Disclaimer: Not mine!

Author Note: This has been hovering in the back of my mind for a while now and it was just the other day that someone said something that galvanized me into action and I spit out the first two chapters before I even realized I was typing.

And yes, I realize that people were hoping for updates on some of my other stories but don't worry. I'll get to those soon.

Back Down the Rabbit Hole

Chapter 1

It's time to face your fear

After you forgotten it for a year

Back to where you nearly lost it all

But this time he made others fall

And took them to his shadowy hall

It's time to go and make a stand

It's time to go back to Wonderland

"Oh come on, Don," Raphael said with exasperation as he threw his hands up in exasperation. "What is the difference between that part and this?" He asked grabbing a random part of the pile of junk next to him.

Donatello didn't even turnaround from where he was digging in the junk pile across the way. "That part belongs in a washing machine and can't withstand the amperage I'm going to be putting through it. It would be a waste of time to take it back to the lair."

Raph looked at the part for a moment before sighing and tossing it over his shoulder. The part Don was looking for and the one he had just held up looked the same to him. He growled in frustration, "I thought the whole point of this little trip was to get bike parts, not whatever the shell you're looking for."

"Relax Raph," Don said still searching through the hole he had made in the pile to get to the really treasures below. "I just need a new part for the backup generator than we can look for the parts for your motorcycle."

Raph sighed and slouched against the pile of trash next to him. He hated waiting especially when Don was hunting for the perfect part. It could take the genius hours to find just the right part for his most recent project. He almost wished something would happen just so he would have something to do. This was what he got for trying to spend some quality time with his brother. He really should have known Don was just looking for a bodyguard to the surface.

Raphael idly picked up what looked like a small junction box and tossed it into the air a few times to test its weight. His eyes scanned the top of the nearby piles until he found the perfect target. He tossed the box up one more time but when he caught it he whipped it forward, striking the metal rod sticking out of the pile with unerring accuracy. It jolted from the hit and caused a small wave of dirt's and some smaller debris to tumble loose and cascade down the pile and right onto the back of his younger brothers head.

Don backed away from the pile with a surprised huff and shook his head as he whipped ineffectively at the debris stuck between his shoulders and shell. He gave his older brother a sore look. "Really?" He asked the smirk turtle who shrugged casually. "You know its going to take me longer to find it if I have to dodge small junk slides all night."

"If you don't hurry up its going to be bigger and I won't help dig you out of it."

Donatello glared at his brother for a moment before sighing in resignation. He recognized that tone of voice, Raphael was going to live up to his threats and while he did want to get the generator's part he did not want to be buried in garbage for a better part of the evening. "Okay, five more minutes and then we'll go over to the bike parts."

Raphael made a show of looking at his watch before getting an evil grin on his face, "Alright."

"Stop being creepy," Don said as he turned back to his hole only to kick some small rectangular box. "Hmm?" he knelt and picked up the dark stained box that had a bronze motif of a rhinoceros on it. It looked like a music box, afairly old one judging by the dent in the left corner of the top but overall in good condition especially for being in a junkyard for who knew how long. The stain even seen worn and faded which only helped to add to its character.

"That doesn't look like a gearbox, gearhead," His brother said as he came up behind him. "What is it?"

"It looks like a music box," Don said turning it over again and pointed at a badly tarnished plate on the bottom making it impossible to read. "That probably is a seal for whoever made this. As long as it works, April could easily sell it in the shop once she cleans it up a bit."

"Well does it work?"

"Only one way to find out," Don said and flipped open the lid.

-Break-

Michelangelo wished the Raph was there or that April would at least do something about her crazed boyfriend how was positive that the world was out to get him this time around. Seriously, he had forgotten what Casey was even complaining about anymore. He just wanted the human to stop swinging around his hockey stick before he did more than clear out all of the books on one of the shelves.

Mikey was just standing with another armload of books as Leo tried to placate Casey without the vigilante accidently taking off his head and shot April a dirty look from where she stood in the kitchen cuddling a mug of coffee and look at the scene with an air of silent suffering. His expression dropped into a more concerned one. April looked tired and more than a little despondent which was unusual for her. Something was wrong.

"And then the old ditz in the grocery store HAD to make half a dozen cashier go look for whatever it was and hold up the line for everyone else!"

"Casey, everyone has bad days-"

"THAT doesn't matter! I know everyone has bad days but why did it have to be today! Tomorrow is Halloween. HALLOWEEN! Frag, it's better than Christmas!"

Avoid the swinging hockey stick and giving his oldest brother an 'I believe in you' look, Mikey went over to April, dumping the books on the table as he went by. She gave him a tired looking smile at his approach and he made sure to turn the wattage up on his own. "Sooooo," he began, drawing out the syllable a bit more than necessary. "Has Casey been a major shellhead all day?"

April's smile vanished and the despondent look took over again. What little happiness that had been there was again gone from her eyes. She looked over to her husband as Leonard finally lost his patience and easily disarmed Casey. He held it loosely as he no doubt began lecturing his friend judging by his stance and the low tone he was speaking in so that it didn't carry far.

Mikey as all too familiar with that pose but at least not as much as Raph was.

"It's not really his fault," April began and Mikey turned his attention back to her. "Every year he takes a group of kids from the neighborhood trick or treating. The parents have always trusted him to keep the kids safe and get them back home before it really gets late." She sighed and swirled the coffee in her mugs. "Someone pitched a fit about it, said even with him there it was too dangerous for the kids to be wandering around at night, and most of the parents believed them instead of Casey swearing that he would protect them. He came home really upset about it so I made a mistake when I tried to cheer him up."

"What was that?" he prompted after a moment of her staying quiet and not looking up from her coffee. She sighed as Casey let out a small outburst before being shushed by Leo again. Casey was kind of like Raph and just didn't know when to quit. Unlike Raph though, Leo could toss him out of the lair. Mikey gleefully wondered if he was going to witness that but forced his face to remain neutral. First he had to help April then he could watch the show. It was going to be better than Prime Time.

"I-I asked him if he wanted to have a kid."

"Woah," Whatever he had been expecting it hadn't been that. "April."

"I know, it wasn't the best time to ask him but I honestly thought that was why he liked taking the kids out." She frowned, "We ended up arguing. It was so stupid and now I can barely get him to talk to me anymore. I wanted to come down here because I thought Raph could beat some sense into him and we could talk again. I didn't think that he was at the junkyard with Don."

She had probably also wanted to vent to Don but knowing those two they would probably be another hour or two at least. Especially since Don was rebuilding Raph's bike. "Look, I'm not going to lie that Raph can beat the sense right into Casey -and it's a lot more fun to watch- but right there," he pointed at his older brother who looked almost nose to nose with an equally angry Casey. "Is the Master of Mediation. Seriously, he's kept the three of us from taking each other's heads off all these years and I know he'll keep you guys from doing the same until you work through your problem." He took the coffee mug from April and shooed her in the direction of the other two occupants of the room. "Go on before he chucks Casey out the door. Just jump right into the conversation and he'll keep it going and civilized."

April gave him a soft smile and then leaned forward and gave him a peck on the cheek. "Alright," she said with some of the normal spark back in her eye. "I'll try again."

"I have every faith in Leo that he can get you guys to talk it through," he said as she walked away. Mikey set her coffee down on the table as she stepped forward and took the hockey stick from Leo, breaking the staring contest between him and Casey and easily sliding into the conversation.

Of course now that meant that he had to go back to picking up books again. Donatello was going to have Casey's shell for knocking them all over the floor in the first place and probably take some of Mikey's too for putting them back in the wrong order. It wouldn't surprise Mikey if his older brother had some kind of Dewey Decimal system for these things that only he knew or maybe some kind of algorithmic matrix somewhere that classified them somehow. Don was a genius but Mikey swear he took it too far sometimes.

He stood with another arm full of books when the nonexistent hairs rose on the back of his neck in a familiar way. He froze and looked around the room. The last time he had felt like this was over a year ago when he, Alexander and Anastasia had escaped from that alternate reality fairground of doom. His brothers' had been patience with him for the past year but it was obvious that they didn't believe what had happened to him. No matter how bad his nightmares were.

He didn't see anything and slowly leaned down to continue his self-appointed task with narrowed eyes. Something wasn't right and if it was one of his brothers playing a prank it was in really poor taste. He picked up a box and caught movement out of the corner of his eye. He looked off to the side and let out a strangled squeak when he saw what was underneath the bookcase.

Sandwiched between the bottom of the bookcase and the floor in the gap where only dust bunnies lurked and occasionally Klunk would crawl into was an eerily familiar white mask with two black holes for eyes and a thin black line intersecting the left eye from the forehead down to the chin. The shadow man's face was on its side as if he was laying underneath the bookcase staring out at the room at large. As he watched a wide smile seemed to spread across the mask's face.

Mikey couldn't move and it was all he could do to let out a small 'meep' as a thin shadow came out from under the bookcase and twitched as if beckoning him closer. His neck finally unlocked enough and he adamantly shook his head. There was no way he was getting anywhere near that bookcase for the rest of his life at this rate.

The mask jiggled slightly as if it was laughing and the thin shadow that had been beckoning him vanished underneath the bookcase for a moment before coming back out holding a familiar red and purple bandana. Before Mikey could do more than gasp, the thin shadow flicked the back and the mask's mouth opened, ducking the two masks up like pieces of spaghetti.

Mikey gaped, that was not good and his hand was grabbing at his belt for his shell cell before he could stop it. He tried first Raph and then Don but the uneasy feeling only escalated as he got a cannot connect error that he had never heard before on his cell. Don had programmed the phones to use any cell tower regardless of provider and had set up transmitting stations throughout the sewers so they always had reception. There was no way his call could not connect...

Unless they were in that Fairground where electronics didn't work and time stood still.

He looked up from his cell phone and glared at the white mask under the bookshelf. It was still smiling at him before it seemed too vanished for view by sliding up towards the bottom shelf of the bookcase and vanishing from view. Mikey was left kneeling on the floor, holding his cell that was still reciting an unable to connect to Donnie's phone.

He took a deep breath and quickly stood. He was hoping he was wrong but knew he couldn't be. The shadow man had taken Donnie and Raph and he had to go back and get them.

Mikey looked to his older brother who looked about two seconds from breaking up a fight between April and Casey. Casey's face was bright red and April had tears in her eyes. He kind of felt bad for putting his brother smack dab in the middle of a lover's spat but he also knew that if anyone could resolve it, it would be Leo.

After a moment he turned from the trio and went up the stairs to the door. He would just go and look for Don and Raph at the junkyard. If he couldn't find then he would call Leo to come help. It would be better if Leo stayed where he was for as long as possible and hopefully this was all just kind of sick joke that Don and Raph were playing on him. At this rate -as long as they were alright and not at that fairground- he would take the ribbing for this joke with only a little disgruntlement on his part.

The sewers passed by at a blur as he raced to the junkyard Don had long since decided was the best place for automotive parts. Even though he knew it was pointless, Mikey kept trying to reach either of his brothers and every time the unable to connect message echoed from his shell cells speaker, he forced himself to move just a bit faster. He nearly exploded out of the nearest manhole to the junkyard, all thoughts of stealth put far out of his mind. He did take care when crossing the street -neither wanting to get hit but a trucker or to be seen by someone- and finally he was vaulting the fence.

"Don! Raph!" He hissed as he moved through the piles going at a light jog on his way to the pile where he knew Donnie usually went for bike parts. "Guys, come on! This isn't funny!"

He didn't get a response nor did he find them at the pile. He called to them as he moved through the junkyard searching for any sign of either of his older brothers as he went. Nothing. He racked his mind trying to remember if this was the one Don said he was going to or if maybe he had gone to the wrong one.

That was when he saw Raph's sai.

It was lying forlornly in between two piles near a third that had obvious signs of Don's impersonation of a groundhog in the side of it. He carefully scooped up the said and looked around again only to freeze when he saw the rhinoceros music box barely four feet away. He glared at the music box as he tucked Raph's sai into right side of his belt behind his nunchaku. This was not how he wanted to spend the evening.

He picked up the music box with more than a little apprehension churning in his gut and flipped open his shell cell. It was time to call in Leo who was hopefully done keeping April and Casey from killing each other and get back up. He flipped open the shell cell and punched in Leo's extension. As it rang he looked over the music box and flipped open the lid to pass the time.

He nearly dropped the music box when he realized that there was nothing inside but an empty darkness. He would have thought there would have been a mechanical thingamajig in there in the very least. He was about to flip the box closed when several black tentacles shot out of it at him.

Mikey screamed and dropped both the box and shell cell as he tried to leap away from what looked like the shadowy tentacles that the shadow man has used in their last few encounters. He managed to dodge the first few tentacles but he had to sacrifice his balance and footing. He hit the ground hard and didn't manage to roll out of the way as the tentacles wrapped around his legs and curled up his shell to pull on his shoulders.

"Shell!" He snarled as he tried to dig in with his fingers but was only managed to slow the tentacles progress as they pulled him back through the dirt. There was no way he could reach his shell cell but hopefully by now Leo had picked up. "Leo! The junkyard! Get to the junkyard!" He struggled to pull himself closer to the cell shell one last time and actually felt like he made some progress against the tentacles pulling him back. "The music box with the rino on it is a dimensional gateway!" The tentacles gave one last heave and Mikey lost his group as he was pulled backwards into the shadows of the box.

"LEO!"

The junkyard went silent as the battered music box fell to the ground, its lid snapping close. The quiet was so deafening that it was easy to hear the sounds coming from the abandon shell cell lying on the ground as it was finally picked up. "What is it Mikey," Leo's voice came over the phone as well as the background noise of an argument. "Mikey? Mikey?!" An annoyed sigh, "Mikey, I don't know what you're playing at but it isn't funny. Call me back when you actually want to talk." His voice quieted as it moved away from the receiver, "Casey, swearing isn't going to he-"

There was a click and the line went dead.