I wrote this fic while listening to Ryan Star's "Losing Your Memory." This was also inspired by an episode from the animated show "The Animals of Farthing Wood."

This also features my own character, Picasso or "Pic"!

Note: This story does NOT relate to "Shells and Wings" or "Time to Fly".

"Hey, isn't this your favorite episode, Mikey?"

The freckled teenage turtle sitting next to him on the couch cuddled closer to him, leaning his head on his shoulder."You remember this one, Raph?" he asked quietly.

"Hardly," the hothead gruffly responded. "Crognard the Barbarian was your favorite show, not mine. I think I recognize this episode, though. Is this one where Crognard kisses his dog on the mouth?"

The teenager stared at him with wide eyes. "Uh…no, bro. That didn't happen at all."

"Oh," Raph simply said.

"Time for your medication, Raph."

A seventy-two year old April O'Neil walked into the living room, holding a couple of pills in the palm of her hand.

The elderly Raphael had a scowl on his face as he looked at the pills being offered to him. "I hate those things," he growled. "You know that, April."

"Come on, Raph," she said softly. "You heard what the doctor said. You need to take them."

When Raph stubbornly turned his head away, the younger turtle stroked his plastron, looking up at him with pleading blue eyes.

"Come on, bro. Just take the pills. Please?"

Raph looked down at those puppy dog eyes and sighed. He just couldn't say "no" to the squirt. "Fine," he grumbled and snatched the pills from April's hand. The teenager handed him a glass of water that was sitting on the table in front of them, and as soon as Raph gulped down his medication, he began to feel drowsy.

"Mmmm, feeling pretty tired right now," he mumbled. "I always do after I take those stupid…pills…"

The younger turtle helped him lay his head on a throw pillow and covered him with a blanket. He slowly got off the couch, leaving the old turtle to sleep by himself.

"Pic, I made you some hot cocoa in the kitchen," she whispered to the teenager, who looked up at her with a smile.

Hamato Picasso, or "Pic" as he preferred to be called, sat down at the kitchen table and took a sip of his cocoa. "Aunty April, how long do I have to keep this up? I hate lying to Uncle Raph."

"I know, honey," she said as she gently rubbed her hand over his green, scaled one. "But sometimes we have to lie to spare other people's feelings. It's obvious that your uncle's getting worse every day, and it's only a matter of time before he…"

April couldn't finish the sentence and closed her eyes, willing herself not to shed tears. She couldn't help but release a shaky sigh, though.

All of her old friends had passed away during the last twenty years. Leo was the first to die. Mikey was the last. Only she and Raph were left now. But sooner or later, she'd be left all alone. And the thought of being alone frightened her.

Sometimes she wished that she could become like Raph and lose her grip on reality. She wanted to pretend that she was a young girl once again. That she was practicing with Leo in the dojo, watching Donnie invent something new and exciting in the lab, and listening to Mikey's hilarious jokes. And more than anything, she wanted to pretend that Raph wasn't sick and slowly dying.

Not long after Mikey died, Raph began to show symptoms of dementia. He became more easily confused and suffered from mood swings. One moment he'd be fine, the next he'd throwing a fit, knocking things over and shouting profanities. Then he'd break down in tears and cry out for his brothers, who of course wouldn't answer him.

April had taken it upon herself to look after Raph in his final days. She didn't feel like she was helping much, though. What Raph really wanted…no, what he really needed was the company of his brothers. April was a close friend, like a sister even, but it wasn't enough. She began to lose hope for Raph as the days went by.

Then Mikey's grandson Picasso decided to stay for the summer.

The moment Pic entered the lair, Raph's face lit up and his dull dark green eyes became bright emerald once again. He jumped right out of that chair and ran toward the teenager with open arms.

"MIKEY!"

He grabbed Pic in a tight bear hug, nearly squeezing the life out of him. Nuzzling his beak on the younger turtle's cheek, he whispered, "I knew you'd come home, Little Brother."

Poor Pic didn't know how to react to his great uncle's sudden strange behavior. "Uh, Uncle Raph? It's me, Picasso. You know, your great nephew?"

Raph pulled away and looked at him confused. "'Picasso'?" he snorted. "Very funny, Mikey. Don't think you can fool me. You may be wearing a different colored mask, but I'd recognize those blue eyes and freckles anywhere. You always did suck at disguises."

April could see how Raph could've so easily mistaken Pic for Mikey. He did have the same bright blue eyes, tiny freckles, and babyish face that his grandfather had during his youth. The only difference was that his mask was basil green instead of orange.

"Uncle Raph, I'm not Grandpa!" Pic insisted. "He's been dead for over three years. I know you really miss him, but I'm telling you…"

April interrupted him by gently placing her hand on his shoulder and shaking her head. "Mikey, why don't you unpack your things and make yourself at home? I'll fix up some pizza bites for you."

Pic was even more confused now, but he obeyed her and went to his guest bedroom.

"Don't be gone too long, Mikey!" Raph called out to him. "We've got a lot of catching up to do!"

As Pic began to take his things out of his suitcase, April walked into the room and closed the door behind her.

"Aunty April," he said nervously, "please don't tell me that you're losing it, too."

"Pic, listen, I know you're not really Mikey," she said as she sat down on the bed. "But Uncle Raph doesn't. He's very confused and sick. And it would make him really happy if you pretend to be his brother."

"Pretend to be Grandpa?" Pic asked. "Boy, I…I don't know. I mean, what if I mess up? What if I say something wrong?"

"I'll help you, sweetie," April smiled gently at her nephew. "You already know so much about your grandpa, anyway. And if Raph asks if you remember something, just nod your head. Please, Pic? Do it for your uncle. He doesn't have much time left, after all."

So Pic made an orange mask with short ends and wore it whenever he was around Raph. He'd occasionally say "Cowabunga" and "Booyakasha," though he felt that it needed more work. Thankfully Raph seemed to buy it.

He honestly didn't know how his grandfather could have eaten such disgusting meals, like pepperoni, jelly bean and maple syrup pizza. As soon as he took the first bite, he immediately wanted to spit it out, but he knew that Raph was watching him. So he managed to keep a straight face and gulped it down with orange soda.

Sometimes Raph would pour his feeling out to Pic, crying on his shoulder and telling him that he missed his other brothers greatly. The teenager could only wrap his arms around his great uncle's shell and whisper comforts to him. Inside, he was crying too.

He wished he hadn't agreed to lie to his uncle. The guilt was eating away at him. The guilt of knowing that the person Raph was crying to was actually a phony.

One night, Raph and Pic decided to look at the stars on a rooftop.

"Remember when we traveled through space with Fugitoid?" Raph whispered as he gazed up at the starry sky. "And when we first met Mona Lisa?"

"Yep," Pic whispered back. "How could I forget?"

"'Forget'," Raph repeated to himself. "I'm losing my mind, Mikey. There's no use denying it. I'm starting to forget things, lose memories."

For a moment it was silent. Helicopters flying overhead and cars honking were the only sounds that were heard. Finally, Raph spoke.

"I think I'm dying, Bro."

Pic immediately grabbed his uncle's hand. "Raph, you're not dying. You're just…"

"It's okay, Mikey," Raph calmly said and gave him a warm smile. "I'm not afraid. Not anymore."

Today was Raph's seventy-third Mutation Day, and Pic decided to make his grandfather's famous algae cake. He thought it was the grossest cake he had ever seen, but it was what his great uncle wanted for his birthday. Not because it tasted good (because it really didn't), but because it was a family tradition.

"Ta-da!" Pic exclaimed as he walked into the kitchen and placed the cake on the table.

Raph smirked when he saw what "Mikey" had baked for him. "Good job, Little Bro. Gross and impossible to eat…just the way I like it."

"HAPPY MUTATION DAY!"

April clapped her hands as Raph and Pic blew out the candles together. "So what did you two wish for?"

"April, you know we can't do that!" Pic giggled. "If we tell you, our wishes won't come true!"

"Ah, I don't believe in that wishing junk," Raph grumbled. "I never did."

"Well, if you did believe in that wishing junk," Pic said as he wrapped an arm around Raph's shoulder, "what would you wish for?"

Raph pondered for a moment, then looked up at Pic with wet eyes. "I'd wish that Father and our brothers were here to celebrate Mutation Day."

April sighed and nodded her head. "Me, too, Raph. But at least we still have each other."

"Yeah, Raph," Pic said as he rested his cheek on his uncle's head. "Come on. Smile. This is supposed to be a happy day."

Raph closed his eyes, smiled and leaned into his "brother's" plastron. "I'm really glad you came back, Mikey. It just wouldn't be Mutation Day without you."

Pic woke up to his Livin La Vida Loca ringtone. He rubbed his eyes and pressed the answer button. "Hello?" he yawned.

Pic, it's Aunty April. I'm sorry if I woke you.

"Nah, it's cool, Aunty April. So what's up?"

Pic…your Uncle Raph passed away last night.

"…what?"

He died in his sleep.

"He…he died?"

Yes, honey. He's gone.

Pic didn't know what to say. He didn't even know what to think. For a moment, it was so quiet you could hear a pin drop. Then April's voice was heard once again.

But you know what? When I checked on him this morning, he had a smile on his face. At first, I thought he was actually sleeping. He just seemed so…peaceful.

"He…" Pic swallowed and spoke in a quivering voice, "he did?"

He died so happy. And you know why? Because his brother was there with him during his final days. You were the reason he left this world with a smile, Pic. And I'm so proud of you. Your grandpa's proud of you.

The teenage turtle sniffled and wiped his eyes with his arm. But he smiled to himself.

"Y-yeah. I know. And Aunty April?"

Yes, honey?

"You'll never be alone. You know that, right? 'Cause even though Uncle Raph's gone, you still have me."

He could hear his great aunt choke on a sob. Then she whispered softly to him, and even though he couldn't see her, he knew that she was smiling gratefully.

I know, sweetie.