A/N: And again, another story! Now, I know there's been a bunch of Naruto/Venom/Carnage/some-conglomeration-of-the-two fanfics—I'm reading one right now—but why hasn't anyone decided to give Naruto all the symbiotes? Venom, Carnage, Phage, Lasher, Hybrid, Toxin, maybe even Anti-Venom, Sym-Wolverine/Vulture/Electro, maybe even Symbiote versions of Marvel heroes? Like Thor, Captain America, Iron Man, etc.? And maybe some X-Men; I will be doing this. I will also have him make some Naruto characters part of his Hive; as for the female canon symbiotes, I don't know what to do with them yet, so we'll cross that bridge when we get to it.

Disclaimer: I do not own Naruto, Spider-man, or Marvel

"Hey"- Human speech

'Hey'- Human thought

"Hey"- Jutsu/Symbiote/Demon speech

'Hey'- Symbiote/Demon thought

Let's begin.

Naruto was running through the trees, hefting the Forbidden Scroll of Seals over his back, a triumphant smirk on his face as he had just 'distracted' the Sandaime with his Oiroke no Jutsu and 'stole' the scroll for his secret test Mizuki-sensei told him about after he failed the public genin exam. He jumped down to the agreed-upon meeting place, an empty clearing out of the way, and set down the scroll, rolling it open and looking for the minimum one technique he needed to pass the test.

"Kage Bunshin? Hell no. Shiki Fuujin? The heck is that? Ooh, Big Head no Jutsu. So that's where Iruka-sensei learned it. Hey whats this?" Naruto went through the scroll until he found an odd seal; it looked like a writhing mass of tentacles, he could swear he saw them moving. His 12-year-old attention span piqued, Naruto channeled chakra to the seal, and his world went black.

(Outside Naruto's POV)

With his chakra channeled into the seal, the seal of the mass of tendrils sprang to life, launching itself for Naruto's face before he could even register what happened.

Naruto's mind was unconscious, but his body still stood, as he clawed at his face, writhing in pain as the black mass bonded with him. Then the mass that overtook his entire body seemed to cycle through a process; first, it became a heavily muscled figure, clawed fingers and gaping maw filled with frightening teeth and a slithering tongue lashing with saliva, then a black and red figure with his maw open in an insane cackle, small tendrils whipping all over its body, then a somewhat more built version, in orange, with spikes and blades popping up all over its body, then a slim, green figure, tendrils lashing everywhere, then a red figure, 'horns' made of tendrils sprouting from his brow, just above his large white eyes, bone-white claws, and 'wings' made of finger-shaped tendrils, then a figure starting blood-red from the top, bleeding into black at the bottom, glowing white eyes, then what seemed to be an invert of the very first figure, all white with a black spider symbol and eyes, but smaller white eyes in the black form on his face, a slimmer build, only for the face of the first figure to sprout from his shoulder and grab the new form in its maw, slowly overtaking the white form, eradicating it but making the black figure whole again, then a cacophony of many tendril-gifted figures, all sorts of qualities specific to them, until he reached the apex, exploding in power, causing some trees to groan under the wave of stress that dispersed from it, leaving the panting Naruto standing up, his head bowed.


The Kyuubi no Kitsune, thought to be vanquished twelve years ago, when in reality it was sealed within Naruto, was currently dying, as tendrils crawled over its prison, slowly crawling up its body, until it overtook the entire hulking form of the chakra construct, as it let out a final death howl as the Kyuubi's mind was destroyed. But instead of merely consuming the power of the Kyuubi, the mysterious mass assimilated it into its form, slowly turning it into a red and black form, large white eyes where its own used to be, from snout to the base of its ears, its maw covered in wicked fangs, as its claws took on the black sheen, its tails becoming tendrils, as spikes formed all over its body.

The Kyuubi no Kitsune was dead, and in its place; Devastation.


Naruto still stood, as Iruka appeared and began to admonish the boy for stealing the Forbidden Scroll of Seals, only for him to be ignored during Naruto's trance. When he approached Naruto and shook him by the shoulders until he saw his face, he regretted his actions; on Naruto's face was a black mass, the face of the first form his took, as it slowly overtook his entire body, and he grew to tower over Iruka.

"Feed. Us." Naruto/Venom growled out as he grabbed Iruka by his shoulders and lifted him towards his gaping maw, only to stop and sniff the man. "Iruka. Sensei?" He growled out questioningly, only for his answer to come from a shuriken embedding itself into his neck. Dropping Iruka and roaring in rage at being attacked, Venom spun around, the weapon popping out of his flesh as the wound closed, and saw a sneering Mizuki brandishing a Fuuma Shuriken.

"So, they Kyuubi shows himself. I guess this saves me the trouble of telling you you're the Kyuubi no Kitsune; fine, guess that saves me the energy so I can kill you!" With a maniacal roar, Mizuki lunged for the hulking black figure, only for his face to be caught by a large black hand, his wrist broken, dropping the large shuriken.

"Huuuungeeeerrrr…" Venom hissed out as he drew Mizuki closer to his waiting maw. With little difficulty, Venom consumed Mizuki, ignoring the green visage of Iruka and the screams from within from Mizuki as he was slowly broken down and assimilated into energy for the symbiote. Once Mizuki's cries stopped and Venom swallowed and felt the energy surge, he roared to the sky, his tongue lashing the air.

Panting slightly in an excited rush, Venom slowly shrank, reverting to his host, Naruto, who then passed out, Iruka catching him before he could hit the ground. Knowing he would get no answers from the unconscious child, Iruka merely brought him, and the Forbidden Scroll, to the Sandaime, ending the search party of every shinobi Chuunin and up.


Naruto awoke in what appeared to be a sewer, only without the horrible stench or any refuse within the ankle-deep waters. Finding no source of light except a faint red glow in the distance, Naruto followed it, appearing in front of a cage made of tendrils reaching up into the ceiling-less darkness, a pair of huge white eyes, torn near the edges like paper, stared blankly ahead, but Naruto felt they were fixated on him. "Um… are you the Kyuubi?" Naruto asked, remembering what happened when that thing took over him, remembering Mizuki saying he held, and was, the Kyuubi no Kitsune.

"Kyuubi is dead." A distorted voice said, though it sounded like a hundred voices trying to merge into one.

Naruto's eyes widened; if the Kyuubi was dead, wouldn't that mean he was dead?! He was freaking out, praying to Kami to not die!

"We ate him. You are free." The voice added, stopping Naruto in his tracks.

"What are you talking about? Mizuki-teme said I was the Kyuubi; with how the villagers act, it's probably true… And now that you supposedly ate it, I'm gonna die." Naruto said somberly.

Tendrils formed around his feet, separating into a number of masses as they slowly built up a few of the many forms Naruto shifted into when he was first bonding with the symbiote.

The first was the black form he took to kill Mizuki. "You were never the Kyuubi; that fool and this village's inhabitants are all blinded by sorrow for their lost ones twelve years ago and took it out on you."

The small red creature with what seemed to be a perpetual grin with his terrifying maw continued, small tendrils lashing in the air behind it. "But now, you have the power to fight back. We may have eaten all your normal chakra, but the Kyuubi's was too powerful and strong; you can still be a ninja." Its voice was screechy.

Last was the invert of the first form, as it seemed the most mentally cohesive. "We are symbiotes, beings from another planet. We bond to humans to survive, and in return, they attain unimaginable power. Due to something that happened many years again that we will not go into, every symbiote in existence now resides within you, and our minds have been pooled together into a single entity, capable of cognitive thought. You can use our many forms, but you have your own form: the Kyuubi."

They all cast their heads towards the Kitsune-like symbiote that seemed to be the hub of their collective minds. Again, masses of tendrils formed behind the initial three, forming every form Naruto has at his disposal; there were so many, they seeped into the darkness beyond them.

" We are… Venom."










They continued until their voices were all working as one.

"We are Devastation."

They finally said together. Naruto was surprised that these supposed savage creatures were willing to work together, but mused that with their power, he could become the strongest shinobi in existence. Deciding that, since he already had something living inside him, trading one for another, or a couple hundred if his headcount told him right, wouldn't be that much different. Nodding reassuringly to himself, Naruto turned towards End, as the other symbiotes around him slowly sunk into it. "I accept you as my tenant and will use your power to make us strong." Naruto agreed to the foreign creature.

Nodding down to him, symbiotic goo slithered across the ground towards Naruto until it met his foot, then shot across his skin until it completely overtook him. As the goo settled, it consumed his clothes and became new clothing for him.

Before these events, Naruto wore a bright orange jumpsuit that screamed 'Kill me!' but now he wore clothing belonging to a shinobi; black muscle shirt, shinobi pants with a kunai and shuriken pouch strapped to both his thighs, steel-toed boots, fingerless gloves, and a sleeveless cloak, hood covering his bright blonde hair, shadowing his face. As the goo settled, a symbol formed on his chest. Like the spider symbol of Venom, a similar symbol formed on the shirt: a kitsune resting on its haunches, leering menacingly forward, its nine tails stretching across the shirt like how the spider legs did until they met a swirl on his back, also in white.

Smirking down at it, Naruto gave a foxy grin towards End. "Liking the new clothes. So do I have to train for the different forms?" He asked.

"Yes, but now is not the time. You must speak to your village leader. Tell him everything; he cannot stop our evolution." With its cryptic piece said, Devastation forcefully shoved Naruto from his mind, into the waking world.

Naruto awoke to the gobsmacked eyes of the Sandaime and his Academy sensei. Standing up, he noticed he was much taller, and felt… whole. "Uh, hey Iruka-sensei, jii-san." Naruto waved nervously, noticing his voice seemed a few pitches deeper. Looking down at himself, Naruto saw he was wearing the new clothes he got in his mindscape, and he was much taller than he was before. 'Sweeeet.' Naruto said in his head.

He was knocked out of checking himself out by a rather loud throat clearing, courtesy of the Sandaime. "Naruto… care to explain?" This was not the grandfather figure asking him kindly of something; this was the Professor of Shinobi half-demanding him to explain.

Gulping silently, Naruto nodded his head and began weaving his tale, including the encounter with the black goop and meeting End. He even threw in that the symbiote had essentially devoured Kyuubi's body and left him the chakra to use and control. By the end of his tale, Iruka and the Sandaime were gobsmacked at what he told them. When Hiruzen asked for proof of this 'Devastation', Naruto morphed into his symbiote form, becoming the fox-like human-shaped symbiote in front of them, terrifying Iruka slightly. Sarutobi had labeled everything they spoke of today as a SS rank secret, the penalty being death, which the Chuunin and newly instated Genin gulped and nodded to. Hiruzen bade them goodnight, Iruka using Shunshin to go home, while Naruto walked out of the Tower, deciding not to go home yet, as he wanted to try out some of his symbiote forms starting with Symbiote Vulture. Jumping onto a rooftop as the black goo spread over his body, turning white at his shins and forearms, mimicking gloves, as his head formed an odd crest of two points sweeping back, his middle and ring fingers fusing together into wicked talons as tendrils burst from his shoulder blades, odd weapons appearing in their grasp to mimic wings; they looked so advanced, they shouldn't belong in this world, but Naruto didn't care. Giving his wings an experimental flap, Naruto soon took to the skies, whooping as he was surely the first shinobi to achieve legitimate flight. Eat your hearts out, Onoki and Mu, Naruto ain't hovering; he's flying!

Flying home, Naruto perched himself on his roof as he stared at the moon, finding peace within himself in the night.

End Ch. 1

I don't have much to say here, so just tell me what you think.

Ja ne!