"Battle of Valley of Clouds and Lightning" (雲雷峡の闘い, Unraikyō no Tatakai) is episode 142 of the Naruto: Shippūden anime.
As the Eight Man Squad stand on the ruins of the Uchiha Hideout, Kakashi orders them all to fan out and track Sasuke's lingering scent. However, the scent is too faint and, unable to locate Sasuke and their mission to find Itachi being a failure, Kakashi decides that they should all return back to Konoha.
Elsewhere, Tobi finds Sasuke staring up at a full moon, the latter claiming that every time he does so, he is reminded of that fateful night. Sasuke tells him that he is able to access repressed memories of that night, including awakening his Sharingan for the first time and chasing after Itachi, who looked back at him as tears fell down his face. Sasuke had believed that he had imagined it, but the memory of the tears convinces him that the story he heard was true. Meanwhile, Tobi manages to locate Kisame, who had decided to leave the Akatsuki following Itachi's death. Tobi, however, changes from his goofy voice and demeanour to a more serious one and removes his mask, and Kisame recognises him as Madara Uchiha, the former Mizukage himself. Surprised that Tobi is actually Madara and that Madara is pulling the strings, Kisame decides to rejoin the Akatsuki.
In their hideout, Tobi asks Sasuke what his intentions are, and Sasuke responds that he plans to kill the elders of Konoha to avenge Itachi and their clan but does not care what happens to the villagers. Tobi then proposes to Sasuke and his team that they work together to find the tailed beasts in order to achieve their goals. Madara explains that there are nine of them, whom the First Hokage used to control and use to settle conflicts. As a sign of the nations' alliance, the First Hokage had given a tailed beast to every nation. Madara asks Taka to join the Akatsuki since they are low on manpower, following the recent deaths of their many members, and tasks Taka with capturing the Eight-Tails while the Akatsuki capture Naruto, the jinchūriki of the Nine-Tails.
Outside, Madara has a conversation with Zetsu and expressed his gratitude that Itachi is dead, since without him around to stop them, they may finally invade and destroy Konoha. Zetsu inquires as to why Itachi would have passed down his Amaterasu to Sasuke if he did not know that Madara knew the truth, to which Madara responds that it was most likely to prevent Sasuke's induction into the ranks of the Akatsuki. Madara claims that with Itachi gone and Sasuke taking his place, his plans are finally coming to fruition.
On their sojourn to find the Eight-Tails, Sasuke uses his Mangekyō Sharingan's genjutsu to interrogate Kiyoi Yotsuki, a shinobi from Kumogakure, who reveals that the Eight-Tails' jinchūriki is a man with a tattoo on his right shoulder and numerous blades in his possession, and that he is at the Valley of Clouds and Lightning. After arriving at the valley, they find themselves face-to-face with a rapper named Killer B, who is the jinchūriki of the Eight-Tails. Suigetsu attempts to attack him with his Kubikiribōchō, only for Killer B to use his strength to pry the blade away from him; Jūgo attempts to attack as well, but Killer B uses the Kubikiribōchō to defeat him. Seeing his defeated teammates, Sasuke decides to step up and handle the jinchūriki himself, claiming that he wishes to acquire the tailed beast in order to use the Akatsuki in his quest to destroy Konoha.
|Role||Seiyū||English Voice Actor|
|Naruto Uzumaki||Junko Takeuchi||竹内 順子||Takeuchi Junko||Maile Flanagan|
|Sakura Haruno||Chie Nakamura||中村 千絵||Nakamura Chie||Kate Higgins|
|Kiba Inuzuka||Kosuke Toriumi||鳥海 浩輔||Toriumi Kōsuke||Kyle Hebert|
|Hinata Hyūga||Nana Mizuki||水樹 奈々||Mizuki Nana||Stephanie Sheh|
|Yamato||Rikiya Koyama||小山 力也||Koyama Rikiya||Troy Baker|
|Kakashi Hatake||Kazuhiko Inoue||井上 和彦||Inoue Kazuhiko||Dave Wittenberg|
|Sasuke Uchiha||Noriaki Sugiyama||杉山 紀彰||Sugiyama Noriaki||Yuri Lowenthal|
|Suigetsu||Takashi Kondo||近藤 隆||Kondō Takashi||Grant George|
|Jūgo||Shuhei Sakaguchi||阪口 周平||Sakaguchi Shūhei||Travis Willingham|
|Karin||Kanako Tojo||東條 加那子||Tōjō Kanako||Ali Hillis|
|Killer B||Hisao Egawa||江川 央生||Egawa Hisao||Catero Colbert|
|Madara Uchiha||Naoya Uchida||内田 直哉||Uchida Naoya||Neil Kaplan|
|Kisame Hoshigaki||Tomoyuki Dan||檀 臣幸||Dan Tomoyuki||Kirk Thornton|
|Zetsu||Nobuo Tobita||飛田 展男||Tobita Nobuo||Travis Willingham|
|Tobi||Wataru Takagi||高木 渉||Takagi Wataru||Michael Yurchak|
|Yotsuki shinobi||Chikara Osaka||逢坂 力||Ōsaka Chikara||Kyle Hebert|
|Audio recording producer||Kanako Tojo||東條 加那子||Tōjō Kanako|