I do not own the rights to "Naruto", nor any of the persons, places, or concepts within. This fan fiction is a non-profit tribute to the series, as well as a critique on it's existing plotline. Therefore, if requested by the owners and distributors of the "Naruto" anime or manga, I will discontinue and remove this story immediately.

Chapter XII:

A small fly worked its way through the room, hovering within arm's length of the blonde. Kakashi squinted, watching as the insect was there one moment, and simply vaporized the next. Yuuhi paused, her face pulled down in a nervous tick, while in the distance, Neji clenched his teeth. He knew that technique, feeling his hands instinctively duplicate the gesture as if tutored by his uncle once again.

Raidon's disciple was ready.

•••••••••••••

Chuunin Exams, Day Three

Neji gasped for air, pushing far beyond the others. He last heard Rock Lee's cries to stop hours ago. Tenten joined in the chorus, but it didn't matter, not anymore. Uzumaki had somehow made it through the academic portion of the exam, though no one was sure how. The blonde was supposed to be dumb as a rock, one of the holdbacks of the latest graduating class. The Branch Hyuuga had observed him carefully, and he had not bothered to copy off of any of the plants in the classroom, as he, Suna's entries, and the others had done.

The bark of the enormous trees slammed into his soles with each leap, his muscles screaming to stop. At least two klicks ahead of Team Gai, his head ached, the veins in his temples flaring. Chakra running low from hours of overuse, the blue-tinted world of the Byakugan faded and blurred. Twisted branches and twigs tore at his face, and with the last gasps, Neji felt a void when his left foot came down. Gravity taking hold, he realized, very slowly, that he miscalculated.

In the downward rush of air, Hyuuga closed his eyes, and fell back into the void.

•••••••••••••

The mission was simple, Sakura thought, maneuvering beside Sasuke. They found one of the scrolls already, a white one. The older genin had given it up not long after the beginning of this exam. But now they had a problem. They had two white scrolls, and they needed a red one. The instructions were very specific, they needed the two colors, one red, one white.

She overhead in whispers that this challenge was never so simple. Usually the scrolls were harder to find, and at least three of them were needed. But no, the examiners seemed insistent, particularly the party from Suna. There were only two scrolls this year, and reading them, even to check if they were forgeries planted by others, was forbidden.

"Where is he?" Uchiha snapped. "What kind of stupid plan is he trying to pull?" The Uchiha grumbled as he clutched the kunai. Shuriken were useless as they sailed across the branches just above the forest floor. They had tried it before, warding off a contingent of Iwagakure.

A bead of sweat crossed Uchiha's brow, as he remembered the shuriken disappeared into the shadows, and, trying to dodge the Earth genin, he stupidly led them to the forest floor. He didn't remember what had reached out, but something brushed past him, missed, then closed around the boy trailing behind. The screams, oh God, those screams… he'd never forget them.

Sakura insisted from that point on they stay on the branches, and Sasuke, hesitantly, agreed.

"Don't know," Haruno insisted. "Could he be… clearing the way for us? There haven't been any traps since he left." It was a hopeful thought, that the Number One Knuckleheaded Ninja in Konoha was somehow playing to his strengths. He had just neglected to include them in his cunning, ingenious plan. That was possible, right?

The pink-haired girl twinged in mid-air, sensing a movement below and to her right. The thing was… blonde, and purple.

"Hey!" Yamanaka shouted. The others were right beside her, Shikamaru crouched low and to the rear, with Chouji taking point. Team Ten seemed to have everything in order, though, was that dried blood on Shikamaru's shirt? A frown crossed Ino's face as she followed Haruno's stare back at Nara, then refocused on Sasuke, and… the odd gap in their team.

"Where's Naruto?" Ino shouted through the rush of air.

"No idea!" Sakura shouted back. "He ditched us, went straight ahead since we started!" A worried look crossed the kunoichi's face, and settled on her rival. "You seen Team Eight, or Hinata?"

"About an hour ago," the blonde continued. None of the boys were in the mood to chat, each glaring suspiciously at one another. The girls, however, they knew each team had seen… things, since this whole exercise started. Turning back, Ino looked at Nara, received a nod, and looked back to the girl. As Chouji and Shikamaru maneuvered, clustering into a new, five man formation with Sasuke, the two girls exchanged intelligence. "Kiba lost track of Hinata, same as Naruto!"

"Lost her?" Sakura blinked, ducking to avoid the low-hanging branch. "How does Akamaru or Kiba just lose her?" The boys were glancing back and forth, noticing the forest grow darker. "Did he check the ground? Maybe, she ran into-"

Suddenly, the group went silent. They didn't want to think about that. Sasuke's hand clenched tighter on the kunai, reflecting too vividly on the screams. Even if that were the case, they were better off staying in the trees, where it was safer.

In the distance, Sakura saw the disc of the sun glare through the weak patch in the training grounds. Was it really that late? They had lost all sense of time and direction. But as the sun dipped below the mountains of the valley beyond, she knew they were at least headed North, in the correct direction. There was a new question to ask, of what they would do now that night was setting in. No one wanted to hold still, but, continuing on, they would run out of steam eventually.

But they didn't have to say anything, as they saw a glint below. The orange light twisted and shimmered in the shadows of the trees, the cold air of night following a mist. Was it possible? Storm clouds? Sakura breathed in the humid, cooling air. Yes, that's what it was. She tapped Sasuke on the shoulder, and pointed down at the light. The others followed her gesture, and nodding swiftly in agreement, followed as the two kunoichi led the way, spiraling through the trees to the inky void below.

•••••••••••••

"Neji?!" Tenten's muffled voice whimpered. "Neji, say something! You need to tell me what hurts!"

The Hyuuga blinked reflexively. He was lying down, his head resting against something. Staring up, he expected to see the glare of the sun. No, it would not be here. Only the darkness of the Forest of Death existed above him. The training grounds were shrouded in old growth forest, leaving the foliage below to starve. Still, he expected some hint of the distant sun, some trace of brightness cutting through the canopy above.

Then he noticed the fire, the reflections of the licking flames dancing over Tenten's face, and someone's hands working over his chest, peeling away-

"It's bruised, maybe fractured, but it doesn't look like there's internal bleeding," Tenten continued. Lee was visible now, circling around him, then swiveling his head to the edge of the clearing. He could feel damp, muddy soil in his hands, and a variety of stones scattered about the site. Off in the distance, a faint, guttural cry registered, followed by a scream. Both teammates flinched at that, and reached for the kunai.

"Can you hear me? Can you respond?" The girl was more insistent, shaking him by his shoulders. He registered a brief flash of pain, squinting in the light as he nodded. "Good!" she answered, a small smile pulled across her face, before dipping back into a frown. The girl never frowned like that before, not when training, not when Gai had defeated her in exchange after exchange of taijutsu. This, he didn't like this look.

"We need to get out of here!" Lee insisted. The otherwise exuberant martial artist was twitchy, hesitant as a cloud of mist hung through the pockets of meadows dotting the forest floor. "This isn't defensible, not with two of us!"

Two? Hyuuga was about to stand, to lecture that useless, green-clad freak, when the jolting pain burst through his knees, up his femurs, and into his spine. Could a person really hurt that much? His senses were on fire, red spots flashing across his vision. Just before his mouth let out a wail of agony, Tenten's hand slapped down across his mouth, muffling the noise. The raging pain eased, if only at the odd sensation, her fingertips against his lips.

"Shh!" she insisted, putting her free index finger to her lips, making the unmistakable gesture. Nodding, his neck throbbing at the movement, he eased back into the dirt. He wasn't going anywhere, and something had the girl spooked, had Rock Lee, Gai's personal imitator, himself, spooked. It was rubbing off onto him, now, his eyes tracing along the gaps in the trees. Shadows danced, lingered, then retreated, never quite approaching the fire. For a moment, he thought they would be fine.

Then, he heard the faintest of sounds, of crackling twigs and wisps of air circulating from above. The red blots in his eyes faded away, the blue monochrome of the Hyuuga world returning. There were shadows, amorphous, large shadows, and they were descending. He tried to gesture up, but his right arm wouldn't move. There was no time, and all he could do was glance up.

Before Rock Lee could respond, the remnants of Teams Seven and Ten protruded from the blackness.

•••••••••••••

The rain started as a simple drizzle over the village of Konoha. Dark clouds billowed and twisted about the sky, silvers and grays churning into darker purples and blacks. While the rest of the population sold their wares to the visiting detachments from the rival shinobi villages, placed bets on the latest rookie genin, and tried to avoid the downpour, other elements were at work.

The bandaged man in the heavy, shielding robes stood along one of the few observation posts overlooking the training grounds. As the storm raged on, the downpour dripped harmlessly along the flush edge of the canyon wall on the southern border of the Forest of Death. It was here, recessed into the canyon's face, the arthritic, battered old man stared out at the canopy. One ANBU handing him a pair of binoculars, a bandaged hand reached out, gripping the optics, and placed it against an exposed eye.

"Not looking good for our teams," the female ANBU muffled a reply through the white porcelain owl mask. "Three teams are clustered about seven kilometers from the second waypoint. The remainder are scattered within a kilometer of each other, except for those two."

Danzo propped his arm on the railing of the observation post, pulling the optics away. Turning, he raised an eyebrow. The ANBU nodded slightly, understanding her orders without question, and bowing, left the old man to his thoughts.

"A Hyuuga… now, another Hyuuga could be useful…" the man smirked.

•••••••••••••

Inuzuka snagged his foot in the tangled mass of tree roots, and fell, plunging into the murky, stiflingly foul mud. Aburame following behind him, his scouting insects marching ahead, probed each particle of the forest floor. Looking down at his teammate through his opaque lenses, Shino extended the bug-infested arm, his hand gripping Kiba's soaking, muddy coat. The two back on their feet, each looked ahead at the scattering of bushes, smaller trees, and the mist closing in. The wide, open expanse of the old growth forest was now a claustrophobic, cold, frightening place, shadows cutting into their field of view.

Kiba hissed and wiped at his coat, Shino scouting behind. They had given up on speech long ago, instead, jabbing and waving at each other with quick, silent hand signals. A lot of things crawled, sprung, and flew between the forest floor and the canopy above. There was no sense in risking detection. After all, they had seen what happened to another team when they were careless. Even Akamaru, coated in filth and the cold of night, muffled his whimpers in the protection of Kiba's clothing.

In the distance ahead, the mist slowly parted, revealing a flickering light. Holding up his hand, Kiba paused, tucking himself behind the trunk of a tree. Shino mirroring him, the two turned their heads left, then right, scouting the land around them. There was no other movement, no other sounds, except a distant crackling.

Each drew their kunai, the icy hilts biting into their numb hands. A stabbing gesture, a nod, and the two were off, darting in jagged, diagonal lines left and right, dodging imaginary foes. They would not lose, they would not fail again. They were so close now, so close to a scroll, they could sense it.

Bounding into the light of the shallow meadow, Kiba alone continued into the fray, and paused. Stumbling, and falling beside the fire, he looked up, seeing Yamanaka scowling down.

"Where have you two been?" the blonde grumbled, hands on her hips.

•••••••••••••

Over the course of the night, the Rookie Seven stared out into the darkness, while others lingered closely to the fire, tending to Team Gai's fallen Hyuuga. They whispered amongst themselves, exchanging the day's lessons, the pitfalls of their strategies, and, in brief moments of silence, confided in their personal horrors over the last twelve hours. But there was one subject that was never breached. There was no time to worry about them, not this deep, not this far into the test. It was lunacy, even sheer madness to think the pair had survived alone. They were, after all, the remedial students.

Neji stared, blurry-eyed into the hauntingly dark canopy above. Smoke billowed overhead, obscuring the lines of the retreating trunks of trees, shielding the popping embers drifting skyward, and the fragments of stars penetrating the shield of foliage overhead. He couldn't sleep. There was too much pain to sleep. As Tenten nursed his wounds, trying to keep the mud and grime from the fresh bandages, the Branch Hyuuga reached out, a hand clasping desperately to his injured side.

"Don't," she insisted, gripping his fingertips, peeling them away. "You're still dirty. You'll just infect everything." Carefully brushing the mud and foul smelling water away from the wound, the weapons mistress carefully swabbed freshly boiled and cooled, potable water along the cuts, dabbed at them with the last of her clean rags, and redressed the injuries. "Leave it to me. Just lie back, and try to sleep." She was about to turn, to switch places with Lee, when a hoarse whisper caught her attention.

"No one is talking about them," Neji croaked through clenched teeth. "Why?"

"Them?" Tenten asked. Then slowly, she understood, nodding. "Maybe, they just don't want to admit it."

"Admit what?" Hyuuga insisted.

"You know what," the girl replied. "Don't burden them, not now. We have enough problems, like how to get you out of here."

"It's not a burden," the boy insisted. He let the air slowly out of his lungs, feeling the ribs in his chest shift uncomfortably as he inhaled. "They've already won, and we can't-" The boy struggled to fight the yawn, grunting as his chest lashed out in pain. Still, the yawn passed his lips. Driven beyond exhaustion, the silver, relentless eyes closed. "We can't… keep up."

"We can't keep up?" Tenten repeated, looking confused. Still, she wouldn't press the matter, watching over her teammate. Did he know something she didn't? Glancing back to Rock Lee, the taijutsu prodigy staring back in disbelief, the girl didn't know what to say.

Neji did not respond, slipping into unconsciousness.

•••••••••••••

The third and final waypoint, the end of the mission, was different than the ANBU remembered. In the old days, a cylindrical observation tower in the center of the training grounds would receive the surviving genin, collecting the scrolls, and leaving the jounin instructors to escort their students to the next phase of testing. Peering through the owl mask, the raven-haired operative studied her quary as they approached Waypoint Three.

Waypoint Three was nothing more than a mildly fortified barricade, stacked two, maybe two and a half meters with sharpened timbers, razor wire, torches, and a bed of reinforcing stonework. The mix of ANBU and jounin guards peering into the night ahead wore a mix of indistinct fatigues, flak jackets, and camouflage, not associated with any particular nation. There was no way, she considered, she could tell Konoha ANBU apart from Suna or other volunteers.

If it weren't for the push of inter-village cooperation coming straight from the old man, himself, she might make something more sinister out of it.

The Chuunin Exams were being changed this year, and while she could understand the methodology, she could not wholly agree. Shinobi were not front line fighters, not the spectacularly powerful warriors and leaders that the Fire Nation expected them to be. Everything in these exercises was meant, as Danzo predicted, for one purpose: to play on the clan specializations and spectacle. As she examined the overall picture, one thing became more and more clear.

Spectacle did not mean practical combatives.

That was not her concern, though. Lingering in the top of the forest canopy, peering down at the different approach angles towards the barricade, she found them, eventually. In the dead of night, penetrated only by the torches above and the limited starlight as the clouds shrouded the moon, two forms slinked cautiously at the far edge of the ANBU's visual range. Were they using… primitive genjutsu? It wasn't unheard of for genin to fall back to techniques learned at the Academy. In stressful situations, more of the advanced techniques were forgotten, but this seemed too forced.

Then, as a smoky mist wafted through the meadow, the hardened woman crept behind a reinforcing beam, reaching for her kunai. The two black shadows failed to emerge over the first brim, only ten meters away. Suddenly, she jerked her head to the side. An odd shout, a groan, and a resounding thud sounded at the far edge of the defensive perimeter. Voices rose in alert, and then, silence.

The mist crept through the fortifications, starting at their ankles, and working slowly up to their waists. But, it was summer, wasn't it? Fog, at this time of year? Not that she needed to question it a second time, when the next thud sounded, and a row of torches went out. New voices broke operational silence, probably newly promoted Konoha jounin. The newcomers, the ones whose body language she didn't recognize, they were more professional, keeping silent, moving to the edge of the fortification walls, weapons at the ready.

When the first man fell below the mist and went silent, however, that professionalism quickly shattered.

"It's a demon!" someone screamed, flinging shuriken into the billowing fog. Three others moved forward, taking polearms leaning against the nearest earthworks, and like drunken fishermen, stabbed down into the opaque abyss hoping for their catch. The fog bubbled and swirled, extending its reach into the barricade, a silence squelching the furthest ANBU as they, themselves, disappeared into darkness.

The woman flinched, and watching the last contingent of ANBU break for the top of the earthworks, scrambling away from the mist, her subconscious tugged at her feet, pulling her down. Her eyes hung just above the surface of the cloud long enough to see stark, black forms reach out from the murky pit, lashing themselves to the men, and dragging them screaming into the darkness.

Pulling her arms defensively towards her, the indistinct brunette in the owl mask closed her eyes. All thoughts of duty bled away as the flashback stung in her mind. The raid by Suna on the border, the exchanges with the Yellow Flash and the opposing village remnants, she was only an Academy student when that happened. It was a night just like this, hidden in the fog as a freshly anointed genin that she watched her partners in Team Six die. The war, she found out, ended only two days earlier, but orders didn't reach them until the survivors retreated well into Fire's territory.

The agonizing silence ended as two forms crept through the mist, standing just in front of her. When did she start sweating? Blinking away the hallucinations, she recognized the two. The flat black attire, dulled, scuffed headbands strapped to their forearms, the genin stared as the owl ANBU slowly knelt, extending two scrolls.

"Root extends its greeting," she echoed the statement exactly, as the old man instructed her. "Meet with him, your teams pass, and you move on to the next crucible."

Hyuuga and Uzumaki glared at the gesture. Neither extended a hand towards the rolled papers. It couldn't be that easy.

"What are the conditions?" Hinata pointedly asked. "This isn't the act of a mentor."

"It is the act," the ANBU replied, "of an interested employer."

•••••••••••••

End of Chapter XII

To my followers and fans,

Thank you for the support and encouragement over the course of this story. I will be wrapping up "Fire of the Fox" with the next chapter. However, this is not the end of my writing.

I am attempting my first novel, and would appreciate the ongoing support. Those who are interested in my latest project, feel free to contact me via e-mail at bullardcr .

As usual, please leave a review with any comments or questions.

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