Zabuza does not remember either of his parents, because his father was killed on a mission when he was three months old, and his mother died when he was nearly two years old, still rusty after over a year of being inactive.

He is raised instead by his father's mother, nearing fifty by the time she finds her grandson left in her care, but still one of Kiri's best assassination specialists.

From the age of four onward, Zabuza has to get used to looking after himself - sometimes for weeks on end. Kiri isn't a kind place to those who can't be independent, even children.

Zabuza manages, because the first thing Grandmother instilled in him was that shinobi only get one chance at life, and it's normally a short one, so he has to make the most of it.

When he asked her why, she told him bitterly that traitors don't get second chances.

He won't understand this for years.

Grandmother is one of Kiri's best assassins because, for a ninja, she is positively ancient. Her skills might be dulled, her kunai might be weaker, her movements might be slower - but she is sharper, stronger, faster, than any normal person of her age, and that is her strength.

How many ninja expect a kunoichi to have survived to fifty?

Enough that one day she will run into one, Grandmother always tells Zabuza. When that day comes, it will be her last mission.

All ninja live on borrowed time.

Until then, she is dangerous precisely because she will nearly always be discounted, written off as a non-entity.

I succeed by hiding in plain sight. Even if you can't do that, it is always better to make them underestimate you.

Zabuza finds it hard to imagine Grandmother as a kunoichi, as an assassin - poisons and kunai and invisible movements.

Grandmother smiles when he tells her this, and gives him what she says is her most valuable piece of advice. Success is easier the further from it you seem.

What does that mean?

She ruffles his hair. If you can make them think you will fail, your chance of success will be even greater.

Grandmother teaches him a lot of things like this, because, she says, it is important that he doesn't end up like his father or mother before he is ready.

Before I'm ready?

Before you have found something worthwhile to leave behind, she corrects herself.

What's your worthwhile thing? Zabuza asks.

She laughs and kisses his forehead. You, of course.

Grandmother leaves on a mission three weeks before his birthday. By the time he turns six, he knows that she isn't coming back.

She always told him that it was inevitable, and made plans of what he was to do if she did not return by the time she said she would (because no one would bother to tell him, not in Kiri), but Zabuza somehow finds that he doesn't really know what to do with himself anyway.

The only chance he has, really, is to live, because he was Grandmother's worthwhile thing.

She only had a little bit of money left over, but Zabuza takes it anyway. She trained him, so he can defend himself from the other kids on the streets when they try to take it.

But the main thing the street children fear isn't each other, it's the shinobi who hunt them down when they're bored - stealing is punishable by death in Kiri, but the ninja here are normally too exhausted from their own missions, or living too comfortably, to care if there are children on the streets fighting over scraps of bread.

Zabuza has his grandmother's training: be silent, be still, listen and become part of your surroundings. It gets him through six months on the streets.

The day he is found out is the first snow of the year. That's what betrays him, in the end - not a lack of skill or talent (Grandmother said he had both in spades and he believes everything she ever said), but just the fact that he can't stop shivering.

The shinobi who drags him roughly out of hiding is a chuunin judging by his jacket, and a nonentity, as far as Zabuza is concerned, because it is the other one that he recognises: the wielder of Samehada and member of the Seven Swordsmen. He doesn't know his name, only the sword. Grandmother taught him to recognise them. Any member of the Seven is to be respected - when in Kiri, almost worshipped, unless you have enough standing to get away with not doing so.

"Hey," the swordsman says. "Looks kinda like Maiko-sama's brat, don't you think?"

Zabuza can't stop himself blinking in surprise; not just at hearing Grandmother's name, but at hearing it said with such respect.

"Do you think so?" the chuunin asks.

The swordsman ignores him now. His eyes are boring into Zabuza, and he can't move, because the chuunin still has a hold of his arm, and there's something about the swordsman's gaze that freezes him in place. "So you do know the name," he says, softly - soft, but not gentle, like Grandmother was. More like the softness of a very sharp blade. "I wondered if you would."

Zabuza still says nothing. Grandmother always told him not to give anything about himself away unless he was asked directly. The chuunin smacks his head, breaking the spell of the swordsman's gaze but making Zabuza dizzy for a few seconds, and when the chuunin drops him he drops to the floor. "Show a bit of respect, brat."

"Leave him, Kenta," the swordsman says. His voice is still soft, but 'Kenta' must be able to hear the same thing in it that Zabuza can, because he falls suddenly, utterly silent.

Zabuza pushes himself to his feet carefully. He still hasn't spoken, although there's something about the man that makes him want to confess to everything, makes him want to talk until his voice is hoarse.

He doesn't, though. Grandmother taught him better than that.

"What was Maiko-sama to you?"

Zabuza flinches at the question. He can't stop himself. Her death is still too recent and the wounds too raw. "She was my Grandmother," he says aloud, and he's proud that his voice, at least, doesn't tremble.

"Oh, so you must be Shio's kid. I did wonder what had happened to it." The swordsman doesn't sound like this means much of anything to him, but he studies Zabuza with narrowed eyes. "Seems a shame to let you rot on the streets," he says, eventually.

Zabuza relaxes muscles he didn't know were tensed.

"Wh-What?" Kenta says. "But the law..."

"Have you seen this kid break the law?" the swordsman asks, flashing his pointed teeth in a smile that is every bit as threatening as it is amused.

"No," Kenta says hurriedly. He says nothing else.

The swordsman's gaze shifts to Zabuza again. "Well, I'll talk to Mizukage-sama and see if they can't fit you in the Academy. Who knows? You might even make it. It'll be interesting to see."

The Academy is a chance to break free, to make something of himself, to become as strong as Grandmother was and stronger, to be the worthwhile thing she left - to leave behind something worthwhile of his own.

It's a chance, in short, at everything, and Zabuza knows he owes it all to the whim of this man. He should feel grateful, but he only glares at the swordsman instead - can't stop himself - and thinks, This is the first time I've hated anybody.

He is Grandmother's worthwhile thing, and belongs to no one but her. It gnaws at him that he'll owe what he is to this man as much as he will to her. Grandmother was his only important thing, but now he has to put this cold stranger there as well, and he hates it.

But it's a stain he'll never get rid of, even if Zabuza is the only one who remembers.

In the Academy, Zabuza is known as the Orphan. The orphan of two shinobi , the grandson of 'Maiko-sama', and the Orphan picked out for his potential by one of the Seven, it's true. But still the Orphan. He's the only one in the class who's there at the expense of the Mizukage himself, and he's only there because Kiri needs more soldiers, always needs more soldiers. In the first year Zabuza's classmates always have their guard up around him. There is an edge of expectation about him; everyone knows, especially Zabuza, that he has to prove himself worthy of the opportunity.

Some might say that Kiri needs fodder more than it needs soldiers. Zabuza isn't particularly booksmart, but he can see their sensei carefully selecting who will be a shinobi and who will be worthless.

They always hover uncertainly over him, because they're not sure how to classify someone who is here, not on merit, but just on the off-chance that he might prove a worthwhile investment. His scores, which range individually from mediocre to excellent to abysmal, don't help, he is sure.

By second year the class has a recognisable divide - the ones their sensei have deemed worthy, and the ones they are training up to give them a good challenge. Each group recognises the other and bands together, but Zabuza, as always, is left somewhere in the middle.

Conveniently, there is a gap in the lesser group, but it is a while before Zabuza fills it. He doesn't want to lose the little recognition that he has from his teachers, as he knows he will if he joins them. But at the same time he resents the way he has been almost-written-off, the way he is prioritised below the 'better half' of the class. The arrogant ones refuse to talk to him, no acknowledge his existence at all, and he finds himself turned away from them repeatedly.

Half way through their second year, it's clear to almost everyone that the gap has become insurmountable. The only ones in denial are the ones their sensei invariably ignore in class. They talk instead of how they will prove everyone wrong, and practise their incorrect jutsu again and again.

Zabuza doesn't know if he despises their naivety or admires their optimism, but as long as there is a chance that his feelings fall into admiration, he likes them a lot more than the arrogant, complacent, worthy students who now take up half of the room.

He sides with the lesser. The teachers look at him in disappointment, and dismiss him, but Zabuza does not much care when he has the people they've ignored under his thrall. He's better than them, but all it takes is a few hints, demonstration, and a little use of word of mouth, and suddenly the lesser are catching up.

They don't let their sensei know that, though.

Zabuza took Grandmother's lessons to heart. Hiding in plain sight. It is always better to be underestimated. Success is easier the further from it you seem.

If they think you will fail, it is more likely you will succeed.

Now he teaches his half of the class, too - and they are his, now that he has made that spark of hope in them flare and taught them how to prove wrong the ones who dismissed them for so long, now that he's marked them in the same way the swordsman marked him.

He is not one of them, not really; he is too good for that. But they always take his lead, and Zabuza finds himself at the head of their crowd, and he thinks that might be better.

By the beginning of their third year the classroom is a warzone, but Zabuza's half is the only one who knows it.

One of the students Zabuza teaches is a little more persistent than the others. He has a tendency to snap when they keep asking questions, especially the same questions. Mostly, a few sharp words are enough to make them retreat, but not this girl.

"I can't get this jutsu right," she tells him. "Do the handseals again."

"Are you trying to order me around?" Zabuza snarls.

She just narrows her eyes at him. "Do the handseals again, please."

He glares at her and she glares right back.

"How many more pleases do you want me to say?" she asks pointedly, when this goes on for several seconds. "My maximum is three."

Zabuza almost laughs at this. His lips twitch before he can fully suppress his smile. "What's your name?"

"Maiko," she says. "But I prefer Mai."

And Zabuza thinks that must be fate, or Grandmother trying to tell him something. He isn't sure which, but he figures he should listen anyway.

"Fine," he says. "But pay attention this time. If you can't keep up, I won't help you."

"I know that," Mai says indignantly. "I'm Kiri, just like you."

Zabuza really does smile this time, and when she refuses to leave him alone after that ("Brooding on your own all the time isn't healthy, you know."), his complaints are half-hearted.

("Come on, admit it. You've actually given up on making me give up on being your friend."

"...That doesn't even make sense."

"Ha, but you didn't deny it! I win!")

The only thing worse than being a dependent in Kiri is to be an outsider, and even then, it's a close thing. Mai, Maiko, isn't really as independent as she likes to think, relying on Zabuza's teaching, like the others – but she is fierce, determined, and she tells Zabuza stubbornly on their last day of teaching, the last day before The Test, that they will be placed on a team together.

"You'll drag me down," Zabuza says, and scoffs.

Mai smirks at him. "Perhaps I will," she answers, "When I beat your ass into the ground."

"Hardly."

She waves a hand dismissively. "It's not that important anyway, don't you think? ...In Kiri, all that seems to matter is being strong enough to survive. That's what The Test is, I think. Something to remove weakness from us." She turns to look at him. "But weakness has its own strengths, you know? Maybe we would be stronger if we didn't have The Test to divide us... imagine if all of us learned together, instead of half against the other. What could we do then?"

Zabuza should tell her to stop being stupid. He should tell her not to be so naive, so innocent, what has he been teaching her for?

But it doesn't look like innocence and stupidity when she says it, when her bright eyes burn with a child's wisdom. It looks like the truth.

"If you want that to happen," he says, "You'll have to be strong enough to make it so."

"Nah," Mai says. "You'll be there, and you're the best! You provide the brawn, and I'll be the brains of the operation, you know? That always was your weak point anyway."

Zabuza makes a half-hearted effort to backhand her, which she evades easily with a giggle. "Such a lack of respect. I should gut you."

"You'd never." Mai grins at him. "You're just a softy, really, under all that muscle. Even if you aren't too smart." She leans towards him conspiratorially, and her voice drops to a whisper. "You know what I think? ...I think that you taught all of us because you wanted friends."

"Idiot," Zabuza says, but it comes out more like denial and less like rebuttal than he meant.

Mai is still smiling, but a lot more serious and softer than before. Even as Zabuza is trying to sort through all his memories, to point out that such a weakness can't be true of him, she shakes her head. "But I meant what I said. We'll be on the same team – because being a teammate is all about fighting for the same thing, isn't it? It won't matter who our sensei is, if we're striving for the same goal. To unite us all. To make Kiri stronger."

Zabuza thinks of his Grandmother, of the softness she treated him with. She said once that her greatest strength was knowing that by making it back, she would get to see him smile again. It wasn't enough in the end, Zabuza knows. But maybe, maybe if the pull had been stronger...

Grandmother never said, after all, that the worthwhile thing had to be a person, or not wholly. A shinobi's life is fierce and swift, she said, but Mai is not really a shinobi, with all her philosophy. Zabuza thinks, if he could leave Mai behind, Mai and her odd ideas that would mean no lesser halves, no lonely Grandmother – well. He thinks that would be a worthwhile thing to give his life for.

Mai's smile is so brilliant that it nearly burns when they shake hands on it.

But they are just children dreaming. The next day, Zabuza faces Mai across the arena with a kunai in his hand. Hers is steady. So is his—but his heart—his heart feels like it is being torn apart and he can't explain why. All he can think is no, how could they do this to him, how is that possible, it's supposed to be the lesser half against the better, no one was supposed to know that he was weak—

"May the best ninja win, Zabuza," she says, but her smile is painful and his world is cracking because they both know it will be him—

All along he was wrong. To be a shinobi is to kill one's heart. The lesser and better halves – they were there only to make them feel safe enough to create bonds that could be cut later. They wanted this all along.

Mai says right before she dies, "Remember our dream—"

But Zabuza can only think that he was wrong, she was wrong, and by believing in her he has killed her. Strength is everything in Kiri, it always has been, and to save the precious weakness that Mai loved, he would first have to be strong enough to count, to be without weakness.

This test. This test, to cut out the weaknesses from Kiri, to leave the strong behind.

"...I think that you taught all of us because you wanted friends."

The strong ones – will they really be strong at all? What is strength, cut away from weakness – except cold and lonely?

If that is made into a weakness, Kiri will cut them out—

Zabuza picks up his kunai again. He guts the older genin supervising their match. He leaves to the man's groans in his ears, knowing he will bleed out slowly.

"Quickly," Mai pleads, after he has disarmed her, and Zabuza knows it is a mercy even if he wants her to stay as long as possible and even if he can't stop thinking that this is all wrong, all wrong, Mai, you were never supposed to—

No one has done this before. No one expects anyone to leave their small area, nevermind enter any of the others. The genin and chuunin supervisors are complacent. He kills the ones who aren't.

He stands at the end bathed in their blood, having lost count of the number of throats he cut, the number of necks he snapped, the number of weaknesses he's removed.

Zabuza grins at the surviving supervisors. They stare at him like he is a nightmare, and don't dare come closer. He thinks he likes that, and he smiles at them. He can taste blood in his mouth, but it's been there for a while, and he's kind of used to it now. "Still think this is a good idea?"

He doesn't expect an answer. But they do scrap The Test the year after that. The brats let out of the Academy that year seem somehow small and insignificant, and he can't bring himself to look at any of them, happy and smiling, giggling with their friends, even if their smiles have an edge of almost hysterical relief.

Weakness has its own strengths, Mai's voice whispers in his ear.

His hand strays from his kunai. He goes to train in a different area and he lets the happy children be.

But it's true, he thinks to himself grimly. The only thing which can save that weakness is absolute strength.

Traitors don't get second chances. He understands now.

Who said his worthwhile thing had to be a person at all. Who said he needed the thought of anyone's smile to help him come back to this place, if he's strong enough to survive without it.

(Once Zabuza lies dying, he knows he is dying, but strangely he thinks of Mai and her dying dream, and something in him says, "I'm not finished yet!" and he makes it back despite it all.)

(Mai, you were never supposed to—)

Yagura is ruining Kiri, the Kiri Zabuza (Mai) made, letting hatred run riot in the countryside and letting discord fester and break open into war, writing the divides into the village all over again.

Something has to be done.

The kid is tiny really, barely worth anything if not for the kekkei genkai. But Zabuza has honed people into more from a worse starting point than that, so he takes him.

Haku, the boy says his name is.

He is starving, struggling more than Zabuza had ever done on the streets. He talks eventually, and tells the story of his parents' deaths, and the hatred of his village, and the thought I just don't want to be afraid anymore...

"You don't have to be," Zabuza tells him. "I keep my tools in good shape. If you improve enough, one day you might return the favour."

Haku smiles. "Then I will be your tool, Zabuza-san, and I will keep you in good shape."

Zabuza is too far gone to believe in leaving anything worthwhile behind him anymore, just ruins and blood, and the knowledge that Kiri will destroy itself and the only thing that might be left in the end is the graves of all the weaknesses and worthwhile things which the war destroyed.

He does not hear Mai's whispered plea in his ears and he does not keep trying. He does not protect Haku's heart, even as he pretends to scorn it. Zabuza does not, because there is no second chance for him.

Traitors don't get second chances.

Haku is not his.

...You were never supposed to die at all.

A/N: Originally, this was supposed to be a response to the kind of people who insist that Zabuza was just misunderstood the whole time! And it turned out... as a fic where Zabuza was really just misunderstood the whole time, but not at all nice about it? I've been sitting on this for so long that I wasn't sure what to do with it anymore. I'm not satisfied with it, but I don't really want to mess with it anymore and I don't really have the inspiration for it either. Still, enjoy! I love all reviews, so don't be shy to tell me what you think!