Sakon and Tayuya head onwards with the Konoha team hot on their trail. The boys note that it's getting dark. If they act now, maybe they can finish off the last two of the Sound. But Shikamaru cautions them not to be too hasty and reminds them that he's in charge.
While the remaining Sound worry that they'll be too late to save Orochimaru. There were too many distractions - first the Jounins and now this Genin team - but they should still be able to deliver Sasuke by tomorrow's deadline. Meanwhile, Shikamaru holds a strategy session with Naruto and Kiba to explain why attacking after dark is a bad idea. They don't have Neji's byakugan to rely on, Akamaru's keen sense of smell isn't enough, and Shikamaru can't use his trademark Shadow Bind technique if a cloud blocked the moonlight. If something went wrong now, they'd lose Sasuke for sure.
Meanwhile, Orochimaru screams in agony as his arms decay before his eyes. He watches the blood mix with water and pour into the shower drain knowing that his time in this body will soon end. Kabuto begins preparations for a body transfer, but Orochimaru is transfixed on holding out until Sasuke arrives. Kabuto tries to rationalize - if he doesn’t transfer bodies now, he'll lose everything - but assures his master that he'll send Kimimaru after Sasuke to ensure his safe and speedy delivery.
Kabuto heads underground and releases the seals that have held several dozen prisoners confined beneath Orochimaru's lair. He looks down on the men and declares that today, one shall walk free… but only one. With that, he walks away, leaving the prisoners to brawl until only one man remains alive.
Next, Kabuto breaks the news to Kimimaru that his successor has been found. He's from an advanced bloodline and has been given the Heaven seal (equal to Kimimaru's Earth seal). As Kimimaru reflects on this, his heart speeds, and the severity of his illness weighs upon him. He asks Kabuto how much time he has left. Kabuto avoids the question, but Kimimaru explains that people need a reason to live. God gave men freedom to discover their purpose, and that is what brings meaning to their lives. Kimimaru has always lived to provide Orochimaru his body, but now, a new vessel is on the way.
Orochimaru uses genjutsu on the victorious prisoner. An enormous serpent appears behind him, ready to devour the cowering survivor. Orochimaru soothes him by offering to grant one wish. He asks that all members of his clan - including the ones used as experiments - be released. Orochimaru grants this and transfers his soul into his new body. Kimimaru watches as his purpose fades. Now, Orochimaru will be unable to transfer bodies again for a few more years, and there's no way Kimimaru will hold out that long. He decides there's only one thing he can do. Retrieve the new vessel, even if it costs him his life. That is how he will thank Orochimaru.
Cut to the Konoha team, who are about to attack the Sound. Naruto Kage Bunshins and forms rasengan but Sakon is able to catch Naruto's hand before he can hit. Kiba attacks, but misses Sakon and hits Tayuyua. She turns and finds herself trapped in Shadow Bind, giving Kiba enough time to grab the barrel and flee into the forest - mission accomplished.
Irritated, Sakon goes level 2 and heads after the thieves.