The first time Kakashi had ever seen Naruto-was the day the third Hokage lay dying on the ground in front of the group of mourning nins surrounding him.

The flames consuming the buildings lit up the distant skys while turning them dark with smoke. The loud wails of the villagers could also be heard in the distance, so piercing, and sad that he was clenching his hands in his pockets and gritting his teeth until his jaw ached while he watched the medics work on the elder who lay writhing in agony and calling out his student's name as he struggled to breathe.

"Naruto! Where's Naruto?" Sarutobi called weakly as one of the medics had to push him back down onto the ground for the uptenth time, but it didn't do any good the old man refused to simply lay back and stop fighting them, concern and fear coloring his voice as he called out for the blond demon container again and again.

Finally Kakashi could'nt take any more and he took a step forward to assure the elder that Naruto was fine despite the fact that he didn't really know that when there was a loud crash thirty or fourty feet away from the large group, a geiser of dirt and dust floating in the air.

At first he thought it was an enemy, they all did. Everyone reached for their weapons, their bodies tense and waiting for the dust to clear. It only took a second or so for his keen eyes to see several figures hidden in the dirt cloud. The smell of blood and sweat, the scents putting him at ease and he let his hand fall away from his weapons pouch as Sauske staggered out leaning on one of Naruto's shadow clones while another walked very calmly out of the clearing dust cloud with an unconcous pink haired koinoichi in his arms.

Everyone brathed a collective sigh of relief as Saskue was eased to the ground a few feet away from the Hokage, and one of the medics moved away to check him and the girl at the Hokage's urging while Naruto walked past them to stand next to the elder.

"You...came..." Sarutobi wheezed, as if the boy had known that he was calling for him and had come running to see what he wanted.

"I heard you calling me. What do you need?" Naruto asked in a gentle tone as he dropped down to one knee beside the old man and took the hand that was reaching for him.

"I-I'm...dying..."

"I know."

"When...my...heart...stops-" Sarutobi coughed up blood and gritted his teeth as a particularly painful wave of agony started to work it's way through his body and had to wait a second before he could breathe again.

"T-Take my organs...use them if you need them..." Asuma looked absolutly ill as he stepped forward to protest. Naruto turned his head a bit to look at him, and he froze in place. What the fuck was going on? Why would the Hokage want the kid to take his organs? Asuma wondered curiously.

Kakashi frowned, there was something strange about the way Naruto was acting. He was bloody and bruised, but that was'nt what had the hair on the nape of his neck standing on end. It was the eeiry calmness surrounding the boy. The kid was even smiling, though there was no humor in the smile. It was merely an automatic function that the kid was using to hide his thoughts.

"Thanks for the offer, but no." Naruto said in an almost frigid tone as Sarutobi started to cry and beg the boy to take his organs.

"Please..."

"I said no."

"Naruto...you'll die..."

"Then I'll die." The blond snapped in irritation.

"But...you must'nt..."

"Yeah, yeah. Enough-" The blond reached out and used his jacket sleeve to wipe the elders tears away, a blank look on his face.

"You only have a few minutes left, you should use them more wisely and say goodbye to the ones who matter to you instead of worrying about me. I'll be fine."

The Hokage gave the boy a worried look. "I...have, and I don't believe you..." He wheezed. Naruto snickered at him.

"Well, it's not my fault that you know me too well, so I guess I'll just have to say it until you believe me."

The old man took the blond's hand again. "Do you...remember when you were seven..."

Naruto gave a tight lipped smile and nodded his head. "You could'nt leave me alone in the village so you started taking me on missions with you."

Sarutobi smiled a bit as the shinobi around them listened to them talk. "I...was mortally wounded...and you-" He laughed as if the memory amused him before settleing back down on the ground.

"W-Without any formal training...or knowledge of how to fight...picked up my sword and single handedly drove the enemy back...and saved me...and the village..." Sarutobi said as a smile curved his lips. Naruto grinned.

"Do you remember how that one guy screamed like a little girl when I ripped his ear off?" Naruto laughed and Sarutobi joined in.

"Th-that was funny..."

"Yeah, you even laughed at him while you were bleeding on the ground, and even said 'better you than me'."

"I still feel that way..." Sarutobi said before saying

"Thank you. For saving me that time and...the seven or eight times after. And thank you for...for...watching us all...so much. You...really...do live up to...the Fourth Hokage's expectations... Your...father would be so...proud..." Sarutobi said before his breathing slowed and his head fell back and his eyes closed. He was gone a second or so later. And so was Naruto.