Standing in front of the Forest of Death, Minato felt like a small insect in comparison to the massive trees that towered over him. He tried to look pass the fence and trees but the shadows were adamant in keeping the unknown a mystery to the blond teen. He blinked when his eyes caught movement in the shadows, his blood running cold a second after; did something just smile at him in there?

Tsunade watched her twenty victims stare at the forest behind her with fear and dread. And with good reason; even she didn't want to be near the damned place, but she didn't really have a choice.

"All right, bed-wetters and blanket-huggers alike, shut up and listen up. I'm only going to say this once; the second part of the Chunin Exams will be a no-holds-barred free-for-all fight," she paused to let her words register. She noticed how some of the Genin present seemed excited by the aspect, specifically the Uchiha. She never cared much for the Uchiha clan, didn't hate nor like them one way or another, but the smug look on his face made her want to bury her fist into it. In contrast, Jiraiya's kid looked about ready to walk out the test. "You will enter the forest by your assigned gate and wait for the signal to start the test. I have two rules, the biggest one I have is no killing each other. You can beat each other silly until your knuckles break but there will be absolutely no senseless killing. My rules are absolute here and if I find out that one of you brats breaks my big rule... well, this forest will eat you alive," she punctuated her statement with a wicked grin, one that would've made Orochimaru jealous. A chilling sensation travelled down the spine of every Genin before her, the reaction she had been hoping to see.

"Each of you will be given three gem shards," she held up a thin piece of a red gem up, moving it so everyone could see it. "To pass this portion of the exam, you will need to bring ten shards to the tower positioned in the middle of the forest."

"Wait, that means that only six of us will pass! What the f-" the Chunin-hopeful was silenced when Tsunade suddenly appeared in front of him and lifted him by the scruff of his collar. She brought the teen up to eye-level and glared at him. The poor boy stared back in fear, as if the Shinigami itself stood before him. When she was sure he wouldn't say more, she dropped him unceremoniously and moved to stand in front of the teens.

"As I was saying, the only way to enter the tower and escape this hell on Earth, is to walk to the doors of the tower and turn in ten shards. You must fight one another to accumulate the ten shards. My second rule is that you will not be able to fight the same opponent more than once," she paused as she noticed her victims appeared ready to voice their opinions. With a raise of her right eyebrow, however, not a single sound was made. "This will make it harder to gather all ten shards, I know. Get over it. Also, there are cameras all around the forest, so don't think you can get away taking more than one shard at a time. If there aren't any questions, go get your shards and then head for your assigned gate. Good luck, rugrats, I'd hate to be you right now," she finished, a wicked grin gracing her luscious lips at her last statement. The Genin gulped in fear but followed her directions to the letter, lest they wish to bring about her wrath.

Minato waited patiently in line, behind Hizashi Hyuga. His mind was currently thinking over Tsunade's rules and couldn't help but frown.

'Could this be a trick to test out loyalty against our comrades? Wasn't that the point of the previous part? No, they wouldn't do that, they already tested everyone's loyalty, there's be no point in testing us on the same subject. So I guess they really expect us to fight each other.'

"Minato," said boy blinked at the mention of his name, looking up to see Hizashi staring into his eyes. "You are no enemy of mine," he stated stoically, before his brow scrunched a bit and his gaze hardened. "However, I will do what I must to pass this test." Minato nodding, understanding his message, 'get in my way and you'll be losing a shard'.

"Good luck," the Hyuga nodded in return, before turning forward and walking up to the Chunin handing out a cloth bag, the gems inside clinking as they shifted from the movement. The blond teen noticed that there was a number stitched to the bag. It must be the gate they had to enter through. Minato stepped up next and grabbed his bag, bowing and thanking the Chunin before walking off. Curiosity got the better of him, causing him to open the bag and take out a shard. He stared at it's magnificently red color, marveling at it's unique color. It reminded him so much of Kushina; he briefly wondered what the red-haired girl was doing now before rushing to his gate.

Kushina sat down on a stool, wildly enjoying the ramen placed in front of her. It must have been her fifth bowl but she wasn't so sure; it felt like it was still her first. It was all right, the owner had told her he had enough to feed her seven more bowls if she'd wish, so long as she had the money to pay for it. Of course, she didn't, but she was content with the five bowls she had. She stopped mid-way through her last bowl, savoring the noodles with it's pork flavor. Oh, how glorious her comfort food was, it was as if the gods had created the delicacy just for her.

"I had a feeling you'd be here. You're predictability is the only thing about you that's not so bothersome, Kushina," a monotonous tone said behind the redhead. She turned and was greeted to the sight of the Ino-Shika-Cho trio. Her face deadpanned and she swallowed the ramen in her mouth hurriedly. Unfortunately, there was one noodle that didn't go down without a fight. She grabbed for her throat, blinking spastically while she tried to down the damned noodle. The redhead fell to the ground, her back slamming on the unforgiving ground. The three Genin watched her try to swallow the ramen noodle with little luck before she finally managed to get it down her throat. She gasped for air for a few moments before she glared at the boys who just stood and stared while she choked to death.

"I knew you wouldn't die," Shikaku had said non-chalantly. That did nothing to calm the girl and she looked ready to beat the hell out of all three of them.

"Hey, hey, whoa! We come in peace!" Inoichi held up his hands defensively as he said that. Kushina's eyes hardened.

"And you'll leave in pieces," she growled out through gritted teeth.

Shikaku sighed. "What a drag, how about we make it up to you; a bowl of ramen on us-" he didn't even finish speaking before the female Genin grabbed the Nara and sat him beside her.

"Another five bowls, gramps!" Kushina shouted with glee.

"Wha-no! I didn't-" he stopped when Kushina directed a glare at him. He sighed exasperatedly, propping his face on his hand and his elbow on the counter. "What a drag..."

"So, why were you looking for me?" Kushina asked. Shikaku blinked, as if he had just noticed that Kushina was beside him. It clicked in his head and he shook his head.

"We came to see if you knew who your teammates are," he answered as Inoichi and Chouza sat to his left, away from the fiery redhead. She turned her eyes to the three stooges and watched them squirm under her gaze before turning her eyes to her hands on the table.

"I was supposed to meet my sensei at Training Ground 3 to be evaluated, but," she looked back up at them with a smile. "I got hungry so I came here!" The three friends just stared at her, unsure of what to say.

"...red-haired girl..." Kushina's ears twitched at the sound of someone saying that. She looked back and out the little ramen stand to see a man questioning a random elderly citizen. The man looked like a typical Konoha Jonin, with the exception that there was a four-point star stitched on his right shoulder with the Uchiha crest in the center of the star. Also accompanying the Uchiha was a familiar looking face.

'So, that baby went crying to his daddy, huh? Psh,' Kushina scoffed as she turned to her companions, who looked at her expectantly.

"Uh, hey, listen, I'll be back, I gotta go get something from my house, but I'll be back for the ramen," she stated before getting off the stool and walking out, not allowing any of the boys to say something. She walked out as quietly as she could, hoping she wouldn't attract the policeman's eyes. Snickering at her victory as she made a turn at the street, she laughed loudly when she couldn't see them anymore. Her victory was short lived because she soon bumped into someone. She opened her mouth to give the stranger a harsh tongue lashing but stopped when she noticed that it was the second Uchiha boy with his father, the younger Uchiha smirking snobbishly.

The older Uchiha stared down at Kushina, his eyes hardened and sharp. "That's her, dad!" the boy shouted, pointing a finger straight at Kushina. Said redhead glared at him, before turning her eyes to the tallest of the three.

"Come with me," the man said, his voice hard and stoic. Kushina wanted to resist, but she knew running away would only make her look guilty. Besides, there was no way she'd be able to get away before the policeman called for back-up. Off in the distance, a pair of black eyes watched the interaction between them, following after them as they left.

Minato took his time, leisurely making his way through the forest. He made sure to remember everything he ran into; like the house-sized centipede or snakes lurking around. If he was going to survive in this environment, he'd had to be smart and cautious.

From the left side of his peripheral, he saw a glimmer shine for a split second. Odd thing about it was the fact that it was heading his way. With the grace he had acquired through his two years training under Jiraiya of the Sannin, Minato bent back just in time to avoid a Shuriken from penetrating his chest. Following the momentum he gathered, he flipped back five meters before stopping and looking up. He spotted a smirking Fugaku with his arms crossed. Before Minato could utter a word, the Uchiha leapt off, running in the opposite direction.

Minato contemplated going after him; it was clearly a ploy so he'd chase after him.

"Hey," Minato blinked and turned around, only to narrowly miss getting hit in the head by a katana's sheath. He was surprised to see two other Genin staring him down, with the owner of the katana standing to the right. How could he have let two Genin sneak up on him like that? He'll never hear the end of this if this ever reaches Jiraiya.

"Give us a shard or prepare for a beating of a lifetime," the boy with the katana declared smugly. His companion simply chuckled to himself and prepared himself for a fight.

Minato just eyed them oddly. "I didn't know we could team up," he stated. The boy with the katana laughed.

"Tsunade never said we couldn't," he replied back and Minato was hard-pressed to argue with his logic. Before he could question him further, the two Genin charged forward, making short work of the distance between the three. Their confidence grew when they saw that they would reach him before he could even fall into a fighting stance. They knew they chose right when they came to him for their first fight.

And just as quickly as their arrogance grew, so did their chance of losing the fight. Minato ducked down at the last second, ignoring their astonished faces. His eyes hardened as he jumped away from the two faster than either could anticipate.

"You brat-" the boy with the katana stopped mid-sentence when he noticed that his katana was not in its sheath. He looked towards Minato, surprised to see that he was examining it in his hands. When he was satisfied, he tossed the blade back towards its owner, the katana stabbing into the ground. The teen eyed Minato warily before reaching for his katana. Just as his hand grazed the pommel, Minato's foot stepped on it, with most of his weight on it. Before the teen could yell, Minato then used the katana as leverage and brought his other knee up and drove it up to the teen's chin. The teen was sent flying back before crashing down seven meters away. His comrade could only stare in awe, mouth agape. The blond kid had knocked out his friend in a little under a minute, and he hadn't even broken a sweat!

Without acknowledging that the other teen was there, Minato walked over to the unconscious teen and went through his kunai pouch, producing a gem shard from it. He stared at it with critical eyes before nodding and pocketing it. He turned his cerulean eyes to the only other person around, sending chills down his spine.

"Are you going to fight too, or are you going to cooperate?" Minato asked neutrally. Though he had relaxed from his stance, the older teen knew Minato would be ready if he even looked hostile. This kid was faster than anyone he'd ever seen!

Not wanting to upset the kid, the teen fell to his knees, throwing a gem to Minato. The blond caught it with no trouble, examining this one again before he put it away. He turned his back to the conscious teen and began walking away.

The teen watched him go, his ire growing and growing the longer he watched Minato. 'I can't just stand by and do nothing! Now is my chance!'

Running as fast as his legs could carry him, he zipped down the gap between him and Minato, hoping to catch the smaller Genin off gaurd. He threw his right fist forward, throwing all his weight into the punch.

With a swiftness beyond his years, Minato turned and ducked down. The older Genin's fist flew harmlessly over his head and he hovered over Minato for a split second, but in that time, he saw where he made his mistake. The blond Genin lifted his body up, bring his hand over the teen's head and pulling down as his shoulders pushed his opponent's body upward. The teen flipped over him and landed harshly on his back. White stars filled his vision for moment before it cleared and he was able to see Minato's fist only two inches away from his nose.

"It's over," he spoke with such authority that the teen could only gape in shock.

Minato righted himself and disappeared in a puff of smoke, leaving the teen alone with his unconscious partner.

Minato landed in a clearing hundreds of meters away, his breath deep and labored. And yet, a smile was threatening to split his face in half. Not even two hours have passed and he had two more gems than he did when he started.

His joy was short-lived when he heard two pairs of sandals land on the other side of the clearing. In a flash, he dropped into a fighting stance. He was surprised to see two Genin from well-known clans standing side by side, facing him. One wore a typical battle kimono belonging to the Hyuga clan. His clan's trademark Byakugan eyes staring at him stoicly with a frown securely in his lips. The teen next to him wore a black V T-shirt with his collar up, black shorts stopping just under his knees. His black hair covered his eyes from the sun but Minato could clearly see his onyx orbs gleaming with mischief.

Minato dropped his stance but kept his body ready to move, just in case they would prove hostile.

"What do you two want? A shard?"

"Hn, as much as I'd like one, I've come to propose something different," Fugaku replied, smirking arrogantly in light of Minato's confusion.

The Hyuga stepped forward, drawing Minato's eye. "We come here to offer you a chance to join us."

Minato's eyes widened; he wasn't expecting that!

"For the last time, I didn't randomly beat him up. He came up to me and attacked me," Kushina cried out in frustration. The elder Uchiha glared at the young redhead, his arms crossed over his chest. His son stood off from them, watching them with a smug look on his face. The man had walked the two off to the side, to the closest clearing. Kushina had a bad feeling in the pit of her stomach about it but knew for now, she'd have to play by the man's rules; she just needed to find a way out of this first.

"My son told me he was just hanging out with his friend and you blindsided him. He was out before he could even get the chance to defend himself," with every passing word, the man's anger grew and he had to force the words through his mouth. His dropped his arms back to his side and took a step forward. Kushina grit her teeth and took a step back. This was going

down hill fast! She had to do something, if not-

"Step away from my student, officer," a voice spoke strongly, causing the policeman to freeze, his eyes widening slightly when he turned to face the speaker. Kushina shifted her eyes to where she last saw the younger Uchiha, now seeing a man standing behind him, his hand on the teen's right shoulder.

The kind-faced man had dark eyes with deep lines running beneath them. He had silver hair that reached into the middle of his back and was tied into a ponytail. He wore a typical Konoha uniform, with a pair of gloves, a distinct white-sleeved shirt which had red edges and his right arm wrapped in armor-wraps. The most distinctive thing about him was a holster worn diagonally over his right shoulder.

"My student is right when she said she was attacked. I had left her in my training ground to practice a wind jutsu I was teaching her, when I was called in by the Hokage. He will vouch for me," he stated with a calm tone, a smile laced on his face. "Before I left, I saw these two boys come and bother her. When I saw that she had everything under control, I left, located the nearest ANBU, sent him to investigate and went on my way."

The silver-haired man's smile shrunk but never left his face. "So if you'll please leave me to resume my lesson with my student, I have much to cover."

The officer sneered at the man but said nothing as he walked away, his son following quickly after him, his face displaying his disappointment. Kushina was left flabbergasted, her mouth open and her eyes wide. She turned her violet eyes to her savior and saw that he was staring at the retreating forms of the Uchiha males. When the man was sure they were out of hearing range, he faced Kushina with a warm smile.

"Now, I know this isn't the best way to make a first impression, so let's start over," he puffed his chest out, his hands on his sides and his head tilted back. "Hello, my name is Sakumo Hatake, your new sensei. And you are?"