Disclaimer: I did not create therefor I do not own the Ninja Turtles. I just play around with them. They should be afraid, very, very afraid.

Warnings: Swearing, Fighting, Possible blood and gore. You know the usual.

Rating: T for Teen (just to be on the safe side)

Authors Note: This is the first story for the TMNT group. I apologize if they are out of character, I am still having trouble getting down their personalities. This is unbetaed so all spelling and grammar mistakes are mine. Other than that enjoy the story.

Master Splinter was the first to go. He was getting on in years and one winter was just harder then the rest. In the summer he got sick and after several months of fighting the sickness, his body just gave up. His death was probably the easiest to deal with. He and his family had time to say their goodbyes. But it was his death that started the others on their path.

He remembered sitting with his Master the night he slipped beyond his reach. He made his Master his favorite tea and was reading aloud his favorite story; a story of four brothers living in a world of shadow and night yet still believing in the light. His death was nothing dramatic. No final cries, no begging, no pleading, no talking to people long dead. He simply was there with him then he was gone. He remembered calling to his brothers and listening to their pained cries. The ceremony for their father and Master was a small one. Only three people showed up to the funeral. There were two humans, who had become family and the Domiyo who controlled the multiple universes.

In their grief he and his brothers pulled closer together then ever before and for a while he was sure that they would over come their grief. In his hope for his family he failed to see the darkness and despair in his younger brother. It was nearing a year after their fathers death he finally noticed the despair in his younger brother Raphael's eyes. He tried everything he could to help his younger brother. He tried talking to him, lectures, threats, begging, pleading, nothing worked. It had gotten to a point where he had to follow his brother's every move to make sure he returned home alive. It had started off small; staying longer above ground, having a few drinks to many, coming home a bit roughed up. But it soon started to escalate. Raphael would return home with broken bones and covered in blood that wasn't his. His drinking turned to drugs and he was more violent on drugs.

The hardest decision he ever had to make was kicking his younger brother out of his home. Raphael had come home on drugs higher then he had ever been. He entered the dojo and started throwing things and screaming obscenities. When the youngest of his brothers tried to approach him, he went wild. He attacked his brother: hitting, punching, screaming, and eventually stabbed him with the weapon his Master gave him, his sai. He told Raphael when he was sober that it was his family or the drugs. He chose the drugs.

The next morning Raphael left his home, never to return. He watched from the door as his younger brother packed his belongings. He had hoped that time away would help his brother, but he was wrong. He felt guilty sending his brother away but he needed to protect his other brothers from the monster he became when he was on drugs. Every week until Raph's death he would visit and try to help him change. One morning in the middle winter he found him dead. He was face down in a puddle of his own vomit. He had overdosed on a new brand of drug that had been just introduced to the underworld. Raph had died weak and alone. It was something that he could never forgive himself for; for leaving his brother to die alone not knowing he was loved. They buried him next to their father. Only Casey and April, the two humans, came.

That was a year before the virus struck. It was a genetically altered version of the rabies virus and it killed or changed over ninety-nine percent of the population. The remaining one percent would spend their time trying to survive the new world. It was during the first year that Donatello died. They had foolishly assumed that since they were mutant turtles that they were immune to the virus. He had spent hours upon hours with the infected trying to find a cure. He never did find one and his nobility cost him his life. He was also one of the unlucky ones. Instead of dying he changed. Changed into an unrecognizable monster. Donatello met his end at the tip of one of his swords. He died in the fall. They buried him next to his father and brother. The once strong group of five was now reduced to a barely surviving group of two.

For several years it was just the two of them, the oldest brother and the youngest brother. Their two human friends had perished in the second year of the virus. April died from the virus and Casey from his katanas. They were buried in a cemetery close to the old lair. Though they knew of the life in the shadows, the two humans had lived in the light and had deserved to have their eternal rest in the light. With almost no humans around they could now live in the light. It was a hard adjustment not to hide in the shadows, but that was were the changed lived, with their red eyes and pale skin. The shadow and night that was once so comforting and safe, was now frightening and deadly.

He wished he had kept a closer eye on his youngest and only remaining brother. If he had he might have noticed how changed he had become. He was so busy trying to keep his remaining family alive that he failed to notice that Michelangelo was slowly dying before his very eyes. Long gone were his smiles and jokes and pranks. All that was left was an angry, upset turtle. For three years he watched as his youngest brother faded away. It was spring when Michelangelo finally died leaving him behind. He was standing on edge of a tall building overlooking the empty city when he found him. He barely said Michelangelo's name when he watched him fall over the edge. When he got to street level all there was, was a broken corpse. He picked it up gently and carried it to his family's burial site. He buried him with the rest of his family. He was now the last of a once powerful family. He, Leonardo Hamato, was the last of the ninja turtles.

Leonardo left the burial site and returned every year to keep the place clean. Each journey was a chance for repentance for failing his family. Each time he traveled the path to the graveyard he was vulnerable to attack from the changed. He continued to live above ground in the silent city as he waited for his death. It had been ten years since his Master died when he found them; a little boy and girl. The girl looked about ten years old and was standing between the little boy and a grown man holding an axe above his head.

"Daddy, please don't," Leonardo heard the girl cry. He acted on instinct as he leaped down from the building. He some how got between the girl and the man.

"You don't want to do this," he said to the man.

"I have to. They aren't my children any more. Can't you see? They aren't my children. They're monsters," the man ranted. Leonardo had un-holstered his gun. It had been many years since he started using a gun yet the gun still felt awkward in his hands. The crazed man charged for an attack. The only thing Leonardo could do was to shoot the man and put him out of his misery.

"Why did you kill him," the girl asked as if she were talking about the weather.

"He was going to kill you. I couldn't allow that to happen," Leonardo responded.

"Why? What are we to you?"

"Repentance," was all he said. The girl studied him for a moment before moving closer to him.

"Can we follow you?" the girl asked.

"Yes," Leonardo answered. He started walking away unsure if they were following. He waited a moment before he heard the soft pitter-patter of small feet. For a moment it reminded him of when he and his brothers would try to sneak up on Master Splinter.

"My name is Ellis," the little girl said. Used to not talking for many years Leonardo said nothing in return.

"His name is Joe at least that's what I call him. Me and daddy found him wandering the streets near Joe's market place. He doesn't talk much," Ellis said pointing to the small boy walking next to them. He looked about five years old, had sandy blond hair and sea green eyes. He didn't look at either Leonardo or Ellis as he walked. Leonardo looked down at the small girl and studied her. She had a small slender frame, dark brown hair and eyes. He had a feeling that she would get into as much trouble as Raph did.

"What's your name?" The little girl's question brought him out of his thoughts.

"Leonardo Hamato. You can call me Leo if you wish."

"Leo . . . Like Leo the Lion. Hey Leo why are you green?"

"Because I'm a mutated turtle."

"A turtle? Hey Joe, Leo's a turtle. Isn't that cool." For the first time in years Leonardo felt himself start to smile.

He watched as Ellis and Joe grew up. To them he was their protector, savior, and guardian. To him they had become his family. He protected them like he had his brothers and father though this time he was less strict. He smiled as he thought of what his Master would have thought now that he was a father of two human children. On occasion they would meet a small band of humans traveling through the empty city. They never stayed long. He also taught his children the way of the ninja just like Master Splinter had done all those years ago.

They had stumbled upon the weapons room and begged and pleaded to be taught how to use them. He did not think there was any harm in teaching them and even thought that it would even help protect themselves from the changed and other dangers.

It was not a surprise to Leonardo that Ellis inherited Raphael's sai. She was a lot like him with a bit of Donatello mixed in. She was rash and had passion but was also clever and thought more of the consequences. Joe was more like Michelangelo mixed with Donatello. He was smart like Ellis but was more carefree and loved movies and comics. He was also the prank king when he trusted you enough. What did surprise Leonardo was that Joe inherited Donatello's staff instead of Michelangelo's nunchakus. He was sure that Joe would have gravitated closer to his youngest brother's weapon instead of his second youngest brother's weapon. Leonardo was still proud of both of his students.

He still made his yearly pilgrimage to the gravesite though now he brought both his students. He had waited until he was sure that they would make it without being injured. The first trip to the cemetery was a loud one with lots of questions about his brothers. Ellis did most of the talking. What was Mikey like? Why were you guys named after old painters? Did Raph really have my sai? Those were just a few of the questions that Ellis asked. Joe's questions were more scientific. How did the lair get power? Where did you get food? The questions were endless and for Leonardo therapeutic. It gave him a chance to grieve and celebrate the life of his dead family. He told his kids all sorts of stories of their adventures. The stories about the Shredder were a favorite and were asked for every night before they fell asleep.

One day when they were scavenging for supplies Leonardo stumbled upon an abandoned factory full of the changed. The interesting part that drew Leonardo to venture further in to the lab was the high number of changed animals. He knew that animals could change like the humans but he had never seen such a high concentration of changed animals. He killed more and more changed as he traveled further and further in to the labs. He eventually found a computer that had logs about what the lab was researching. Using his limited hacking skills he learned from Donatello he hacked in to the computer. He snarled in anger when he learned that Foot scientists were responsible for the virus. They had been trying to make some sort of cure for mutations and administered it to the general public before it was complete. He cursed himself for his failure of not killing the shredder sooner. He vowed that if another power hungry person like the Shredder ever came to power he would not do the honorable thing and fight with swords, he would just go up to him and shoot the idiot at point blank range with a shot gun.

It had been nearly two decades since his master died. Leonardo was now forty-two years old. Ellis had just turned twenty and Joe was fifteen. He noticed that both Ellis and Joe were becoming more and more restless. He knew it would be soon that they would need to go find other humans and create their own family. He also felt the need to finally leave New York. He had been there all his life; it was now time to move on. He might return one day, but he knew it in his heart that it would be a very long time before he would see his city again. The night before they were to leave, Leo fell asleep on the couch waiting for Ellis to return home from one of her runs.

He awoke to the soft patter of feet across the floor. Thinking it was Ellis he called out.

"Go to sleep Ellis, we're leaving tomorrow early."

"Who's Ellis, Fearless?" came a familiar voice that he hadn't heard since the winter his younger brother died.

"Raph!" He said as he leaped off the couch. He stared wide-eyed at his long dead brother.

"Leo?"

"What time is it?" he asked. He was tense as he faced his ghost.

"About two in the morning. So who's Ellis?" his brother said. Leo sniffed the air and could smell the alcohol on his brother's breath.

"Have you been drinking?" Leo said ignoring Raph's question. He believed it was a dream and planned on telling his long dead brother a few home truths.

"Yeah, what about it?" Raph snapped. Leo fought the urge to shake his brother. Why couldn't he see that he would self destruct before he reached eighteen, that his actions were effecting his family and it was not in a good way? But its just a dream, Leo thought, I can't change anything.

"I can't deal with this. Go to bed Raph, we have practice in the morning," was all he said.

"Why should I?" Raph growled. Leonardo knew that his brother's temper was raising but he couldn't bring himself to care. All he was doing was talking to his subconscious. He knew he should have been shocked, confused or a least vaguely happy to see his dead brother but all he felt was numb. He mourned for his family, was still mourning for his family yet there one was, seemingly alive and well.

"Well Fearless? Why. Should. I." He accentuated his words by poking Leo's plastron with his finger. Leo didn't know what exactly happened that made him snap. Maybe it was the shock from seeing his ghost, maybe it was the silence of the city, maybe it was the resentment he held for his hot-headed younger brother for leaving him alone. Whatever the cause, Leo pulled his arm back and punched Raphael in the jaw.

"The hell, Leo?" Raph snarled as he recovered from the punch.

"You stupid idiot," Leo snarled as he threw another punch. Raph blocked the punch with his forearm.

"Leo!" Raph shouted as he dodged a kick. He tried to do a flip out of Leo's path but was caught by a kick to the head.

"You stupid, moronic, damned, idiot," Leo shouted as he dodged one of Raphael's punches.

"Leo, stop it!"

"You had everything! Sure we couldn't save everyone but that wasn't our job! Why did you have to be so damn selfish," Leo screamed as he threw another punch at his ghost and guilt.

The noise had brought three unwanted guests to the room. Leo paid them no mind and decided to concentrate on his immediate younger brother. Leo was angry; Very, very angry. His brother had left him alone to protect his family, didn't even realize that he was grieving for his master too. When he turned to drugs, it was just too much.

"My sons, stop this fighting at once," Leo heard his dead father yell. He ignored it and continued throwing punches and insults.

"I'm tryin' to mastah, but its easier said than done," He heard Raph say.

"I did everything for you, tried everything for you and nothing worked. Lectures, fights, begging, nothing ever worked for you and I hate you for it. You left me alone, damn it, you left me alone," Leo screamed. "Then everything went to hell."

"What are you talkin' about bro? You're not makin' any sense." That sentence made Leo stop. It was so confused, so normal, so . . . Raph. He stopped talking, stopped fighting. For the first time he looked around. He saw his ancient father looking on in concern, his two younger brothers staring in shock and his immediate younger brother, bruised and panting for breath. Just as he stopped his strength and adrenaline suddenly vanished. He fell to his knees utterly exhausted. He felt a strong pair of arms circle around him. He knew exactly who it was without even looking. After all those years he still knew his brothers comfort.

"Bro?" came the timid question. That one word said so many things. It said, "Are you okay?" "Do you want to talk about it?" and most important of all, "I love you."

"Why did you have to leave me alone? Why? I tried everything for you and still you left. Why?" Just like his strength, Leo found his consciousness leaving too. Before he knew it, he was fast asleep in his dead brothers arms.

He didn't know what time it was when he awoke. All he knew was that it was dark and quiet. He opened his eyes and found himself staring at the ceiling of the abandoned lair. How the hell did I get here, Leo thought to himself. There was suddenly a loud snore coming from nearby. Sitting up he saw an apparition of his brother.

"The hell?" he groaned as he sat up. The couch he was laying on squeaked and creaked as he changed his position. The noise woke the sleeping turtle.

"Leo, you okay now?" Leo looked at his brother. He was tense as if waiting for him to start attacking. It took Leo a moment for his memories, or was it dreams, to catch up to him.

"Master Splinter? And Mike-"

"I sent them back to sleep," Raph murmured. "Do you want to talk about it?"

"Not tonight Raph. Please just not tonight," Leo pleaded. He felt the familiar sting of tears and willed himself not to wipe his eyes. Maybe it was the tremble in his voice, or his shivering body, or the watery eyes; whatever the reason Raph just knew something was not right with him. Leo watched as Raphael's posture relaxed.

"Leo?"

"Just go. Please Raph just go."

"Leo-"

"We'll talk in the morning, I promise." Leonardo watched as his brother retreated in to his room. As soon as Raph was gone he wandered around the lair. It was just like he remembered. The kitchen was a mess, full of un-cleaned dishes, pots and pans. The old television and lumpy couch was exactly where he remembered it. He soon found himself in front of Michelangelo's room. He gulped before he opened the door just a crack. Inside he could see his youngest brother fast asleep on his bed. He thought he heard Mikey mumble something about pizza. He had to bite his lip to keep from sobbing. As silent as a shadow he closed the door and continued wandering around the lair.

His next stop was in front of his second youngest brother's lab. He stood in front of the door for nearly a half hour. He was afraid to enter. Would he see what was last there? Would he see the lifeless corpses of the people his brother tried to save? Would he see the broken beakers, the destroyed equipment, the blood splatters? Would he see his brother's corpse? Taking a breath he opened the lab door. Instead of broken computers and blood splatters, he found a disorganized mess. Notes were spread across every surface, unknown experiments bubbled in the corner, gizmos and gadgets that he had no idea how they worked were spread all over the place. The glow of one of the computers illuminated his younger brother. He was hunched over the computer, fast asleep. Leonardo left the lab quickly as guilt overwhelmed him.

He found himself if front of his Masters bedroom. He dared not enter. How could he face his father after all he had done? How could he look his father in the eye when he failed to protect his family? How could he talk to his Sensei when it was he who abandoned one brother, killed another brother and failed the last brother? He fled from the door and found sanctuary in the old dojo.

The dojo was no longer dusty from disuse. It was as he remembered. The weapon's rack was in the corner, its weapons clean and ready for use. The meditation mats lay to the side waiting to be used. The mirror was polished and cleaned, showing his shadowed form. He took one of the meditation mats and sat in the middle of the dojo. He didn't meditate but sat and thought about his situation. He had given up on meditation the day Mikey died. He gave up on a lot of things after the death of his last family member. He gave up his honor, his bushido.

As he sat in the dojo he saw his old swords, the ones he had not, could not use since Donatello's death. The moment his swords killed his brother was the day he took up the gun. Just looking at the shiny metal, reminded him of the blood that had been spilt. He bit his lip again to keep from sobbing for the loss of his family. He took deep breaths and tried to think of Ellis and Joe. For the rest of the morning he sat in the dojo thinking of his students, his children. The logical side of Leo's mind found it odd being back after so many years away. If he concentrated hard enough he could hear the hum of the air purifier that Donny built. He closed his eyes, as he sat on the mat, and hoped he would awaken from the bittersweet memory to a place where his ghosts couldn't get him.

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