thanks."

He huffed, "Well, at least you're not a complete idiot… and you've been interesting lately so there's that."

"So, you can tell what goes on outside?"

"Sometimes, better than my previous containers at least, more comfortable too, despite how it is in here."

"You've been sealed before?" Naruto wasn't aware of that, it made him wonder about some things. "What was the last one like?"

"Why should I tell you? I have nothing to gain from it."

"Why not?" Naruto shrugged, "Though, I suppose you don't have to tell me if you don't want to, not as if I could ever force you to do anything. I suspect you may not be happy with me, being your container and all, seeing that you're not anything like imagined you to be."

The Kyuubi cocked its head slightly in surprise, "What do you mean?"

"Well, you seem to be intelligent, and if you're intelligent, you must have feelings. Even then, I would have you to be just a mass of rage and power, but that doesn't appear to be the case, or maybe I've just caught you in a good mood." Naruto rubbed the back of his head nervously as he spoke to the massive Biju.

"…You are strange, most in your position would be either groveling at my feet, running for their life, or making demands of me…" He seemed honest confused to Naruto; He had lifted his head to peer more closely at the blond with his head cocked slightly. "You're too polite, too nice, and I can't sense any sort of deception coming from you. Why?"

Naruto took a moment to respond, thinking about his answer, "I put a lot of thought into what I'd say when we met, I knew I would have to eventually, if not through me just doing so by accident, like now, then out of necessity, I knew would eventually meet.

"At the start, I wanted to just rage and yell at you for making my life the way it is, maybe I'd just charge in here and demand you let me use your chakra like some idiot, calling it rent, that and plenty other scenarios… Now, I find myself here, and I can't hold any of that against you, you didn't want this any more than I did, it would be fair. You're obviously an intelligent being and as far as I can tell… somewhat peaceful if you want to be. So, I guess… somewhere along the line… I decided to just treat you how I would want to be treated in your place."

The Kyuubi just stared for a long minute, like he was trying to solve a particularly difficult problem before he started… laughing? He roared with laughter for at least a solid thirty seconds, making Naruto a little nervous, before he finally calmed down "Hahaha… You sure are an interesting little Ningen. I haven't met anyone like you in a very long time."He put his head back down to Naruto's level, laying on his front paws, looking Naruto right at Naruto. "Hmmm, well I suppose I don't mind telling you about my previous container's… They were both the same… one after another. I was suspended in the air and chained to a small moon by chains with spikes pierced through my tails and limbs…"

Naruto cringed, that sounded incredibly uncomfortable, he could see why he might have been a little more content with the new one. "That's… Well, that sounds horrible…"

"Yeah, pretty much, at least this one allows me to move around a little, even if it's only this much…"

"Who were they? If you don't mind me asking.

"…Hmmm… Well, they were Uzumaki like you… The first Uzumaki Mito, wife of your Shodaime Hokage, that damned Senju Hashirama… and the second was your mother… Uzumaki Kushina."

Naruto was a little shocked, the others were Uzumaki too? His mother was the container before him too? He had always thought that his name was just something given to him, but there was apparently something more to it than that, and the fact the Shodaime's wife was one too… there was definitely more… "That's… I don't even really know what to say to that… Thanks for telling me."

"It makes no difference to me, I'm just tired at this point, after a hundred years of it… Like I said, at least you're interesting."

Naruto didn't exactly know what to say, this whole conversation was confusing to him, he didn't expect the Kyuubi to be like he was. He was curious and sarcastic, rather than angry and murderous. "Still thanks, it's brought up a lot of questions, I'll have to do once I awake… what is this place anyway?"

"I guess you could say it's like your mindscape, a physical representation of your mind…"

"I guess that makes sense… except something seemed off like it's broken or compressed."

"Hmmm, something happened when that snake bastard used that seal on you, my chakra feels compressed… no doubt your control will be shot too, you'll have to get that removed. Make sure you don't die, because if you do, I do, and I don't feel like dying."

"Well… fuck. That'll be a problem." Naruto muttered to himself. "Orochimaru said Gogyō Fūin, I haven't heard of it, but it was an odd-numbered seal, being five in this case, over your seal, which looked to be eight… so it must be disrupting your chakra along with my own… shit."

"That seems to about sum it up… at least your smarter than you were, what I did get out of you from before… it was embarrassing…"

Naruto cringed, he was realizing how stupid he used to be and was determined not to fall back into that. "Well, I'm better now at least…"

He snorted "Yeah at least there's that… ever act as stupid as you did before and I'll eat you…" He perked up for a moment. "Something is going on outside, I can't tell what with my sense dulled as they are right now, I suggest you go now.

"Okay, I'll try and come back here soon… how do I get out actually." He said after a second.

"It doesn't matter to me, just will yourself out."

"Thanks." He grinned as he disappeared from the mindscape, leaving Kyuubi alone looking at where he was before.

"You're are a strange one." He said seemingly to himself as darkness flooded the chamber.

Yes, Kyuubi is a bit different than many of you may have expected but don't jump to conclusions yet. He won't be immediately helpful but he won't a complete hindrance or asshole either. I don't see the point in it for him to be that way. Next chapter might take a bit longer to get out, I'm a bit stuck at the moment, expect two weeks but it could be sooner if inspiration hits. I'm also open to suggestions if anyone ever would like to give their input but no promises. Thanks for reading, R&R.