AN: This takes place right before the Season 1 finale.

I do not own TMNT.

I stared into the darkness. Most nights I fell asleep before I even hit the bed. But tonight something seemed…off. I just couldn't shake off this feeling that something was wrong. I looked at the red numbers on my digital clock. 2:00. I should have been asleep by now. Surely I should have adjusted to the weird sleeping schedule by now? After a long time of tossing and turning, I gave up trying to sleep. Quietly crawling out of my bed, I put an ear against the wall to see if anyone was still awake and moving around. I smiled a little when I heard a loud snore come from the room next to mine. Nobody ever mentioned how loudly Raph snored, but surely someone other than me had noticed? Well, we already gave him enough crap to deal with about his pet turtle Spike without adding his incessant snoring to the list.

Quietly I opened the door a crack, peering out into the abandoned subway station. The dim light coming from the swinging ceiling lights illuminated the cavern. Tiptoeing outside, I carefully closed the door behind me with both hands. I passed by Raph's room with ease. Nothing was going to wake him up. Mikey was just as easy. As I went by, the muffled mutter of "pizza" came from behind the door.

I stared ahead nervously. All there was left was Donatello's room. The door stood ajar, as always. For some reason he always left it open. While sneaking past Raph and Mikey's room was easy, I had found out long ago that Donatello was a very, very light sleeper. Like, so light you could wake him up by dropping a pin. Taking a deep breath, I took baby steps past his door. Glancing inside, I saw him lying on his back, the blanket covering everything but his head.

Suddenly I tensed. Was his…? I nearly screamed when I saw that one of his eyes was opened. Covering my mouth, I relaxed when I realized he was still asleep. Raph and I had joked about Donnie sleeping with his eyes open, but neither of us ever thought he actually did!

I quickly passed his door, letting out a breath of relief. Slowly I began to back up, hoping Donatello wouldn't suddenly spring out of bed after waking up from a nightmare. That actually happened once. It was really funny! I was walking past his room and suddenly there was this huge crash. He flung open the door, asking me where Mikey was and blabbering about sand robots. Later he told me he was still half-asleep and that he had a nightmare that there were these robots that came out of the sand and abducted Mikey. It still makes me laugh every time I think about it.

As I was backing up, I froze as something furry pressed against my back. Immediately I knew who it was. I turned around quickly and smiled sheepishly. "Master Splinter," I said quickly, bowing.

"Leonardo. What are you doing out of bed?" Splinter said with a frown.

"I'm sorry Master Splinter. I'll go right back to my room-" I said quickly, turning around to leave. Splinter reached out and put a hand on my shoulder to stop me. Well, here it came. I knew I shouldn't have tried to slip out! I turned around, my eyes downcast with shame.

"I did not tell you to go back to your room. I asked you why you weren't there," Splinter said in his deep voice.

"I'm really sorry, I just couldn't sleep," I said, still staring at the ground.

Suddenly Splinter chuckled. I looked up in surprise. His eyes were sparkling with laughter. "Leonardo, not being able to sleep is nothing to be ashamed of," he said, clearly amused, "Yet you act like it is."

"I just thought you were upset, so I…" I trailed off as Splinter laughed louder.

"Leonardo, you are always so obedient that at the first sign of my displeasure you quickly attempt to fix what you have done, even if it wasn't a mistake," Splinter said, "You jump to conclusions much too easily."

Suddenly Donatello sprang out of his room, his eyes wide. He held his staff in his hands, clearly ready to strike. As soon as he saw us standing there, he quickly relaxed and moved out of his attack stance. "Oh, it's just you guys," he said, letting out a breath of relief.

"Who did you think it was? Sand robots?" I said jokingly.

Donnie's face quickly turned red. "Did you have to bring that up?" he said between clenched teeth.

"Go back to bed Donatello," Splinter said, shaking his head at our teasing. Donnie shot me a glare before he disappeared into his room, still leaving the door opened.

"As for you Leonardo, perhaps a walk would clear your mind," Splinter said, nodding his head.

"Aye Sensei," I said, giving him a quick bow, "I'll be back by morning." Then I quickly hurried out into the sewer, running as fast as my feet would take me just for the fun of it. The putrid stench that I had lived in for as long as I could remember filled my nose. I pushed myself to go faster as air whipped against my face.

Suddenly I skidded to a halt as the light from above shone through a manhole. I looked up and wondered if I should go to the surface or remain down here, where it was safer. When Sensei said a walk, did he mean that I had to stay in the sewers…? Finally I decided that it couldn't hurt to walk around on the surface for a while. At least then I could tell what time it was.

Lifting up the cover, I peered around. There wasn't much going on in the alley. A cat rummaged through garbage, that random homeless dude was sleeping under newspapers again and a lone car drove by. I slipped up and carefully placed the cover back over the hole. Shivering a little as the cold wind bit at me, I climbed up onto a rooftop using a fire escape. The wind was hitting me even harder now that I was out in the open. I tried to ignore it as I leapt from rooftop to rooftop, letting all my cares drift out of my mind for a while as I tested my strength and skill to the limits, jumping farther distances than I usually would. The bright lights of New York City sparkled in the night, and skyscrapers were silhouetted against the sky in the distance. Vaguely I wondered what it would be like to climb to the top of one of those huge buildings. I shuddered as I suddenly wondered what it would feel like to fall off one of them. Now the allure of the more busy part of the city was gone. I was happy with this smaller part of town where the buildings weren't so…high.

I stopped to catch my breath and looked around. The ocean was nearby, the dark sea glimmering with moonlight. I stared at the reflection of the stars in the water. It was so still tonight. Wait a minute…wasn't it windy just a minute ago? I jerked my head upwards as I realized the wind had completely died. The night was eerily still. Something was definitely off…I groped at my belt for my swords, but quickly realized that I had forgotten to grab them on my way out.

"Stupid!" I growled to myself, slapping my forehead. Now I was alone and unarmed in New York City, where, well, pretty much anything could happen.

"You!"

A voice spat from behind me and I turned around to face Karai. She held her two swords in her gloved hands and stared at me, the hatred clear. "You shouldn't have left home alone Leo," she said, the malice in her voice beginning to frighten me.

"Karai, just drop it. We don't have to be friends, but I don't want us to be enemies," I said. I looked at her, feeling myself torn. She was the only friend I had ever had except for my brothers. How could I have lost that friendship when I valued it so much? Was it my fault we weren't friends anymore?

"You betrayed me Leo, and I trusted you!" Karai said angrily.

"Karai, you and I both know I can't change that now. Believe me when I say that if I could, I would change things," I said, looking at her hopefully. She had to understand, right?

"Liar!" Karai shouted and charged at me. I lifted up my fists in panic, but they did little to fend her off. She landed a hard blow on my stomach, and I fell down onto the ground. Karai loomed over me, her eyes dark. I realized with a pang that this was the end. Karai was going to kill me. I always hoped I would die in a more heroic way than this. Master Splinter would be devastated when he found out. But somehow I didn't feel panic or desperation. I guess I just realized it was the end and I was going to die, so it was pointless to struggle. Karai positioned her sword above my neck.

"Don't tell me that you're scared?" I said in surprise as I noticed the panicked look in her eyes and the way her hands trembled, "You of all people, scared to take a life?"

"I-I…I've never killed someone before…" Karai whispered, almost to herself. I stared at her and suddenly was filled with pity. She was a scared girl who only wanted to be worthy in her father's eyes. All this talk of revenge, it was just a cover up for the fact that she wanted to make her father proud, and killing me was the only way she knew how to.

"Just do it already," I said, closing my eyes, "Get it over with." I waited for her sword to come down on my throat. I don't know how long I sat there waiting, before I decided to open my eyes again. But when I did, she was gone. I didn't even see her silhouette running off. Gone, just like that. I sat up, looking towards the rising sun. Slowly I got up and headed back towards the alley. But as I ran, there was only one question on my mind:

Why did she let me go?