Orochimaru transfers his soul into his new vessel while Kimimaru heads out to retrieve Sasuke. Meanwhile, Naruto and the boys have a slim lead on the two Sound as they race home with Sasuke still pickling in the barrel. Akamaru sets a few explosion traps to slow down the Sound, but Sakon catches him and ties an explosion tag to the poor puppy. Kiba immediately goes to help his faithful friend, but the three are caught in the explosion and thrown over a nearby cliff.
Meanwhile, Tayuya catches up with Naruto and Shikamaru. Shikamaru demands that Naruto take Sasuke and go while he stays to fight her. Suddenly, Kimimaru appears, re-capturing Sasuke almost effortlessly, and reprimands Tayuya for the delay. She asks why… and how he's here. He explains that he is no longer moving with his body, rather his spirit. He pets the barrel lovingly - this container holds Orochimaru's dream.
Naruto rushes Kimimaru but Tayuya smacks him back to Shikamaru's side. Kimimaru will leave the Konoha boys to her, while he returns Sasuke to his master.
Shikamaru gives Naruto a quick heads up before taunting Tayuya that it's 2 against 1. He and Naruto fake a double attack, but Naruto jumps over her and heads after Kimimaru, while Shikamaru goes for Shadow Bind.
Meanwhile, Orochimaru reminisces about Kimimaru. He was a perfect being, stained in darkness. And he idolized him. That was the soul Orochimaru truly desired. If only his body hadn't been infected with the disease.
As Naruto gets closer to Kimimaru, his fox features become enhanced, and soon, his eyes are glowing red and his fangs become prominent. When the two confront each other, Naruto demands to know why Orochimaru is after his friend. Like all good baddies, Kimimaru explains Orochimaru's true intentions - that his body isn't immortal, so he needs a new, stronger body every so often. Sasuke is to be his new vessel.
Back at the Tayuya/Shikamaru fight, Tayuya asks Shikamaru how many team members they're willing to lose to retrieve Sasuke. Shikamaru explains that he's in charge and his team is dedicated to retrieving their kidnapped teammate even if it costs them their lives. Besides, he believes in them and is certain that no one has died. Cut to Kiba, who is going head to head with Sakon.
Tayuya uses her Kuchiyose no Jutsu to summon 3 large spirits and controls them with her instrument while Naruto Kage Bunshins to surround Kimimaru.