While Naruto continues his training with Gamakichi and Gamatatsu, Yamato, Sakura, and Sai prepare to leave and back-up Kakashi's group. As Guren and her gang prepares to intercept Kakashi's group, Yukimaru grows concerned for her safety and gives her a charm in hope of a safe return.

Having no other choice against Pain's powerful and strange summonings, Jiraiya undergoes a powerful transformation to go up against Pain with the help of the Toad Sages. Will this Sage Mode be enough for Jiraiya to take on not only the Pain he's been fighting, but two more as well?

Jiraiya realizes that the six Pains are all ninja he's met before. Putting various pieces of information together, Jiraiya figures out Pain's true identity, but Pain doesn't intend to allow Jiraiya to leave with that information alive. Elsewhere, the fated meeting between Itachi and Sasuke arrives, and Sasuke foresees Itachi's death.

Sasuke's long awaited battle with Itachi begins with the Uchiha brothers throwing genjutsu after genjutsu at each other. Sasuke seems to have Itachi cornered and asks him a few questions of the Uchiha massacre. Is Itachi not the only one involved in the Uchiha massacre? And does Sasuke still not possess enough hatred to defeat Itachi?

Sasuke fights Killer Bee and is injured by his swords. Karin heals him, and Sasuke, Suigetsu, and Jugo then begin a combined assault on Bee until he decides to use the Eight-Tails' power. Sasuke is injured and revived again by Jugo, who regresses in age as a result. All healed, Sasuke unleashes Amaterasu on Bee, finally able to subdue him. Meanwhile, two Cloud ninja watch the fight from a cliff, and they notice the Uchiha crest on Sasuke. They rush the news to Bee's big brother, the Raikage.

As Pain tells Naruto about why he does what he does, Hinata appears on the scene and confesses her feelings to Naruto. In order to save him, she attacks Pain... Things are about to get messy and Naruto is about to go over the edge!

Naruto's rage pushes him to unleash six of the Kyubi's tails against Pain. In order to combat this menace, Pain is forced to rely upon his most powerful technique to stop Naruto. Will Pain succeed in defeating Naruto, or will the most unexpected of allies appear to calm Naruto down?

Konohamaru is eager to fight alongside his senior ninja in the coming war, but his young age prevents him from being assigned to the battlefield.