(Welcome to the revamp version of this fic. Hope you enjoy it as you did before.)

In the village of Konoha one night, Naruto Uzumaki who has always been regarded as a monster by the villagers, a loser by his so called team, and just plain fool by anyone was in an angry mood as he stormed through the forest in his village, "Stupid Sasuke, showing me up and making himself out to be like he's all that in front of Suna ninja and Konohamaru! Sometimes I wish I could show him up so he and everyone else can feel how I feel!" he growled as he kicked a nearby boulder.

"Stupid Uchiha," He frowned but noticed the boulder he kicked started shaking and it started moving, "What the?" he asked as the boulder started moving revealing stairs leading underground.

"Ok, this is surprising," Naruto said forgetting about his loathing for his teammate and looked down, "No Anbu around, so no one can stop me from checking it out." He said as he went down the stairs into the earth.

As he wandered down the stairs he knew it had to be dark with only a little bit of light from candles on a wall. He then reached the bottom of the stairs and looked ahead seeing two giant metal doors, "What's in there?" he asked approaching the doors wondering how to open them, but when he stood before them they opened automatically.

Naruto walked in and found himself in some kind of research lab composed of tables with blue prints and work papers on it and high tech stuff all around, "Oh man, this place looks cool," He said as he tried reading some of the papers but the words and such were too big and complicated for him to understand, "Wonder what this place is, and if Jiji knew about this?" he asked himself until he froze and felt he heard a slithery voice call out to him.

*Hello, is somebody there?*

"Where'd that come from?" Naruto asked himself looking a little terrified.

*Here, over here*

Naruto looked for the source of the voice and looked at a machine containing two large containment tubes. He approached them and looked inside seeing each tube contained some kind of ooze substance. The first tube contained a blackish blue ooze, while the second one contained a red and black ooze.

"What is this?" Naruto asked as he put his hand on one of the tubes and suddenly the blobs jumped to the side of the tube almost like they wanted to get out and Naruto yelped jumping back, "Ok that's freaky!" he said as he looked at the two blobs struggling inside their containment units.

He approached them again, "I can hear you two. What let you out?" he asked, "I for some reason am not sure if that's such a good idea." He backed into a lever that started alarms.



Naruto saw the two units opened up and the blobs jumped out and started slinking toward Naruto who tried to run but tripped on his own feet. Naruto screamed as the two oozes stuck themselves to the soles of his sandals and started spreading all over him from bottom to the top. Naruto blacked out and was lying on the ground in some dark chamber in front of huge gates.

Naruto groaned as he stood up, "What the hell just happened?" he asked himself before he looked up at the gates and saw a grinning face, "Well lookey here. The boy finally decides to show himself." The giant fox creature cackled.

"Kyubi, you brought me here?" Naruto gasped.

"Not me I'm afraid, but something else," Kyubi explained, "And I would appreciate it if you would show yourselves!"

Naruto confused looked to the ground seeing the two blobs from before started bubbling and two figures rose up from each of them and took form. From the darker ooze rose up a black muscle bound creature with a white spider symbol on his front torso and back, his eyes were giant and white, and his mouth was filler with sharp teeth and a fork like tongue.

The second figure emerging from the red mass, transformed into a fairly built human figure that was red with black markings all over, had white eyes similar to the first creatures, and sharp looking black teeth.

"Oh yeah it feels good to finally move again!" the red creature said and tuned to the black creature, "Wouldn't you agree, Venom?"

"Yes Carnage, it's been so long," Venom agreed and they looked to Naruto, "And we have our little friend here to thank."

Naruto looked completely frightened backed away, "Please don't kill me!" he shielded himself not sure if he could fight them since they looked like they could tear him limb from limb.

The red being known as Carnage cackled like a crazy person, "We still have our terrifying touch."

Venom looked at Naruto, "Relax boy, we do not wish to hurt you, rather we want to thank you."

"Thank me?" Naruto asked.

"Yes, for so long the both of us have been trapped in those containment units." Venom said.

"But who are you two? More like what are you two?" Naruto asked.

"That's what I'd like to know as well." Kyubi said glaring down at them.

"Well Naruto Uzumaki, and Kyubi, we are Venom, and Carnage." Venom introduced himself and the red creature.

"Venom and Carnage?" Naruto asked.

"Yes. As for what we are, we are a race of beings that came from the deepest reaches of the galaxy." Venom explained.

"On earth we are identified as symbiotes." Carnage explained.

"Symbio-what?" Naruto asked in confusion as the two creatures sighed.

"It's just as we saw this boy has low intelligence among other pitiful humans." Carnage said to Venom.

"Hey!" Naruto said hearing that insult.

"Let us explain," Venom said referring to himself as we alone, "Symbiotes are a race of creatures that feed off another like a parasite. However unlike regular symbiotic creatures found on earth we do not feed off anyone until nothing is left. Rather we help them in exchange for something."

"Help them?" Naruto asked.

"Yes but rather then explain it to you like that let us give you a fast play." Venom said as he and Carnage extended their palms and black and red tendrils extended from them and stuck to Naruto's skull as he screamed as he saw flashes of memories flowed through his mind.

Such images included a young teenage boy dressing up in a red and blue spider like costume was swinging throughout a city on webbing and fighting crime, villains, and all sorts of baddies. Suddenly the memories switched to another where he saw from that one's POV fighting the spider costumed figure and all sorts of stuff, while he also saw from another POV was from the memories of Carnage fusing with one man and was causing chaos in the very city he saw from Venom's memories.

When Naruto snapped out of it he gasped, "Whoa! So that's how you knew my name and everything you read into my mind?"

"That is correct. Our time started off when we were brought to this planet aboard a space shuttle," Venom started as Carnage sat out listening to Venom explain, "It was then we bonded with that figure you saw through his and our memories, Peter Parker aka Spiderman."

"Spiderman." Naruto said in nostalgia.

"Yes when we bonded with him we granted him extra strength, speed, and reflexes making him a better hero than he used to be," Venom continued. "However he soon started growing feared of us and how we were affecting his mind making him more aggressive. He ended up separating us and we ended up bonding with another one who accepted our power. Eddie Brock a rival of Peter who blamed Spiderman for everything he lost, his anger fueled us and we bonded well together but ended up once again separated from our host and attached to a space shuttle that took us with it to outer space."

"Whoa." Naruto gasped.

"It was thanks it an interdimensional being known as Dormamuu and his right hand man Baron Mordo the shuttle was brought back to earth where we reunited with Brock once again, but what happened there Carnage will explain."

Naruto turned to Carnage who spoke, "Yes after he was brought back to earth he replicated and gave birth to me."

"Gave birth?" Naruto gasped, "But you're a guy sort of, don't women…" Naruto staggered not having the talk about the birds and the bees, but knew women were the ones who gave birth to children.

"Yes, but our race is capable of reproducing asexually, which was another reason we were brought back to earth." Venom explained as Carnage continued.

"Anyway I was created and Mordo led me to another man I could bond to, a man known as Kletus Kassady."

Naruto spoke, "Judging from the memories you showed me, that guy was a complete and utter psychopath."

"Yes his insane personality bonded well with me," Carnage continued, "Anyway both Venom and I were hired by Dormamuu to steal an interdimensional portal machine in order for him to enter our world, as payment for giving us life."

"So what happened then?" Naruto asked.

"Venom split after paying his debt and went to finish his own unfinished business while I stuck around and collected life forces from humans to feed Dormamuu in order for him to escape his own world," Carnage continued, "But Venom ended up teaming up with Spiderman, and another hero known as Iron Man to defeat me sending me and Dormamuu back through the portal. I had hoped to bring along another but Venom got in the way leaving us both stuck in the dimensional hole."

"What?" Naruto looked to Venom.

"During Brock's time spent in a psychiatric ward he grew to love the doctor who was trying to help him. When Carnage kidnapped her Brock sought to rescue her even if it meant teaming up with the one he despised the most." Venom explained.

"So Brock sacrificed himself to save the doctor, in the end he probably wasn't as bad as the memories showed," Naruto said to himself, "Now then Venom why have you been referring to yourself as 'we' while Carnage refers to himself as 'I'?"

"It's simple," Venom explained, "When a symbiote bonds with a host the host shares his body with the symbiote but if the host and symbiote don't fully bond together the host refers to itself as 'we'."

Carnage then explained himself, "When I said Kassady's insane personality bonded well with me, I meant it. His mind fit so well with me we were able to refer to ourselves as one."

"Wow, but how'd you two end up here?" Naruto asked.

"When we both were pulled into the portal and it closed we remained in that limbo of a dimension for many years until our hosts died out unable to continue living forcing us to separate, and with no hosts around we almost died out." Venom explained as Carnage took over.

"Until we were suddenly pulled into this world by these humans who sought to experiment on us, but soon grew feared of us as they tried to use our power but could not control it," Carnage explained, "So they left us here to rot. During our time incarcerated here we finally grew our chance to understand each other, but we still loathe one another mainly for how we ended up defeating one another."

"Until you arrived and released us." Venom added.

"Yeah I got that in." Naruto said remembering how they spreaded over him.

"We looked into your mind and saw everything that's happened to your life up until now." Venom said.

"Yeah, seems your life sucked more than Brock's or Kassady's." Carnage chuckled.

"Should I feel complimented?" Naruto asked feeling confused.

"And we also saw how much you strive to be the best in this whole village that treat you like a plague," Venom said, "But why go through all this trouble for people who loathe you for something you have no control over?"

"Otherwise it'd only be giving them their satisfaction." Naruto replied knowing it would only make him look like a monster if he tried fighting back.

Then the two symbiotes looked up at Kyubi, "And you Kyubi, we also looked into your memories and saw just what happened thirteen years ago," Venom added, "How funny isn't it that the boys own father would seal something like this inside him."

Naruto jerked up hearing that, "Father?"

Kyubi looked down, "That's right boy, what you heard in class about how the Yondaime killed me was a lie, he in fact sealed me within his own child."

"But that means the Yondaime Hokage is… My dad?!" Naruto shouted.

"Well duh, I'm surprised you haven't noticed why you bear a resemblance to him." Kyubi said like a smart allec.

"Maybe because I've been too busy running from village mobs and ducking attempted murders on me to notice!" Naruto shouted.

"Good point, but yes your father sealed me within you sacrificing his life for the village he ruled." Kyubi said.

"My dad was a hero," Naruto gasped but remembered the symbiotes were there, "Ok then you two what do you now want since I freed you?"

"We've grown too weak from being hostless for so long we barely have the energy to bond with you now," Venom said, "Which is why we've decided to fuse ourselves together into one symbiote strong enough to bond with you."

"But you said you hated each other, why would you want to fuse together?" Naruto asked being skeptical.

"Yes we have nothing but loathing for each other, but the fact is we need each other now if any of us are to survive." Carnage explained.

"You said the host of a symbiote is granted power, what do you have to offer me?" Naruto asked wanting the details.

"When we first fused with Spiderman, we enhanced his original spider powers. But when we separated we copied his own power and passed it onto Eddie Brock." Venom explained.

"Being the spawn of Venom gave myself powers similar to his however unlike spider webbing I am capable of extending my own tendrils and such throughout my body, along with turning my own hands into weaponry sharper than anything you could imagine." Carnage chuckled.

"So what're your weaknesses, I know just about everything has a weakness." Naruto frowned wanting to know more.

"Well since you asked so nicely we'll tell you," Venom answered, "We both only have two weaknesses one of which Spiderman used on us so many times were loud sonic noises along with intensive heat."

"That's all?" Naruto asked.

"Yes." Venom nodded while Carnage nodded as well.

"So whaddaya say kid, wanna have real power that no one in the village could ever offer you?" Carnage asked.

Naruto looked feeling tempted but knew at his current level he could never surpass his rival Sasuke, "Well I'm still not sure how having you inside me will do with my mind, but I also want to make an image of myself in this village, an image ninja and villagers will know whenever they cross paths with me. However from what I saw of Spiderman's memories I too agree with what he lived by with great power comes great responsibility. All right then you guys I accept!"

"Perfect," Venom said, "But before that Carnage and us must perform our final act as two symbiotes and become one."

"When that happens what will happen to you two?" Naruto asked.

"Our bodies and minds will become one, meaning we as one shall share both memories as if they were lived by one person," Venom explained, "We will no longer be known as either Venom or Carnage, but an even greater force that'll be up to you to decide."

"We've wasted enough time Venom! Let's just get this over with." Carnage said feeling irritated.

"Yes the time has come," Venom said as the two stood side by side, "Farewell Naruto Uzumaki we shall see you again real soon!"

The two creatures dissolved back into their oozy forms that started sticking onto each other becoming one mass of red and thicker bluish black with white eyes. Naruto gasped upon seeing the new symbiote ooze before him, "So you are no longer two but one, well then come on you and I together we'll show the ninja world what a 'catastrophe' we are!"

Kyubi watched as the new symbiote bonded into Naruto and he screamed and once again blanked out.

The very next morning Naruto woke up in his room of his run down apartment. He was lying in bed in his boxers, "Ugh our head," He groaned but noticed he was home, "We are home."

He got up and walked to his mirror and was surprised at his reflection was not like what he looked like. He appeared taller making him about the same height as his fellow rookies, had a six pack chest, and his blonde hair had a few streaks of black and red in them.

"We look and feel magnificent!" Naruto chuckled, "We better get to the team meeting now before the others show up," He went to his closet and saw it was filled with nothing but his orange jump suit, "This will not do!" he grabbed the outfits and tore them apart, "We refuse to wear such disgusting rags!"

Suddenly black and red mass extended from Naruto's body, and took the form of a brand new outfit. His new clothes were composed of his shinobi sandals, black and red shinobi pants, a red muscle shirt with a black spider symbol on it and a long black no sleeve coat, the headband around his forehead had it's clothe replaced by a black cloth.

"Excellent, now then time to go!" Naruto said as he went to the window and started jumping from his balcony doing all sorts of acrobatic like moves from roof to roof, "Yeah! This is awesome!" he chuckled as he was doing reflexes he could never do before.

He had arrived at the training ground very early and knew his team would arrive at their regular time, while Kakashi would be late as usual. "Now may be the perfect time to try out these new powers of ours." He said to himself as he heard a voice.


"Kyubi is that you?"

"Yes Naruto our minds have no linked meaning I can hear your thoughts as you can now hear mine."

"So what do you want we have training to do."

"I know, but listen I know of a way to help your training go by faster."

"We're all ears." Naruto replied.

"Shadow Clones," Kyubi answered, "Up until now you've only used your shadow clone jutsu as merely replicating yourself to take on others, but you have yet to learn its true purpose."

"True purpose you say?" Naruto asked.

"That is right; shadow clones learn and grow just as you do on your own. However when dispelled everything they have ever learned will be transferred to you."

"Meaning the more shadow clones and us train the stronger we will get faster."

"Precisely." Kyubi replied.

"Excellent, with this method we will have perfect control over our new abilities in a matter of days." Naruto smirked as he went further into the forest not wanting to be seen by his teammates.

When he was in a secluded part of the training field his clothes transformed into his new symbiote form which had a build like Carnage and the coloring was red like Carnage and hand thick bluish black sections of his body from Venom, had a white spider symbol on front while the backside that was all red had a black spider symbol, his face now appeared to have Carnage's eyes, and Venoms sharp teeth and fork tongue.

"Yes, this new form suits us well." Naruto or Catastrophe said flexing his muscles.

Naruto then summoned about fifty clones. While the real Naruto was working out with exercising, ten clones practiced on using the spider webbing abilities the symbiote granted him. They used the webbing to swing from branch to branch just like how Venom, Carnage, and Spiderman did. They even practiced spinning giant webs, and making web hammocks.

Ten more of the fifty clones practiced their Taijutsu and tested their strength. The clones were fighting out just how much they could possibly lift do to the affects of the symbiote. They managed to lift giant boulders and ripped trees from out of the ground and swung them like bats knocking down several other trees.

Another ten were practicing their reflexes jumping from tree to tree in the forest to determine just how far they could jump before needing to use their webbing to catch hold of something.

The next ten were practicing with the ability to turn his arms into sharp weapons like claws, blades, and even firing sharp nail bullets at targets. The remaining ten were working on chakra control for two hours until Naruto's new spider sense picked up his teammates Sakura and Sasuke approaching but didn't pay them any mind. Naruto dispelled his clones ten each to avoid massive overload.

Soon all fifty clones memories and experience was transferred into the original, "Ah yes this is excellent, now that we are in better control of our powers we feel more confident on what to do with them." he said to himself before he powered down back to his human form.

Naruto decided to join everyone seeing Kakashi showing up and Sakura bashing him for being late until they noticed Naruto approaching, "Naruto you're even later than sensei, you better have a good reason for it."

"And what if we don't Sakura, what're you going to do about it?" Naruto shot at Sakura who growled.

"What's with the new look, you trying to act all cool and all. We'll its not enough." Sasuke spat.

Naruto frowned, "Be quiet Sasuke! You know nothing of our new look or anything else for that matter!"

"Why I oughta!" Sakura growled wanting to deck him but Kakashi intervened.

"Ok that's enough," Kakashi said, "Now then I called you all here because I've decided to give you these." He handed his three students forms.

"Wait a minute these are." Sasuke started.

"Admission forms to participate in the Chunin Exams." Sakura finished.

Naruto said nothing but smirked to himself as Kakashi spoke, "Yes I feel all of you are ready to participate in them. Sign that form and turn it in at the ninja academy three days from now." Kakashi explained but while he may have been looking at his hyperactive student who wasn't being his all hyperactive self at all.

"If this is all there is today sensei we will take our leave now," Naruto said as he was prepared to leave before Kakashi stopped him, "Actually Naruto the Sandaime would like to have a word with you."

"Does he now? Very well we'll see you all in three days." Naruto said running off not wanting to show his team his new powers just yet.

Kakashi looked at the two, "Why is he referring himself in plural?"

"We don't know sensei." Sakura answered.

"Like it matters, it only makes him look more like an idiot." Sasuke replied.

"Yeah what he said." Sakura agreed and Kakashi sighed at their behavior and was concerned for Naruto.

Meanwhile at the Sandaime's office Sarutobi was reading an orange book until a voice called, "Morning Jiji!"

Sarutobi thinking he was about to have a panic attack calmed himself before he looked up at the ceiling seeing Naruto on the ceiling like a spider. "Naruto, you almost made my ticker stop."

"We apologize Jiji, we woulda thought you'd be more alert." He chuckled before dropping to the ground.

"I assume you know why I called you here?" Sarutobi asked.

"Not really, but if you hum a few bars we can fake it!" Naruto chuckled insanely again.

Sarutobi felt a little nervous at Naruto insane laughter but had to be professional about it,

"Naruto what did you exactly find down in that lair?"

"Well Jiji you better listen and listen well because we don't want to repeat ourselves." Naruto said as he started telling Sarutobi the whole story about what happened with him down in the lair and about Venom and Carnage as well.

"Well Naruto this all seems very extraordinary." Sarutobi admitted.

"We admit we were a little unsure about it ourselves, but rest assured while we refer to ourselves as we do now, make no mistake we're still the same Naruto, only bigger, badder, and stronger!" Naruto declared.

"I'm surprised from what you told me about Venom and Carnage you haven't lost your will to them and did something you'd regret already." Sarutobi said.

"Well our new symbiote we dubbed Catastrophe is the combination of both symbiotes, and Venom who's been bonded with Eddie Brock seems to have inherited some of his honorable traits that balances out Carnage's insanity effects on our mind," Naruto explained, "But we will say this, we will not sit by and let others mock and look down on our existence, be they enemy ninja or allied ninja we will not take kindly to those who crosses the line with us."

Sarutobi sighed knowing that if the council found out about this they would never let him hear the end of it, but he couldn't blame Naruto for his new behavior since the villagers messed up his whole life, "Very well Naruto I understand."

"Good, and now old man let's talk business about our father." Naruto said getting more serious about the issue he brought up.

"Father?" Sarutobi asked pretending to be clueless.

"Do not pretend to not know what we're talking about. Our father is the Yondaime Hokage correct?" Naruto asked putting his face across the desk to Sarutobi, "The same Hokage who sealed the Kyubi inside us branding us as a reminder to all those who lost everything in the invasion!"

Sarutobi looked down in guilt, "Yes Naruto it is all true. The Yondaime Hokage Minato Namikaze is your father."

"That's just what we wanted to hear, and now we demand everything that rightfully belongs to us, everything he had must've been left to us." Naruto started, "We want it all!"

Sarutobi was surprised to see him demanding so much but had to act as Hokage, "Very well Naruto I shall give you all of that originally belonged to your father, but you must first prove yourself in the Chunin Exams to show if you have what it takes to take ownership of them."

"A challenge is it?" Naruto asked, "Very well Jiji we accept. The Chunin exams will be the starting point of our new life. Now if you'll excuse us we still have more training to do." Naruto said as he went to the open window and jumped out of it and started web slinging throughout the village.

Sarutobi watched as Naruto web slinged away, "Oh Minato look what's become of Naruto. I don't know whether it's good or bad that he's finally decided to grow up. But still I worry for him."

(And that's the chapter. I'll reupload it all and hope you're all still interested in it.)