" Cool." said Naruto, looking up at the dark and foreboding face with his maniac grin. " This is going to be awesome!"

" We don't even know what were doing." said Sakura, nervous in the presence of the strange forest.

" Fights." said Sasuke with certainty. " First, they get rid of the dumb ones, then the weak ones. Of course, Naruto's still here….."

" That's a good point, Sasuke-kun." said Sakura as Naruto began to swear obscenely. " I'm glad I packed my full kit."

" What do you have?" asked Sasuke as the examiner walked towards the assembled genin.

" Everything and more." said Sakura proudly. " I've got a new type of explosive tag."

" Your so awesome and smart, Sakura-chan!" said Naruto, fawning over her. " What does it do?"

" I don't want to say while we can be overheard." said Sakura, looking to the other groups.

" Damn." swore Ino. As a Yamanaka she had highly developed spying skills. Though originally for rumors and gossip, it helped them as a ninja as well. Sakura smirked as the blonde girl frowned. Got you, Ino-pig.

" Welcome to the forest of death!" said Anko cheerily. " You ready to die? Because your gonna! The forest has traps, monster, and you'll be fighting the other teams! Yep, this is where we get the casualties."

" Why are we fighting?" asked Shikamaru.

" For these." said Anko, taking out the scrolls. " Each team gets either a Heaven or Earth scroll. You've got to beat one of the other teams, get to the central tower, and present one of each scroll within five days."

" B-but what about lunch?" said Choji, horrified. " And dinner? And tomorrows breakfast?"

" Scrounge." said Anko, sticking out her tongue. " The monsters are sometimes edible and I think I saw a mushroom that wasn't poisonous in there once. I hope you guys are ready."

" Heh. This will be easy." said Naruto with a smirk.

" We have to be careful, Naruto." said Sakura as they got their Heaven scroll. " We have to ration our food and water-"

" Or I could just teleport out and get some." Naruto pointed out.

" That's a good point." said Sakura, blinking. " That gives us a huge advantage. Hey, can people teleport with you?"

" Don't know." said Naruto, scratching his head. " I don't think it's a good idea, though. It's hard enough teleporting just me and my stuff."

" We may need to find out." said Sasuke, looking at the gate they were to enter though.

000000

After the starting signal, they raced into the forest. The huge trees seemed to get thicker as they went in, making the area cramped.

" If we fight, we'll probably have to use the tree climbing technique so we have room." said Sasuke, gazing up. " Sakura, make sure you don't hit us with a explosive tag."

" I won't, Sasuke-kun." said Sakura determinedly. " What's out plan?"

" Just scout out for-!"

A blast of wind cut Sasuke off as it slammed into them. Sasuke was thrown back into a tree where he hit the bark hard enough to splinter it. Sakura was hit while in mid-jump and vanished into the trees, while Naruto tumbled across the ground a short distance.

" That was easy." said a voice. Naruto jumped up and spotted three genin in sound village uniforms walking out of the bushes. " I thought you were supposed to be good." said the leader, who had a bandaged face.

Not bothering to wait, Naruto focused a burst of chakra into his teleportation kunai and threw it. The sound leader barely blocked it with a metal section of his arm, and a moment later Naruto teleported over and kicked the boy in the head. As he toppled into a bush Naruto slashed at the teams kunochi, but she blocked with a kunai. They struggled for a moment, but then the teleportation kunai cut through the steel of the kunochi's weapon. She leapt back as the other boy pointed his palms at Naruto.

The attack was not finished, thanks to the arrival of Sasuke's foot on the boy's face.

" Where's Sakura?" he asked, landing. The kunochi drew two senbon with bells on them.

" She-!"

Naruto didn't finish. The kunochi had thrown the senbon at Sasuke and Naruto, who had dodged, but a moment later their bodies stopped moving.

" Got you. Zaku, Dosu, you alive?" said the woman, pulling the senbon and bells back. Genjutsu! thought Sasuke in alarm.

" Yeah." said the sound teams leader, walking from the bushes. " Kids fast."

" I got them, thought." said the girl with a smirk. " So, do we just kill them right away?"

" Seems like the best option." said the bandaged genin as he helped his teammate up. " That way they can't escape."

Sasuke finally stilled his chakra, breaking the jutsu. He wasted no time in kicking Naruto, freeing him from the paralysis. As the sound ninja began to react Sasuke launched a fireball at them, scattering in three directions.

With a nod Sasuke and Naruto began their attack.

Since they knew the kunochi was a genjutsu user, Naruto attacked her first. She dodged his attack this time, aiming a kick at him. He rolled under and came up behind. While she was a talented genjutsu user, her taijutsu was rather poor.

" Got her!" said Naruto, twisting her arm behind and putting the kunai to her throat in a textbook hold. Sasuke was standing between them and the other two genin. " You guy's surrender!"

The boy with the bandages nodded once and the other genin put his palms up again. A blast of wind fired out of them, right towards Naruto and his prisoner. She's on their team? What the crap? thought Naruto teleporting away. He knew Sasuke would be okay for a moment, so he decided to check on Sakura using a paper seal. Preparing for his return, he threw his teleportation kunai at a tree.

When he appeared, he found her crawling from the smoking carcass of a giant snake.

" Ew." she said, wiping slime from her cheek.

" Sakura-chan, you okay?" he asked as there was the sound of a explosion from where the fight was happening.

" Mostly. Where's Sasuke-kun?" she asked, concerned.

" Fighting. I gotta go help him." Naruto said before teleporting back.

The sound genin had to be good. The genjutsu girl seemed to have survived and the boy with the wind arms was keeping Sasuke at bay. When Naruto appeared the leader with the strange arm lunged towards him.

Naruto met the leap in mid air, scraping the strange metal arm piece with his teleportation kunai. Naruto kicked off and launched the boy upwards, threw his kunai above him, and teleported behind. He put his kunai to the boy's throat in as they began to fall, sticking a paper scroll to his back just in case.

He would have been able to slam the guy into the ground had a blast of wind not knocked him off.

" Dosu!" yelled the wind user as the sound leader landed clumsily.

" I'm fine!" shouted Dosu. A moment later he parried a kick from Sasuke and swung a punch. Sasuke dodged back, but a ringing sound filled the air. " Got you, Uchiha." said Dosu as Sasuke collapsed.

" What did you do?" growled Naruto, looking for his kunai. It had landed near him, but he couldn't see it.

" I use sound to augment my attacks." said Dosu. " He'll be fine….eventually. That is, if we weren't going to kill him once you were dead. Zaku, Kin, stay back. I'll take this kid. I've got his jutst figured out. If he doesn't have that kunai, he can't teleport."

" Got it." said Zaku. " Watch-"

He was cut off by a hail of shuriken.

" Who the hell shot me with that wind thing!" shouted Sakura, leaping into the fight and drawing her explosive kunai.

" That would be me." said Zaku with a smirk. " Kin, you want this one?"

" Sure. I like taking down useless pretty girls." said Kin, walking forwards and taking out the bells.

" Sakura, she uses gen-!"

Naruto was cut off as Dosu drove a punch into his stomach. He managed to avoid vomiting, but he could feel the punch did more damage than normal. It was like every part of his body had begun to hurt at once.

" Keep your eye on your enemy." said Dosu, cocking his fist for another punch. As he swung forward Naruto vanished, teleporting onto the boys back. Naruto caught him in a choke hold and head butted the boy from behind.

Meanwhile, Sakura was making short work of the forest. She'd heard enough of Naruto's warning to understand genjutsu, which she already knew how to break. Both Zaku and Kin were having trouble with the explosive kunai and wire guided shuriken.

" Dosu!" cried Zaku as the sound leader fell to the side. Naruto, the physical embodiment of stamina that he was, was already recovering from the sound attack. He'd found his kunai and was scrambling towards the dazed Dosu. Zaku began to fire a wind blast at Naruto but was stopped when Sasuke, who had forced himself to his feet, slammed a knee into Zaku's stomach.

" So, what was that about useless?" taunted Sakura as she detonated a explosive tag. Kin dodged away, quickly putting out a spark that had lodged in her hair. The sound kunochi just scowled and threw her bell senbon. Sakura didn't bother to dodge very far, stilling her chakra in advance as she closed to close quarters.

" Yaaa!" shouted Naruto, punching into Dosu again. The bigger genin had been staggered by Naruto's furious assault, but recovered and brought down his fist on Naruto's shoulder. A crackling pop revealed it had been a good hit, but his proximity allowed Naruto to slice him twice with the jagged kunai, opening several bad wounds.

" Damn!" muttered Dosu, kicking Naruto away. " We need to retreat!" he shouted, holding his shirt to a cut on his side.

" I can take him!" shouted Zaku, who was randomly firing wind cutters at Sasuke. With his Sharingan active Sasuke was having no trouble avoiding the attacks, simply biding his time until his opponent ran out of chakra.

" I'm out!" shouted Kin, performing a hand seal and vanishing in a swirl of leaves as Sakura leapt at her.

" Zaku, now!" shouted Dosu, leaping onto a low branch.

" Fine! But I'll get you later!" the wind user shouted at Sasuke as his team retreated.

" After them!" shouted Naruto. The leaf ninja had just started to follow when a single opponent landed before them.

" You should forget about them." said a strange looking female grass ninja. She was wearing a purple rope as a belt and had a strangely wide mouth. " Your opponent is now me."

" Out of my-!"

Naruto fell silent as something stopped him. A aura seemed to be radiating from the kunochi, paralyzing him. Sasuke and Sakura had been affected as well.

" Tell me." said the kunochi, walking forwards. " How is the youngest Namizake doing?"

" U-uz…uz…." stammered Naruto. He was trying to say 'Uzamaki', but each time he did, he suddenly saw himself dying. It was like seeing a dream while awake.

" I'd rather expected you to be able to escape." said the kunochi, sounding disappointed. " You don't exactly live up to your father's standards, do you?"

" Mother." Naruto managed to mumble.

" What? Mother? Oh, I see." said the woman with a laugh. " You want to be like your mother. Kushina, wasn't it? How pathetic. But, I can see how you might see a woman who sacrificed her clan to save your village as a role model."

" Who are you?" said Sasuke, standing up. He'd stabbed himself in the leg, breaking the fear.

" Orochimaru." said the woman with a laugh. " Sasuke Uchiha. Itachi sends his regards."

" You know my brother?" said Sasuke, shakily. He had drawn two shuriken.

" Oh, we met a few times." said Orochimaru. " I know what your going to do. Get it over with."

Sasuke threw the shuriken, which scratched Naruto and Sakura's arms lightly, just enough to cause the pain necessary to break the genjutsu.

" Dammit." said Naruto, stretching. " So, want to kick this guy's ass?" he said, no fear on his voice.

" He's above out level." said Sasuke shakily. " W-we can't take him."

" We should run." said Sakura, agreeing.

" They are right, Naruto-kun." said Orochimaru. " But I could still catch you. I'll make you a offer. You stay and fight me, I'll let them go. If you entertain me, I'll let them live. If you die, I kill them."

" Got it." said Naruto with a smirk. " Get going."

" N-Naruto!" shouted Sakura. " You can't-"

" I can." said Naruto, drawing out a wad of paper seals. " I've got some new moves I thought up. Even if it works, though, I'm going to be pretty beat up."

" If he stays, I have to." said Sasuke, regaining his composure. " I can't owe him another favor. Sakura, run for it."

" Like hell." said Sakura, drawing a explosive kunai. " I want to die by your side, Sasuke-kun."

"…."

" I'd rather live, though." she said in a deadpan.

" Let's get this started!" shouted Naruto. " Sasuke, fireball his ass!"

Sasuke had already started the jutsu as Naruto and Sakura took off. Orochimaru leapt the burst of flame with ease, then rolled in mid air to duck a explosive kunai Sakura had thrown. She detonated it before he was out of the blast radius, knocking him through the air. He landed acrobatically a second before the teleportation kunai struck besides him. Naruto appeared and released the handful of papers, which fluttered though the air.

" Uzamaki Barrage!" shouted Naruto as Orochimaru swung a punch at him, vanishing just in time. He appeared behind, swinging a kick that Orochimaru reached behind to block. Naruto teleported again, attacking from below with a uppercut. He attacked from every direction seemingly at random, but the Sannin was in no danger.

" This is a dis-!"

Orochimaru had begun to speak as Naruto appeared from below, using a scroll that had landed on the tree branch. He kicked straight up, connecting at the crux of Orochimaru's legs and channeling enough chakra into the hit to knock the kunochi flying.

" Got ya!" said Naruto, leaping to his feet.

" Naruto, kicking a girl there doesn't do anything!" shouted Sasuke as he raced over.

" Yes it does! It's called a cu-"

" Don't finish that sentence." warned Sakura as Orochimaru stood up. Remarkable. thought the Sannin, facing Naruto and his teammates. A real…and damaging hit from a genin. I know I've been improving and that this is a strong body, so he did a good job. thought the snake ninja.

" Continue like that, Naruto-kun." said Orochimaru. " You've almost sold me on you."

" What does that mean?" asked Sakura.

" Who knows. Take-!"

Naruto was cut off as Orochimaru spat a sword at Sasuke. It moved to fast for him to dodge, even with the Sharingan, but with his bloodline he had enough warning to focus chakra around where the blade hit.

" Sasuke!" shouted Naruto as his friend was thrown back, sword sticking out of him. He struck a tree and stopped. With the focused chakra Sasuke had kept the blade from going too deep in, but as the sword fell out it became obvious the wound was still dangerous.

" You bastard!" shouted Naruto, turning and throwing his kunai. " Sakura, get Sasuke out of here!" he shouted, teleporting over to Orochimaru.

" You can barely use that blade." said Orochimaru, ducking a slash and delivering a kick to Naruto. " But you've mastered the teleportation jutsu. You're a interesting boy."

" Shut up!" shouted Naruto, attacking furiously. No matter what he did, Orochimaru could not be hit. Every attack was parried and counterattacked, and Naruto was soon reduced to a bloody wreck. As he struggled to his feet, he could see Sakura returning.

" You are strong, at least." said Orochimaru, smiling. " Your endurance does mark you as a Uzamaki."

" Shut up." puffed Naruto, holding his kunai. His hand felt weak and he knew he had a broken finger. But his other arm was still not moving well from the hit the sound genin had given him.

" You have one last chance to impress me or your cute little teammate dies." said Orochimaru, picking up his sword.

I can't hold anything back. thought Naruto, channeling chakra into the kunai. He knew that this made the weapon sharper, but that wasn't helping. Still, it helped him focus against the pain. She knows how my jutsu works, so I can't use that….but my taijutsu is way below hers. I can't teleport over….I can't attack head on….

….unless I do both.

" Yaaaa!" shouted Naruto, forcing chakra though his body at dangerous levels. He hurled the glowing kunai as he shot forward, the force of his enhanced leap creating a shockwave. Orochimaru parried the kunai, but he had underestimated the power behind the attack. His sword arm was knocked off balance and he was forced to shift his feet so he didn't fall. This gave Naruto the chance he needed.

Naruto, like any Uzamaki, had unreasonable amounts of chakra. He'd always used more than a normal person in the chakra focusing technique, but the burst he had used was more than any normal ninja could have produced, and more than the young boys body could safely take. He could feel his muscles tearing and bones creaking as he slammed a punch into Orochimaru's face, knocking the grass ninja flying forty feet into a tree, a crater forming in the bark as he struck. Naruto tumbled though the dirt, strained beyond reason, as he rolled to the base of the tree.

" Good." said Orochimaru, stepping out of the tree and popping his head into place. " You've done well. I'll let your friends live."

" Get away from him!" shouted Sakura, rushing over as Orochimaru advanced.

" Quiet, you silly girl." said Orochimaru, glaring at her. She felt the wave of terror she had felt before and was paralyzed. She watched in horror as Orochimaru picked up Naruto and bit him on the neck. Naruto's scream was inhuman, echoing though the trees for what seemed like hours. Sakura was suddenly able to move again as Orochimaru turned to her and threw Naruto at her. She managed to catch her teammate safely.

" Do try and keep him alive." said Orochimaru, smiling as he vanished.

Sakura ran with Naruto in her arms. She could feel him convulsing in pain as she made her way to the spot she had put Sasuke in. She set Naruto down and looked to the bite mark. To her horror a strange black seal had appeared in the shape of three black dots.

Besides her, Sasuke gave a sputtering cough as he regained consciousness.

" Sasuke-kun!" said Sakura, turning to him. " Don't move!"

" I won't." he said weakly.

" I'll tend to your wound in a moment, but Naruto's hurt really bad." she said, looking to her friend.

" I'll be fine." said Sasuke, taking out his medical kit. " I stopped it from piercing a organ. I'll take a plasma pill and cauterize…the…"

He trailed off as his head fell to the side.

I have to keep them alive. thought Sakura, picking the boys up and hefting them over her shoulders. It was hard, since they were heavier, but she could manage. Don't you two die on me. I'll get you somewhere safe and treat your wounds. It's my turn to save your lives.

With that final thought, she set off away from the battleground.