Disclaimer: I do not own the Amazing Mutant Ninja Turtles. They belong to the lucky ducks at Mirage Studios. For now…

Okay, last chapter Mikey got his butt kicked by Rachel (for reasons of personal preference) and Leo got grilled by Donnie. Here's the continuation of Rachel's training session with the boys. I hope to keep updating steadily from now on, but we'll see. I hope you enjoy this chapter. I know that I certainly enjoyed writing it… :D

That's right, it's the Leo/Rachel make out chapter. Yesssssssssss!!!!!!!

Ahem. Please review!!!!!!!!!!! :D

As Leo takes in the neatness of his room, his eyes widen before he claps his hands over them, blushing brilliantly at the sight of Rachel in only a pale blue bra and matching panties. She starts and says one of Raph's choice swearwords loudly and hurriedly tugs her jeans on over her wet legs, throwing a purple v-necked t-shirt over her head. 'Oh my God, oh my God, oh my God! He just walked in on me when I was half naked, how awkward is that? Crap, now he won't even look at me anymore!'

In an attempt to clear the air, she clears her throat and laughs nervously, joking lightly, "You sure know how to make an entrance."

Leo stares at the floor, completely mortified, with a deep flush washed over his face and neck. He avoids looking up at her as if he'll die if he sees female skin ever again, fumbling behind him for the doorknob to make his great escape. The image of her perfectly toned body clad in those light blue underclothes is wedged into his mind, quite possibly for forever, makes him uncomfortable as he chances to look at her for a second. She's smiling uncertainly, and seizes his momentary inability to open the door as a window of opportunity, insisting, "It's okay, Leo, it was just an accident. Relax."

Leo nods in agreement to her take on the situation, but knows that the whole incident could have been avoided; he furrows his brow and asks, "What were you doing in my room?"

"I thought you would have realized what I was doing when you burst in on me when I was only partially clothed," she responds sarcastically, placing her hands on her hips. With slight annoyance implied in his tone, he specifies, "I mean why were you changing in my room instead of the bathroom?"

Looking at the floor, Rachel stammers bashfully, "I-I…um…I've never seen your room before, and I just wanted to look around and then I noticed how nice and clean it was and all the cool Japanese writing on the walls…" trailing off and chancing to look up at him. Sure enough, he has his strictly business, take-no-nonsense expression on his face, with eyes that scan every inch of her mind. Trying to save some face, she defends herself snappishly, "I didn't exactly plan on this happening, now did I? And how did you know I was in the shower?"

'She just had to ask that question, didn't she?' Leo says to himself, and replies as smoothly as possible, "I needed to talk to you, so I asked Raph-"

"Well, now's as good a time as any to talk, isn't it? She interrupts with a gentler voice, sitting on the edge of his bed and patting the spot next to her. He sits down stiffly, his weight causing the mattress to sink slightly and slide Rachel closer to him. He stares intently at the air in front of his face to find the right words as she waits patiently for him to speak, rubbing her hair with a damp towel. Swallowing hard, he begins in an unfamiliar timid voice, "We've known each other for a long time, almost seven months…not like anyone's counting," he adds hastily. Courage spouting up in him, he continues, "And I've been keeping some feeling deep down for a while."

His eyes meet hers as she places the towel on the bed behind her and he seizes her momentarily free hands in his. His voice dropping several decibels, he murmurs, "You're an amazing person I mean you're so athletic and funny and devoted and beautiful, I just…I think you're really special. It's been hard because I'm not used to feeling like this, and I don't know how to react to all these feelings and-"

She pauses his babbling by pressing her fingers softly to his lips and insists, "Stop beating around the bush, Leo. You can tell me anything."

Instead of saying the anticipated words he catches her around the waist and kisses her strongly. She collapses against his lips and pulls him closer by taking hold of the leather katana strap stretched diagonally down his plastron. Pulling back quickly, he admits breathlessly, "I love you."

"I love you too, Leo," she murmurs, and lets him kiss her again, his fingers digging into her back as she tilts her head to the side, kissing him more fully with her mouth slightly open. Her smooth tongue glides over his lips and mingles timidly with his as his hands drift down her sides to hold her tighter. Hugging his neck she sinks into his body, letting out a stifled giggle when his fingers flit lazily across her sides. He releases her and looks at her strangely, trailing his fingers down her sides again. Rachel flinches and shrieks in laughter, pleading quietly, "Please don't do that."

Eyebrow cocking upward, Leo asks, "You're ticklish?"

"Very."

He seems to consider this new piece of information for a few moments, then a smirk makes the corner of his mouth twitch, an unfamiliar glint in his dark brown eyes. The candlelight bounces off of the uncommon expression on his face and Rachel tries to leap off of the bed in vain as Leo catches her about the waist, tickling her mercilessly.

"Leo!" She manages to gasp before she is consumed by the laughs wracking her chest. Delighted, quiet laughter sounds in the small room as she tries to slip out of his strong hold; however, she makes him cease the torture with a forceful jab from her elbow into the muscle of his thigh. He groans and mutters, "I should have seen that one coming," but only flutters his fingers once playfully on her sides after that.

He hugs her tightly from behind with his chin resting on her shoulder, his hot breath tingling on her hair obscured neck. Rachel shifts herself in his hold so she's sitting on his crossed legs in a comfortable position and smiles, reclining in her living chaise. She inhales the soft scent of incense and sandalwood sunken into his skin, closing her hand around his forearm and gliding it slowly down his smooth skin. Nudging her hair away from beneath his chin, Leo nuzzles her shoulder affectionately, opening his beak and pinching the skin gently between his lips. A shiver travelling down her spine makes her back arch and her breathing quickens as he presses delicate kisses to her bare shoulder. Unable to stand his teasing any more, she turns her head to catch his lips again, twisting around so she faces him fully. With a soft moan he pushes her backwards onto his bed, his hand moving slowly up the curve of her back. It scares him, to want someone so much. But he knows that if he stops, it will feel worse than if he doesn't.

Don pushes back his chair and runs his hands in circles over his face, sighing in frustration. The last person who called in for tech support nearly forced him to smash his head repeatedly onto his keyboard. 'If one more person asks me if a computer mouse is an animal, I will kill myself.'

He picks up his purple coffee mug and tilts it into his mouth only to realize…it's empty. Muttering to himself, Don heaves himself out of the computer chair, stretches his arms high above his head, and wanders out of his room, making a beeline for the kitchen. He only trips over one thing on his trek-a remote controlled race car- and makes a mental note to pick it up for some experimentation on his way back to his pathetic career. Right now, coffee is the main thing on the agenda.

Once in the kitchen, he snags the coffee maker and fills it up with lukewarm water, stifling a yawn as he places it back in its place. Opening the cupboard door above the machine, he rifles through some chip bags, cans and a box of pancake mix, only to find there's no coffee in there. Frowning, he checks the next cupboard. Then the next. Panicking, he throws open the fourth cupboard, searching frantically through its contents. Nothing! He takes a deep breath to calm himself, and scans the entire kitchen with his eyes, looking for his fix. It's nearly impossible not to break down when he realizes that there is no coffee and in despair he places his forehead on the counter loudly, on the brink of insanity. He stays in that position a few minutes before Mikey cheerfully enters the kitchen, humming the Turtle Titan theme song under his breath. At the sight of his brother he asks, "Uh, Donnie? Are you okay?"

"It's the end of the world as we know it, and I feel fine," he replies into the linoleum counter top, his voice monotone. Only slightly weirded-out, Mikey offers happily, "Well, I guess I'll make you some coffee to cheer you up!"

Sighing, Don responds, "There is none! That's why the world is ending."

"Sure there is, dude! Here's a bag of beans, right here!" Mikey insists, shaking the bag beside his brother's ear. Don's head snaps up and his eyes widen, his voice strained as he demands, "Where did you find that?"

"In the fruit bowl, next to the banana," Mikey replies, pointing to the dish that was right in front on Donatello the whole time. Chuckling at his brother, Mikey tosses him the bag, joking, "You were a bit melodramatic there, Donnie-boy!"

Don refuses to answer his brother, scooping the coffee into the grinder methodically and pressing the button. As he empties the contents into the filter, Mikey asks, "Hey, you know what bananas make me think of?"

"I don't want to know, Mike," Don cuts him off, clipping the bag of coffee beans shut with a clothespin and putting it back in its normal cupboard. Mikey is a little confused how Don knew what he was going to say but shrugs, pulling a can of soda from the refrigerator and returning to the couch.

Don pours himself a generous cup of coffee and takes it back to his room, taking the path around the chaos of the living area. Seeing Rachel's bag on the floor by Raph's foot, he suddenly notices her absence. If the bag is still there, then where is she? He looks around the lair, seeing only Mikey in the midst of an intense video game and Raph half asleep on the easy chair. Raph looks close enough to sleep to be cranky of Don disturbs him, so he ventures over to Mikey, waving his hand frantically in front of his brother's eyes until he regains the ability to blink. After killing three more koopas, Mikey whacks the pause button a little too enthusiastically and asks amiably, "What's up, Donnie? I see you got your fix."

Don offers his sympathies to the controller, knowing that in only a matter of time it will be back on his work bench, replying, "I was wondering if you've seen Rachel or Leo."

Mikey furrows his brow in deep concentration, spending upon the task that would take most seven seconds almost half a minute, recognition lighting up his face. Voice filled with pride at his accomplishment, he answers, "I remember Rachel going to change in a room, and Leo went to his own room to meditate or somethin'. A mischievous grin taking over his face, he asks, "Do you wanna smash some goomba tail?"

"Tempting, but no thanks," Don declines, his attention already zeroed in on the door to Leo's bedroom. He makes his way up the tall stairs and walks close by the door, listening for any sounds behind it and hearing none, which confuses him.

'Wait, what am I even listening for? I mean, it's not like you can hear two people when they're…Gah! Bad thoughts, bad thoughts!'

Don flushes crimson at the thought of his brother and Rachel entwined, shoving it unceremoniously from his mind and slamming the door shut on the notion. 'Never again,' he promises himself, making it back to his own room and sanctuary in record time. He releases a tired sigh as he sits down and seeing the flashing incoming call button, he puts on his headset, pressing the button and greeting as cheerfully as possible, "IT Tech support; Don speaking." The person on the other end begins sobbing about her cheating husband who just left her, and he replies gently, "I'm sorry miss, but this is a support line for those having computer problems…no, no, no! I'm not trying to get rid of you…could I direct you to a help line…? No, I'm not calling you crazy, it's just that you're upset and this isn't my field of work…NO! The answer is not ending your life! I-…could you please hold for a moment, miss? I will direct you immediately to a help hotline, alright?"

Raph discreetly opens one eye, seeing Mikey on the floor in front of the television and off in 'Mikey Land'. He has to strain to hear all the way to Don's room, and hearing him trying to help an obviously hysterical and suicidal customer, he slithers from the brown chair, taking care not to catch a certain orange cat's attention as he creeps in the shadows of his home. Once Klunk knows you're not busy, the feline is relentless, rubbing up against your legs, batting playfully at your ankles and staring up at you with those enormous watery green eyes. Admittedly it's cute, but one can only take numbness of the thighs from the cat's weight for so many hours before they become stir crazy.

"Crazy little furball," Raph mutters to himself and returns his focus to the mission. Ninja stealth kicking in, he sidles up to the door of Leo's bedroom. For only a moment he reconsiders his nosey action, then inhaling a decided breath he presses his ear to the door. Nothing. No rustling, no moans, no low, husky voices. Just…no sound at all. A little disappointed that he turned up with no dirt on Leo, he hears a muffled voice say softly, "What do you mean, you can't?"

Definitely Rachel; the voice is too high to be Leo's. He hears the wheeze of the old bed and some unintelligible dialogue, but the tone tells him it's Leo. Dashing to the table by the chair, Raph snatches up a glass and races back to the closed door. He fumbles with the glass, almost dropping it on the floor and assesses the situation. Raph smirks and shakes his head, saying to himself, "It ain't even noon, and I've already eavesdropped twice! I need a hobby…"

Placing the rim of the glass against the door, he presses his ear to the bottom of the glass and listens hard. A sigh comes from the other side of the door, and Leo pleads, "You have to understand. It's just that my life is very complicated, and I'm worried about what something like this could do to my family."

"Sheesh, Leo! You make it sound like I was trying to have sex with you or something," Rachel exclaims, her voice escalating in volume. Leo hushes her and insists, "I didn't say you did-"

"I know you didn't! I'm just saying that's how you made it sound," Rachel defends, then adds almost as an after thought, "I should have seduced you when I had the chance and avoided this whole conversation."

Ignoring her joke because he's unsure if she's being serious, he apologizes as he reaches for her hand, "Rachel, look, I'm sorry that I can't have that kind of relationship, but it's just too early! Who's going to look after my family?"

She growls and snatches her hand away from him, standing up furiously. "Just stop it, Leo! Your brothers are grown up; they don't constantly need your help or protection. Don't use your family as an excuse and step up to the plate; take responsibility for your feelings and your problem with this relationship," she snaps, backing away from his attempts to make her sit and listen. 'Not today, Leo.'

"I don't have a problem with this relationship, Rachel!" he replies resolutely, massaging his forehead with the fingers of one hand and taking in a deep, calming breath. Throwing her hands in the air, she shouts, "First you tell me that you love me and kiss me, then you pull away and practically accuse me of trying to rape you -!"

"I did not accuse you of trying to rape me! I told you I loved you; I didn't say that loving you didn't scare me!" Leo bellows for the first time during the whole argument, leaping up off of the bed. Rachel's eyes fill with curiosity at this new piece of information, surprised at his response. She tilts her head to the side and asks, "Why would you be afraid of me?"

"Yeah," Raph breathes in agreement on the other side of the door, still listening in on the heated discussion. He hears another loud sigh from Leo, and in a voice betraying no emotion, Leo admits, "It worries me that I want you to be with me all the time, and that I want you so badly. What is this going to do to me, my judgment? What if I get careless and suddenly…everything I've ever cared about is gone? The Foot and Bishop are still out there; what if they used you to get to me?"

"Leo, that won't happen-"

"You don't know that," he contradicts quickly, reminding her, "They tried to use Vanessa to get to Raph once. I wouldn't put anything past them."

Giving him a smile that looks more like a grimace, Rachel replies softly, "They sure got a nasty surprise, didn't they? And it won't be a problem once I'm properly trained. You may not believe it, but I can handle myself, Leo."

Leo's eyes are on her, no expression in them, and he finally lets out a gush of air, muttering, "Don't I know that." He looks a little sad as his eyes fall to the floor and she comes in close to him, murmuring, "That doesn't mean I don't need you, though. We wouldn't be able to survive without you. You know that, don't you?"

"It doesn't feel like it anymore," he admits, flopping down onto his bed. Her expression is subdued and compassionate as she crouches down in front of him, forcing him to look into her eyes. Her voice serious, she says, "Leo, you don't have any clue how much we all care about you, do you?" She barks out a laugh, not because it's a funny joke, but because he's so oblivious to how great he is. Looking him deeply in the eyes, she says, "Listen to me, Leo. You are the strongest, most courageous and selfless pers-…being I have ever met, all of which are big reasons why I love you. You hardly ever jump to conclusions or judge people before you know them, and give everyone an equal chance. Your family is so lucky and grateful to have someone like to help keep them together, and have been saved time and time again by not only your strength and precaution, but also by your consciousness of their feelings and well-being. You are so considerate of everyone, and I love that about you."

'Give 'im a big head, why don't ya,' Raph says to himself, but can't help agreeing. 'Leo has saved our lives hundreds of times, even though he's a pain in the ass.'

"I love you, I'm absolutely crazy about you, and every morning I wake up the first thing I think about is you. You're on my mind practically all the time, and I'm amazed by how incredible you are. You are nothing but a gentleman to me and you listen so well; another reason I love you. You are one of the most valuable things in my life right now, and I'm not sure if I could be who I am today if you hadn't found me." She smiles up at him innocently, and asks, "Did I mention that I love you?"

With such a sweet expression on her face he can't help but chuckle at her, joking, "It may have slipped out." She laughs too, then murmurs gently, "You do know that I meant all of that, right?"

He nods, replying, "I wouldn't doubt you." Relief washes over her and she whispers decidedly, "Good," glad that his attitude is considerably better. They sit in a comfortable silence for a few moments before Rachel asks, "So, why would you ever think that you're not good enough, Leo?"

The look on his face shows that he really doesn't want to talk about this. Rachel scooches in a little closer, sitting on the bed with her legs resting on him and brushes her lips over his for a second, breathing, "Tell me. Please."

'That was uncalled for!' Leo internally protests. He was so close to ending the conversation; however, when she wants something, nothing will stop her. Swallowing, Leo answers, "Well…my brothers have been pushing me away and hardly ever want my company anymore. They don't understand that I'm being responsible for them and that if I don't, something could happen. We almost lost Raph and Mikey and even Don once; heck, Master Splinter was gone for almost a month. I've had too many close calls; they need me. Or, at least they did." He scratches the back of his head and allows, "I guess they don't need me as much anymore, do they?"

Smiling at him, Rachel sympathizes, "It's hard to let go of someone you've practically raised. But don't think just because they're grown up that they don't need you at all. I promise that they won't leave if you let go."

A smile spreads over his face; the smile of acceptance. She grins and teases, "You have quite the high expectations for yourself!" His brow furrows as he mulls over her comment and wonders if maybe she's right. 'I have to have high expectations, I can't fail my Master or my brothers; I can't fail my family again.'

This whole discussion has given him a slight headache, and wanting to let the subject drop he assures Rachel with a smile, "Alright, I'll lay off of them for a while. I'm sure they can handle themselves; and if not, Vanessa, Samantha and Lily will handle them for me."

They both laugh heartily, and Leo says in a low voice, "Speaking of which…" unexpectedly pulling Rachel into another kiss. This one is different, smoldering and boiling slowly, unlike the first that was like gasoline to an open flame: On a fast and furious seek and destroy mission. Raph shakes his head at his brother on the other side of the door, baffled by their sweet to nuclear to burning relationship and smirks, sneaking stealthily back to his chair. Mikey looks up at his brother and asks curiously, "Where were you?"

Grabbing the back of Mikey's head and shoving it downward, Raph replies, "Mind your own business, dweeb," but smiles at his brother's disgruntled pout. Eyes narrowed, he protests, "I'm not a dweeb!...I'm eccentric. There's a big difference."

Raph can't keep in a laugh, and Don's expression is completely bemused as he comes down the stairs. "What's so funny?"

"Mikey," Raph answers and plops down on the couch, giving his little brother a noogie. "Hey! Raph!" Mikey protests loudly, trying to unlock Raph's arm from around his neck. From behind them, they hear Rachel say, "Be nice to Mikey, Raph."

Raph shrugs and releases his brother, looking at Leo who's beside Rachel. He doesn't look any different, except maybe the slightly softer look around his eyes. 'Hm, looks like she got to the Fearless Leader. Nice work.' A grin spreading over his face, Mikey asks mischievously, "What were you two kids doing?"

"Nothing," Rachel replies smoothly, though Leo flushes faintly and practically gives away everything; however, Rachel kisses his cheek and says, "I've got to run," grabbing her bag from its place by the arm chair. Desperate for something to hold over Leo, Mikey demands, "What happened?" completely ignoring Leo's infamous glare. Rachel's smile is coy as she looks back over her shoulder on the way out and replies, "I got what I wanted." She steps into the elevator and sends Leo a wink, the door closing on her figure. The moment there is only a mere crack in the door, Mikey pounces on Leo, asking questions at a mile a minute.

"Seriously dude, what happened? Did you make-out? What was it like? Was she naked? Did you go all the way around the bases-?"

"Mikey!" Leo scolds, clapping a firm hand over his mouth to cut of his chatter. Now that his arm is stretched out fully, Raph receives a clearer view of Leo's neck. A grin spreads across his face and he nudges Don, pointing it out. Don tilts his head and squints to see better, a smirk making its way over his mouth as well. Confused and a bit self conscious, Leo wonders, "What are you looking at?"

"Is that a hickey, Leo?" Raph counters, poking the air in the direction of his neck. Eyes wide, Leo's arm retracts from Mikey's mouth and covers his neck, a furious blush over his face. Unable to contain his amusement, Don asks, "She liked what she heard, did she?"

"Be quiet, Don," Leo warns dangerously, the look in his eye having the desired effect as Don flinches almost unnoticeably. Suddenly, Mikey yanks his brother's three fingered hand from his neck and examines it closely, whistling shrilly as he remarks, "That is quite the sucker; probably won't fade for days!"

A look of alarm takes over Leo's face and his stomach drops. 'What is Master Splinter going to say?!'

Ahahahahahahahahahahahahahahahahahahahahahahahahahahaha!!!!!! XD

That was way too much fun to write! Poor Leo, I'm so mean to the sweetheart. Oh well, he had it coming.

So…on to what's coming up next. The next part shall have purpose and action meaning: This is where the evil comes in! Dun Dun DUUUUUUUUUN!!!!!!!!

Frightening, huh? I won't spoil any of it, so you may have to be very patient as my school year wraps up and I find a job. Thanks for reading, and please review. Have an awesome day!!!! :D

The Light of Reason