AN: You guys are so awesome I couldn't help but want to write! I couldn't believe the number of reviews I got when I posted the last chapter, and most of it wasn't even hateful ;p Still tracking out the plot for where I want to go with this, so this is still considered 'filler' but god do I love writing fight scenes! Time to see what our genin are capable of yes? And the theme song of this chapter is for… KABUTO!

Kabuto: You're going to go far kid by The Offspring

Training ground 37 did not appear any different from any other of the 62 training areas available in Konoha. Like every other place where ninja went to maintain their peak condition as efficient killing machines, the earth was littered with scars and marks of countless ninjutsu. Carved up earth pushed in strange formations that were blackened and charred in inexplicable ways, boulders blackened and melted to a glassy sheen from being the target of countless fire techniques and countless other oddity's civilians would be hard pressed to explain.

Training posts in the rough shape of humanoid form with too many limbs stood at attention in neat little rows for those who wanted to practice their martial arts. Trees in the clearings were littered with scratch marks high up into their mighty branches from kunai as genin practiced their wall walking skills, using the living wood as a measuring board to their success. At the base of the trees the bark was often stripped away and smoothened from years of being pounded upon by bare hands as taijutsu masters sought to toughen their fists for combat.

Yet for all it's similarities to the other areas of practice, training ground 37 was also remarkably different given how generic it was. Before Konoha, it had been a clearing just like many others, untouched and unchanged in the many years of solitude that saw the occasional animal roam through or make a home in the area until they had lived out their natural lives. Senju Harashima had found this clearing when his ragtag band of followers had first settled this area and had made it into his personal training ground.

Though later there would be a designated place specifically for the Hokage, training area 37 would remain Harashima's private training area which he eventually shared with his brother Tobimaru. The second Hokage would come to train his team of genin here, one of whom would later succeed the man and become the Third Hokage. Hiruzen Sarutobi would use this land as his own area to teach his students who would later become known as the Legendary Sanin, a trio of shinobi from Konoha that would become feared throughout the lands.

The story of that team's demise is a sad one, a genius who turned his back on the teachings of his master and would later go on to become one of the most atrocious criminals in Konoha's history, a drunken and disillusioned kunoichi hailed as the woman who brought about the healing arts to Konoha who would turn her back on her village too pained to ever set foot on her ancestor's home, and the dunce who became the true embodiment of their master's teaching who would also stray from home, unable to bear the lost of his student. Said student was the Fourth Hokage who had given his life to defeat a rampaging Kyuubi that had threatened to destroy Konoha.

Before his death Arashi had been training his own team at this very training ground, and though almost all of Team 7 of that generation was dead, one still remained. Now the handing off of the torch lay with Kakashi, who was teaching this generation's group of Team 7, one of whom was the unacknowledged son of the Fouth Hokage who also happened to harbor the very demon that had killed his father.

Yes, though training ground 37 bore a remarkable resemblance to every other training field in Konoha, it alone had watched the progress and passing on of the will of fire, proudly helping generation after generation of Kohoha shinobi train to become the soldiers who would lay down their lives for their home.

It was odd really how so many of Konoha's legendary teams had bore such uncanny resemblance to one another. For theorists that believe history is simply a loop of the same events but in different time periods and under varying circumstances, they only had to point to Team 7 as their irrefutable evidence, though certainly even the most diehard of the believers in this theory can agree that there is something wrong with the latest generation of this dysfunctional team.

The ground between Sakura and Sasuke was exactly 15 meters just as they had been taught at the academy. Both inclined their spine to one another in a rigid manner, bowing in such a way so that their eyes never left their opponent. This was both a safeguard against sneak attacks and a sign of respect that one was not underestimating the abilities of the other. Between them and standing slightly back was Kakashi who had the familiar orange book opened in his left hand. Raising his free arm into the air, the man made sure that everyone present knew he wasn't paying the least bit of attention through his giggling and blushing as his one visible eye skimmed the less than appropriate novel he had in hand.

Sasuke and Sakura steadfastly ignored their sensei, both having become accustomed to the man's antics in the month they had been under his guidance. Sakura allowed her eyes to drift over briefly to the blonde form that was seated in a meditative pose on a nearby boulder, but as expected, her trainer could have been asleep for all she knew given that the mask hid all but the most minute expressions. His disinterest she knew from experience was not a sign that he did not care about her progress, simply that he expected her to succeed and that anything less was unfathomable.

This was to be her first actual spar against someone other then Naruto, and in truth Sakura was curious as to how much she had really improved. Sasuke had always been the top of their year in terms of every aspect of being a shinobi save the written portion, and even so he mostly placed in the top three in terms of score. His ninjutsu was well beyond the repertoire of academy students. Genjutsu had not been extensively studied beyond learning to recognize the signs of illusion and how to dispel them, and Sasuke had excelled at both.

Weapons had been kept to the basic kunai and shuriken, and having practiced with those blades since the crib as most Uchiha had, Sasuke had unerring accuracy with both weapons and the kunai was practically an extension of his body when he did fight with it. His traps had been created to textbook perfection and even the most demanding teacher at the academy could find no flaws in his creations other than to comment that there wasn't much creativity to them.

Kiba and Chouji were the only two who could seriously give the Uchiha any challenge in hand to hand combat. Sakura had been defeated in a matter of seconds whenever pitted against the raven haired boy as had every other girl at the academy. At some point the teachers simply stopped placing matches between Sasuke and the girls knowing that little they could say or do would improve the situation.

Now for the first time in almost two years she was once more standing across from her crush preparing for an all out spar that had rarely been allowed at the academy. Each skill had been evaluated individually to make things less complicated in the grading department, and spars that allowed for all aspects of shinobi arts had been reserved more for exhibition then actual evaluation.

The moment Kakashi gave the signal to start, both genin burst into action. Sasuke rushed forward with a fist cocked back preparing to end the match in one decisive blow as he had the last time he faced the pinkette. But Sakura was no longer that girl from two years ago. Perhaps things would have been finished already had this spar taken place a month prior, but her time spent under the tutalage of Naruto had been well spent.

'Huh, he's slow' thought Sakura.

Eyes that had been accustomed to the blinding strikes of her blonde trainer that she could barely react to made the movement of the last Uchiha seem relatively tame in comparison. In a flash her left hand had darted down to her weapon pouch and the kunoichi let fly three shuriken in one smooth motion while her right darted into the back pouch around her waist.

The razor sharp disks hissed through the air causing Sasuke to roll deftly to his left to avoid losing an eye and getting some interesting facial scars. Palming a kunai of his own, the Uchiha returned fire with the blade as he came back up to a crouching position, only to watch his female teammate smack the blade aside with her bare hands.

Sensing something amiss, Sasuke leapt back from Sakura's charging right hook, barely avoiding the fist aimed at his jaw. His sharp eyes caught the glint of metal on her hand and the pieces fell into place. A kunai was shaped in such a way so that the triangular blade could not be deflected with the bare hands without being nicked by the razor sharp edge or caught by the pointed corners where the blade ended. The only viable method was to snatch the blade out of midair, something that was easier said than done. Most who could, preferred to stick their fingers in the ring hole at the back to kill the forward momentum of the blade, but the reflexes necessary for that feat was beyond even most chunnin.

The reason Sakura had so casually batted aside the kunai without even flinching had not been a sudden acquisition of jounin level skills. At first he thought that Sakura had swiped at his head with a kunai, but further examination showed the metal glinted over the top of her fingers. She was using brass knuckles.

'Crap, this is going to be a problem.' Sasuke thought with a deepening frown as he danced between the girl's quick strikes that hissed through parted air.

Brass knuckles served as a way to enhance a person's taijutsu capabilities. Even the weakest of hits became bone jarring sledgehammer blows that made blocking a very bad idea. With the force and speed at which Sakura was throwing her punches, he'd be looking at fractures if any of them connected. And she certainly wasn't holding back, more than once she had aimed at his face. If that connected he'd probably be out of the fight instantly. Hell probably out of consciousness for the next few days if he was lucky.

Sasuke began his own counterattack, throwing a barrage of punches and sweeping kicks at his opponent. Weaving carefully between metal fortified punches Sasuke could feel his own blood boiling with excitement. This was the type of challenge he would need to overcome in order to grow stronger so that he could face that man.

His own strikes were being deftly maneuvered around or blocked, and a few times Sakura almost managed to catch his leg in a hold. So far no one had managed to land any critical hits and Sasuke for the most part had been landing a few blows while managed to avoid any strikes from Sakura's hardened fists.

'She's gotten a lot faster and more brutal with her punches, but if that's all she's capable of then this is my-!'

Lulled into a false sense of security from being so focused on avoiding the threat of Sakura's deadly punches, the Uchiha was taken by complete surprise from a snap kick out of nowhere. The whip like motion of her leg ended with a her foot against his upper cheek, missing her intended target of his jaw which would have ended the fight in one blow. As it was, the force of her kick was absorbed mostly by his cheek bone, leaving a deep gout of purple as he was sent flying backwards to land in an undignified heap. Even through the searing pain of what felt like a broken cheek bone, Sasuke managed to roll in his fall so that he could force himself into a position that allowed him to regain his feet to quickly avoid the follow up strikes from Sakura.

They never came. As he flipped himself back into an awkward crouch he witnessed the twisted motions of his opponent's fingers. The brass knuckles hindered some of the more dexterous movements of the fingers, but the bastardized hand seals didn't seem to slow Sakura down in the least bit.

'Shit ninjutsu?!'

Now Sasuke was beginning to panic a little. At that range, there was no point in using bunshin. The illusionary clones made no sound so it would not be hard to pinpoint the actual person given the distance separating them. Henge was used to deceive people and was only effective if they didn't know you were under the disguise which made it pointless in the middle of battle. And kawarimi was used to get out of a sticky situation in a fight, not attack.

Sakura fought back a grimace as she completed the final hand seal feeling the nauseating mucus sensation fill up her lungs. This was one of the few ninjutsu she had come to learn in the past four weeks. Naruto had not been the one to actually teach it to her, his repertoire of water ninjutsu was limited to the more devastating end of the scale that she had nowhere near the chakra necessary to pull those off. No, almost all of her new techniques had not actually been taught to her by her blonde comrade. Most of them had been passed on by other shinobi who had owed her pseudo sensei a favor, and apparently there had been a many such individuals who owed Naruto favors.

This particular technique had been torturous to practice, and the chunnin who had taught her had laughed at every backfired try that had ended up with her swallowing much of the snot like substance filling her lungs at the moment or that one time she had snorted it out her nose. But he had been suitably impressed when she did manage to finally pull it off, commenting that while not affecting an area as wide as his own, her incredible chakra control allowed for it to be much more effective.

'Water style: Sticky Syrup Field!'

Sasuke had managed to get halfway through the four hand seals necessary for kawarimi when Sakura had spat out a tidal wave of water. The substance hit him dead on with a splat, coating over half his body and spreading out through the training ground to form a pool of the pale blue goo that had felt like hot wet snot.

Snarling in disgust, Sasuke pushed himself up to get back at the girl who had most probably screwed up her ninjutsu only to discover his movement was completely hindered. The gooey substance clung to his feet and arms, weighting down his movements to a sluggish pace and practically gluing his feet to the ground. Struggling to free himself from the half crouch he was in, Sasuke's eyes widened as he realized the predicament he was in.

'Shit! I'm a sitting duck!'

In the moment it had taken him to realize the gravity of his situation, Sakura had already raced forward towards him. Instead of clinging to her feet, the substance seem to act more like smooth ice as she gracefully glided towards him over the sticky surface of the technique she had spewed out of her mouth. Knowing his limited movement would be a death sentence for him if Sakura got close, Sasuke decided to pull out his trump card.

Forcing chakra to his eyes, the legacy of the Uchiha clan made itself known to the world. Vision became more focused and Sakura's charging form seemed to slow down from blinding pace to a much more manageable level. As the space between them narrowed, Sasuke felt a smirk tug on his face. The sharingan was a truly magnificent tool, capable of turning the tables during even the worst odds.

Sakura's eyes narrowed as she saw her crush's eyes bled red and his pupil broke out into two coma like marks that began to rotate. She like all others in the village had of course heard of the legendary eye technique of the Uchiha clan and had studied the various abilities they gained once activated while at the academy as a part of their history lesson. Not only would Sasuke be able to predict her movements and react much more swiftly to them, he would also be able to copy any ninjutsu used by her. Luckily from having to integrate the brass knuckles into her fighting style, Sakura had come to experiment with an altered form of the normal hand seal systems, something only someone of her level of control would be capable of using.. But even without the fear of having her techniques mimicked she was still at a severe disadvantage.

Even with his movements hindered and his feet stuck to the ground, with his sharingan activated Sasuke parried each of Sakura's strikes as if they were no more than a child's playful attempts playing tag with him. His own blows landed with unerring accuracy, slipping through Sakura's guard and landing with punishing force whenever he chose to push the offensive. Even though she was the one with the free range of motion, Sakura was on the losing end of the fight.

With a violent burst of chakra, Sasuke managed to free his right foot from the grips of Sakura's technique long enough to send a kick that sent her tumbling backwards. Using the time he bought himself, Sasuke quickly swapped his body out for a nearby tree branch with a kawarimi, freeing himself from the sticky mess. Shaking off the majority of the remaining goop that was still clinging to his body, the Uchiha eyed his opponent who had regained her feet but was choosing to stay on the center of the sticky field she had created.

'Hmm smart move. I won't be able to close in on her without having to get myself stuck again' mused Sasuke.

Snatching up a dozen shurikens, he sent the spinning metal death stars out at his adversary, watching her deflect them with her guarded hands. Frowning further, Sasuke knew that he was not going to be able to win unless he could get rid of that field of sticky goo, or get Sakura to move off of it.

Making his decision and hoping that the improvements he saw in his teammate would save her, Sasuke tore through the familiar hand seals for his family's signature technique. Seeing the tiger seal being made by Sasuke, Sakura immediately knew what he was up to and raced to finish her own technique to counter.

'Fire Style: Great Fireball!'

'Water Style: Water Trumpet!'

The searing ball of flames that escaped Sasuke's mouth was met with the geyser like blast of water from Sakura's. The two opposing elements hissed as they canceled one another out in an enormous collision, filling the training field with superheated sauna steam that prickled the flesh and obscured vision.

Instinctively forcing more chakra into his eyes, Sasuke felt his normal vision that was blurred by the steam enhanced by the ability to catch the faint flicker of chakra in living things. As he expected, Sakura had used the cover of the steam to close in and take advantage of his inability to use his sharingan to it's fullest in order to end the fight. Unluckily for her, his chakra vision gave enough distinction to the human form in front of him to fight back just as easily as if the steam had not been in place.

The trading of blows was considerably in Sasuke's favor, and as the steam dissipated it became apparent that his victory was a simple question of time. Sakura had decidedly improved in her standing as a kunoichi in his eyes, the bruises and nicks across her body a testament to the fight she had put up against him. He had to admire how far his teammate had come along in the past month. Her growth from the academy cadet that followed him about like a lost puppy was simply astounding. She could proudly hold her head high when she called herself a kunoichi now, but ultimately victory would still be his.

Sensing an opening, Sasuke pivoted one foot and sent the other straight into Sakura's abdomen, sending her crashing backwards and onto her back with a grunt of pain. Snatching a spare kunai from his weapon's pouch, Sasuke pounced forward in an attempt to place the blade against a critical point on her body to signal the end of the fight.

Her foot shot up and caught his forearm and the gentle pinprick feeling against his flesh caused Sasuke to roll out from his attack midway and dance backwards. A quick glance down at his arm showed a dot of blood from where he had felt the pain, and when he looked back at Sakura she was still on her back with one leg raised up. At the bottom of the black sandal he could make out the faint glint of the tiny metal point that had pricked him. Sakura's face held a smirk reminiscent of his own whenever he knew he had won a fight.

The sinking feeling in his gut was followed by the fade of sharp vision that let him know his sharingan had died off. Feeling panic begin to well from the bottom of his stomach, Sasuke forced more chakra to his eyes, but his enhanced vision did not return.

His mouth had suddenly become inexplicably dry, his tongue weighted and fuzzy. As he backed up a step, Sasuke noticed with alarm how pale Sakura had become. Her tan skin had given way to a deathly white, her smirk stretched into a grotesque smile. The flesh around her face began to melt and sag much to his horror. As her eyeballs rotted away and maggots began to crawl out from the festering eye socket, Sasuke fought the rising feeling of anxiety and formed the tiger seal as he had been taught and tried to dispel the illusion. Repeated attempts of disconnecting himself from his chakra did nothing to clear the vision of death before him, and as he fought furiously to counter what he thought to be genjutsu, the scene of madness continued to play before him.

The trees around him began to reach down towards him with fingerlike branches, horrifying demonic faces appearing in cracks and hollows, cackling away at him as he stumbled back. Blue sky darkened into pitch black and seemed to warp in a twisted fish eye effect, distorting his view of the world. Whispers echoed in his left ear, comprehension of the words impossible as the cackling of the reaching trees drowned out any meaning they might have had.

A geometrically patterned miasma of color formed in front of his face, and Itachi looked back at him from within each of the shapes, his head tiled at different angles, each face depicting a different emotion. Crying. Laughing. Bored. Happy. Mad. Sad. The millions of faces of his brother continued to rotate before his eyes, all the while the world around him darkened and got smaller and smaller.

"Still too weak little brother." The synchronized whisper from each of the Itachi's faces were oddly contrasted by the emotions they displayed and Sasuke felt the bubble of a hysterical giggle build up in his throat. This was too much. This was crazy!

"I win." The soft whisper in his ear echoed from a million miles away, and was followed by a devastating blow to his stomach that felt like he had been kicked by a horse. His diaphragm cramped from the heavy blow and his breath caught in his throat. But even as he lay on his back with a heavy gasp, the strange distorted visions before him did not fade.

"Still too weak little brother." The millions of Itachi all frowned at once and looked down on him. Reaching up as one, they grasped the flesh on their left eyebrows with clawed hands until red bled out between the fingers. The wet tearing sound of flesh echoed horribly in his ears as the skin was torn away from all their faces, revealing ivory masks with a cross shaped red scar etched into their surface. The eyes that stared out from beneath the face masks were black, the midnight hue of the Uchiha clan. As one, millions of eyes warped into the familiar melted red tripronged sharingan that had haunted his nightmares for so long.

"Still too weak Uchiha."

As the blackness came, Sasuke gratefully slipped into a state of unconsciousness.

AN: Boy did I have fun writing that last piece. And just to specify, it had not been genjutsu that had been used against Sasuke. Cookie for anyone who figured out what it was Sakura did! And no this is not all that Sasuke and Sakura are capable of, just a simple warm up exercise I decided to write when I saw how many reviews I got for my last posting.

Anyways gonna definitely be a bit longer between this and the next chapter, but that's when the plot starts =) In the mean time I'll also be cleaning up the first few chapters, and I'll be letting ya'll know when that's done. Not sure if I'm just going to post the changes all in one go or do chapter by chapter yet, but I'll figure it out depending on how my schedule at school goes. I hope to hear from you guys, it really gets me all fired up to write knowing people are reading it! Until next time!