A/N: Hello beautiful reviewers, I'm back! I have written out a plot for this story and I will see it through to completion!

Disclaimer: I don't own Naruto or any of it's franchise.

WARNING: EXTREME SEXUAL CONTENT! don't like it, don't read.

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Chapter 3: Remembrance

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The pink haired kunoichi of thirteen anxiously paced the dimly lit chamber. Glancing at the door she felt her heart flutter gently.

When I walk through that door again I'll be a woman.

It was the Academy's final test for Kunoichi and a rite of passage. Each female student must past this test in order to fully become a ninja. She didn't know what team she'd be paired up with tomorrow, but hoped Sasuke-kun would be in her group. Sakura wanted to save herself for Sasuke, but if this was a means to graduate and become closer to him then she'd gladly sacrifice anything. Her breath stilled when the knob turned slowly, followed by the door opening with a whispering creak. A man with a mask stood in the door way, his tall and built stature dwarfed her small and petite one. Nervously, she took a step back, clutching her yukata closer to her body, clenching a fist over the knot. She never asked why all kunoichi had to go through this, but it was degreed to all females entering the academy since the founding of Konoha. Sakura supposed it was because females were targets on the battle field and if one were accosted and raped, the act of taking one's innocence would be more damaging on the mind than one who had experience. The elders and Hokage hand picked who the females were to lie with for the evening, most were civilian nobles or persons cleared to participate in this erotic dance.

Masks were distributed to both the males and females to keep their identities hidden so that emotions or regret would not come into play, leading to one or the other backing out of the ritual. Whatever the case, this male clearly reeked of power and arrogance and possessed a lion's stalking gait as he prowled in slowly, his hand lazily reaching behind to shut the door.

The lock sounded, which heightened her trepidation even more. Trapped, with no way out.

His hair was dark blue and spiked up in waves leading to a cascade of silk hair down his back. The mask only hid the top part of his face so she could see his strong jaw and lush full lips. She guessed from what she could see that he was in his mid 20's, no older than that. His lips curved up into a smirk, so painfully like Sasuke-kun's at school that she gasped and backed up again, this time her back legs knocking into the bed. Though she could not see his eyes in the dim light, she could feel them intensely roaming over her body like a thirsting man who finally found an oasis. She frowned softly, why would he like her body? She had no curves, breasts, or ass that had developed and hindered her self-esteem a bit when stalking after Sasuke-kun on most afternoons. Sakura's body was more boy-like then anything. She stiffened, maybe he liked boy-type bodies on girls? Muddled in her thoughts, she didn't notice him move closer, his clothed chest almost brushing her nose.

Madara had found her through hypnotizing the guard with the list at the entrance and followed her supposed one-night suitor. Knocking out the middle-aged man, he took the mask: it was plain, white, with gold that traced the outline of the eye holes. Removing his orange flamed mask, he strapped the new one on. He quickly sucked Sakura's suitor into one of his dimensions and walked down the dimly lit hallway. Quiet cries of pain, pleasure, moans, and groans echoed through the doors he past making him smirk. Soon, she'd be writhing under him. With an almost manic smile he hurried to the room she occupied and opened the door. There she stood, naught but a budding flower he could so easily corrupt or crush in his hands. He was amused when she tensed and stepped back, regarding him with a nervous stare, rosy full lips parted in slight wonder. His koi trembled slightly in anxiousness or excitement, either which he did not know. He was towering over her now, watching a myriad of emotions play over her face as she was lost in thought.

Sakura tensed like a statue when his index finger lifted her chin up to meet his gaze.

He chucked softly, watching her radiant and shimmering green eyes widen once more in wonder as his thumb swiped under her full bottom lip gently.

"You are beautiful, koi," His deep velvety voice send pleasant tingles up and down her spine. Sakura blushed at the affectionate term. This man didn't know her yet he was calling her love. The towering male leaned down to capture her lips with his and was pleased to see her eyes sliding shut as her lips collided with his own. Searing heat and an electric spark rocketed from her lips down to her toes, the new sensation made her gasp and jump slightly, which he took advantage of quickly. Deepening the kiss, he probed her ever-so-soft lips with his tongue seeking entrance, the sudden gasp from her made it all too easy. This man made her feel like all her senses were on vibrate, she was literally humming (trembling) with wanting more of his drugging kisses. Tongues danced as he cupped the back of her neck, drawing her closer, devouring her more into his body. Green painted nails splayed over the expanse of his back as she hugged him to her, not wanting to ever stop this mind-blowing first kiss. Pulling back slightly he surveyed his work. The edge of pinkette's mask ended at her cheek bones and he could see obvious reddening there. Lips were swollen with his kisses and her chest rose and fell with a pleasurable rhythm as she tried to catch her breath. His lips curled again upon seeing her once vibrant and alive green eyes now in a smoky haze clouded over by lust.

His lean fingers slid from the base of her neck down to the knot in her robe. Undoing the knot, he brushed one side of the robe off, exposing a pale shoulder and a taut and hardened rose-pink nipple. Though there was nothing to knead or cup and squeeze yet, he found the areola perfect. He was confident when she got older, her curves and womanly qualities would grow nicely. For now, he'd enjoy what was offered. Sakura cried out softly as he placed a knee in between her thighs, the other free hand wrapping around her torso and grabbing firmly onto her ass, lifting her body so that her bare nipple was almost even with his face. What happened next made her body arch like a bow, tossing her head back in a silent scream of pleasure. He teased the pert bud with his hot tongue, swirling it around slowly before sucking it into his mouth.

Sakura writhed in pleasure, slim feminine fingers threading through the dark-blue spiky locks to calm her already excited nerves, though it did little to help. She expected this business of losing her virginity would be boring, made to lay down while a man put his cock into her, grunting a few times before it was all over. Kami, this was way beyond her expectations. Teasingly he bit the sensitive tip making her cry out, snapping her head back forward to gaze down at him in slight shock. It wasn't unpleasant, but the feeling made her want to protect the swollen pink nipple. He chuckled against the soft flesh of her breasts, making her inhale sharply. Damn, this man was divine from his strong muscular form to the heady scent of sandalwood, a hint of leather, and pure male. The new vantage point gave her a chance to gaze through the holes of his mask. Onyx eyes stared back, filled with passion and danger. The back of her mind instantly warned her to be wary of this man, he wasn't just another guy off the street that one glare or punch could be sent skittering in the other direction. No, she had a feeling he was a shinobi and a top ranked one at that. His power came off in waves and intermingled with her calm and sweet chakra that made his inner beast purr with delight. She was too soft... too perfect for someone like him. Madara Uchiha, founder of the Uchiha Clan, immortal, possessor of unspeakable knowledge and power made to feel something for this little wisp of a girl.

Reluctantly placing her down, dainty feet softly hit the wood floor as he removed the last of the robe. Shivering slightly, she cupped and covered her private parts. He'd already seen one breast and now both were puckered and bare to his gaze. Madara found her modest blushing pose attractive and so opposite of his personality; dark with a devil-may-care attitude. Trying to ease her nervousness, he peeled his shirt off and over his head, exposing dips and ridges she itched to run her fingers over. Lean male fingers untied the opening of his pants and stepped out of them, his proud erect jutting member made her gasp. The tip of his cock glistened with pre-cum and twitched when her green eyes trailed over the length and width. How would he ever fit inside her? Swallowing the lump in her throat, she managed to drag her eyes back up to his masculine jaw. She had to pass the test in order to become a genin and a true kunoichi of the hidden leaf!

Madara knew his size coupled with her petite form and age, the act alone would hurt her even if he did prepare her properly.

Not one to waste time, he spoke, "Remove your hands, koi."

Biting her lip and looking away in embarrassment, she dropped her hands to the side.

He 'hn-ed' in appreciated to see the small fleece of pink curls covering her sex.

Sakura's lips trembled, opening slightly as if to speak, then closing them.

"Speak, koi."

"I know I'm not pretty or shapely like the other girls, I apo-" In a flash, the tips of his fingers silenced the soft lips.

Making a bold move, Madara grabbed her wrist and placed her hand over his engorged cock.

"Do you think I find you unattractive?" He questioned while leaning down and brushing his lips over the shell of her ear.

Stifling a pleasurable gasp, she hesitantly ran her fingers over the hard silky flesh.

His hips thrusted forward for more.

Making a fist, she pumped him at an off rhythm at the beginning before they settled into a good pace.

He hissed when her thumb swiped over the glistening tip followed by a particularly hard pumping stroke.

Feeling the edge near, he stopped her bliss-inducing touches. While Madara possessed an outstanding amount of stamina, he didn't want to waste his first seed outside of her tight wet heat. Guiding her to the bed, she reclined back in a trusting position. He crawled over her naked form, dusting kisses over her breasts, shoulders, neck, blushing cheeks; finishing with a delibrate simple kiss on her lips. Smirking, he dragged his hot tongue down through the valley of her breasts over the taunt smooth stomach stopping at soft pink curls. Sakura shuddered in pleasure as he blew a cooling wind over her heated flesh, chuckling softly at her reactions.

"Spread your legs for me, koi." After a short pause, her legs fell open and her swollen wet sex fell unto his gaze.

Snaking his arms under her legs and over again locked her in place for what he was about to do, knowing she'd writhe in bliss.

A strong deep wet lick ran up from the entrance to the clitoris, making her body bow and shake.

"Wha.. Wha-" Sakura tossed her head back and forth, trying to rein in the sparks of ecstasy running rampant through her veins.

Her taste was exquisite, a mixture of sweet and tangy innocence rolled into one female enigma that was powerless against the onslaught of his expert tongue. Playfully sucking and tugging on her labial lips, he moved to swirl and tease the super sensitive pearl found at the top. She thought she'd find the sucking sounds and the licks, nips, and tugs on her womanhood disgusting, but it was a real turn on. With every pass of his hot wet tongue made her slick with need and want. Relinquishing his hold on one of her legs, he probed a finger inside her impossibly tight sheath. Finding the cherry-like bulb mass a few inches in made him even more eager to be inside her and added another finger. After a few moments he turned his fingers up and found a different patch on the wet wall he was rubbing and curled his digits into a come hither motion.

"Oohh.." She moaned out, pantingly slightly at his inflaming touch to the very orgasmic spot on the female body.

He added a second finger and tried to use scissor-motions to expand and relax her walls, only making them clamp down on his fingers more-causing almost complete cessation of his fingers.

"Relax, koi..." He murmured while flicking his tongue over her clit in a rapid fashion.

The pinkette fisted the sheets while small whimpers and moans erupted from her lips.

"I have to pee..." She spoke nervously, trying to scramble away from him.

He held her one thigh in a vice and kicking him in the face with her free leg was the only option for escape.

Sensing this future motion, his sharp glare penetrated her overstimulated senses.

"Don't," Before she could reply, he upped the ante and rubbed the roughened spot so fast she didn't have time to get away.

She climaxed, half-rolling over to sink her teeth into a pillow while her thighs shook uncontrollably. Clear liquid trekked out from her quivering opening, signaling him she was ready. Guiding his hard shaft to her entrance, he rubbed the tip up and down to lubricate it for entering her for the first time. Still in a euphoric state, Sakura didn't notice him penetrating her until his engorged member hit a sensitive bundle known as her hymen. Suddenly frightened of what was going to come next, she grabbed onto his broad shoulders, the green nails digging into the owner's skin. Angling his hips back slightly, he thrusted home. A burning stretch of pain erupted below as Sakura's lips parted in pain. Murmuring soothing words to the small girl, he started to move. Closing her eyes, Sakura started to try her best to think of other things.

No, no... it should be Sasuke-kun, he's the only one for me.

The male's movements stopped.

Her lashes fluttered before opening, she could feel his anger building within.

"Think of no one but me, koi."

How did he know her so well?

Lips quivering, she nodded and laid her head on his shoulders.

He continued to move.

The pain was receding being overcome with pleasure.

Feeling her walls clench and then relax followed by her sigh of pleasure, he lifted her hips and pushed her body into a C-position.

"What are you-Ahh!" Pale pink hair lashed the pillow as she threw her head back in wonderment.

The new angle afforded deeper penetration and the way he thrusted within her slick cavern hit the place that made her come trembling earlier. New to this experience she came easily and quite a few times before he let out a groan, spilling himself inside her womb.

"It's... hot..." She mumbled as her belly burned and clenched with sexual satisfaction.

Eyes drooping, she curled close to him and laid her head on his chest.

The steady motion of him breathing lulled her into a light slumber.

"Koi..." He murmured as she stirred slightly, "you need to wake, they will be checking the rooms soon."

Nodding half-awake she gathered her robe and secured the tie about her waist. She saw he finished re-dressing as well.

She wanted to lie on that bed and never leave his side. Somehow, even as dangerous and ominous as the man projected himself, she felt protected and dare she say it, cherished.

"What is your name?" She asked breathlessly, grabbing onto one of his sleeves as he tried to leave.

"You know the rules," He replied.

"I know, but...you-" She flushed with emotion.

Madara reached around and lifted her long pink locks, letting the strands sift through his fingers. He liked her with long hair.

The strange touch of affection gave him a questioning glance before he spoke.

"We'll see each other again," He turned and walked through the archway.

"How?" She called after him quietly.

"I'll find you."

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"It-It...was you?" Sakura's voice rose octaves as rage overtook her emotions.

He chuckled, not fazed at her wanting to throttle him.

"You called me koi back then-" She started and then stopped with a flush of her cheeks.

"Aa, so I did. Sakura-koi..." He leaned down to remove the cloth covering her eyes.

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End chapter.

A/N: Good lord, I don't think I EVER have written a lemon that LONG! If you are confused, this chapter was a flashback of sorts and all will be revealed down the road. :] Just keep reading and reviewing my rabid fans!