Within the Foot headquarters, Karai and Vanessa walked in and the secret door lifted up to the room where the Utrom Shredder was healing and they walked into the room and bowed to their master.

"You summoned us master?" Karai asked.

"I did" the Utrom Shredder said, "My recuperation is finally at an end, the worms have done their work; at long last, the time has arrive for my resurrection" the chamber the Utrom Shredder was in drained the water and opened up.

"As you command master" Karai said and walked over to grab the Utrom Shredder and placed him in a newly built armored body.

"And so, I stand before the world" the stomach plate of the armored body closed and it started to move, "Reborn! But, we have little time to waste, the Utroms who hunted me and their accursed human Guardians may have gone, but they will return in greater numbers, we must be ready" The Shredder walked out of the room with Karai and Vanessa followed.

"Unfortunately my lord, we are not ready" Karai informed.

"What?"

"Many of your followers were destroyed in the futile war for control over New York"

"Yes Karai" a voice called out and they looked to see Hun walk in, "But what we lack in numbers, we make up for in strength and loyalty" Hun bowed to the Shredder, "Master, it's good to see you back in action, and, if you would allow me, I would like to show you what we've been working on" Hun lead the three into a lab where many Foot scientists were working.

"First, master Shredder, I have a little welcome back present that I hope you will enjoy" Hun said as he stood beside of glass jar, "May I re-introduce you to Baxter Stockman"

Vanessa was completely disturbed by the sight of the brain that only had one eye and Karai gasped in shock.

"This is Baxter Stockman?" Shredder questioned in doubt as he stepped closer to the jar, "You've lost weight"

"Of course it's me" Baxter spoke, "Look around you, do you think this facility would have been possible without my genius? These imbeciles working for you have the technological savvy of ameba"

"And you've been very naughty Stockman, betraying me once too often; you should have quit while you were a head"

"It's strange to hear him crack a pun" Vanessa whispered to Karai.

"Go ahead and laugh Shredder" Stockman egged, "If wasn't for my knowledge regarding-" Hun turned a knob on the jar and Baxter's voice was turned down.

"One of the greatest benefits of having Baxter Stockman in this state" Hun said, "Allow me to demonstrate how the good doctor was induced to hand over so much of his information" Hun took out a small remote and when he pressed a button, Baxter was electrocuted harshly, appalling Karai and Vanessa.

"Master, where is the honor here?" Karai questioned, "This misery should be put to an end, not prolonged"

"Do not presume to question me Karai!" Shredder snapped, "Stockman is the perfect example of what happens to those who betray me; is that clear?"

The threat in his voice shook Vanessa and it caused another strange tingle in the back of her head, which has been happening a lot lately ever since her encounter with her 'clone' and getting knocked in the head after falling from the high beam, but she suppressed to let it affect her or to let it show.

"Yes master" Hun answered, "A perfect example; now, if I may show you you're new army" Hun began to lead them into a different part of the lab, "These are our latest and most deadly weapons of destruction, the Foot Mechs" They stood in front of a dark area and when the lights turned on, it showed barely finished robots.

"As you know, the Utrom exosuits posses unimaginable strength and reflexes" Hun continued, "These nine Foot Mechs are an advanced android technology, based on the exosuits and upgraded with weaponry, they will be completely under your control from this command center"

"Nine?" Shredder questioned, "Why only nine?"

"Well, these Foot Mechs are constructed around an Utrom biochip that's beyond our ability to create or replicate, we were only able to recover nine such biochips from what the Utroms left behind; but nine may be all we need, nobody else on earth will have weapons like these. When finished, these two will be perfect reproductions of the president of the united state and the prime minister of England, and, I think you'll really enjoy this master"

The light turned on the end of another robotic and it revealed it to be Splinter without the fur and skin yet attached to it. The robotic Splinter moved and jumped down to stand in front of them, then they looked up to see a metal plate with a turtle drawing on it lower itself into the room.

"Watch this" Hun said, "Foot Mech, destroy!"

The robotic Splinter looked at the target before it jumped and kicked the metal plate a few times before stopping.

"It is perfect!" Shredder said as he stepped forward between the metal plate and the robotic Splinter. Hun looked at Karai and Vanessa with this smug look and they crossed their arms.

"Teachers pet" Vanessa muttered. The whole place shook a bit before a loud horn sounded out.

"We have arrived my lord" Karai spoke as she stepped to stand in front of him.

"Good" Shredder said, "Let us test these new Foot Mechs, send this one out to hunt down the turtles, find their hiding place and destroy them once and for all!"

Meanwhile, below in the sewer tunnels, the turtles were playing around on a new creation that Donnie created, the Sewer Sleds. Winter was riding with Donnie while Sara rode with Leo, Phoebe didn't come along since she didn't like the idea of riding around in the nasty sewer water and because she volunteered to take Viola to the hospital since it was finally time to get her cast off. Raph drove faster and rode upside the wall and around the ceiling, but went back to riding below when he spotted something up ahead; when he stopped, the others soon caught up.

"Hey Raph" Mikey called out, "What's with the hold up?" But Mikey then noticed what he was looking at and everyone saw that it was a Triceraton, "A Triceraton?"

"It can't be" Raph said as he stood up.

"Wait, Triceraton?" Winter asked, "As in the race of dinosaurs that you encountered on another planet in another galaxy?"

"That would be the one" Donnie answered, "And the same Triceraton that tried to destroy us"

"A Triceraton? Here?" Leo said as he jumped out of the Sewer Sled and drew his swords and the others followed soon after.

"You don't think it's an invasion, do you?" Mikey questioned.

The Triceraton groaned as he shook his head, "Enemy...sighted!" the Triceraton then charged, "Enemy engaged!"

But as the Triceraton continued to charge, he charged right past them and right at Donnie's Sewer Sled, which Winter was still on. Winter screamed in fright and jumped from the Sewer Sled, Donnie rushing to catch her and they all watched in confusion as the Triceraton attacked the Sewer Sled instead.

"Um, what's up with that?" Mikey asked as they lowered their weapons.

The Triceraton continued to smash the Sewer Sled until it was nothing but a beaten scrap heap, then the Triceraton started to hold his throat and cough as he turned and staggered to his knees.

"It's the air" Donnie said when he realized what was wrong with the Triceraton, "His breather mask is cracked, he's breathing out air and it's affecting his brain; the Triceraton home world has an atmosphere of nitrogen and sulfur, remember? Our oxygen must be making him delusional"

"Sirs!" the Triceraton called out, "Trooper Zog, serial number XT4, reporting for... duty sirs!" The others looked at each other in confusion before Leo saluted to him.

"I think he thinks we're some kind of Triceraton officers or something" Raph said.

"What should we do?" Donnie questioned.

"Anything that might keep big, horned and ugly from ripping us limb to limb!" Mikey exclaimed.

"Mikey, we should help him!" Winter scolded, "He's slowly suffering and dying; I mean, from what Viola has told me, they gave you air breathers when you were stowaways on their ship"

"Winter's right, you guys should help him" Sara said.

Leo then thought of an idea, "Uh, at ease soldier, situation report"

"Must... complete mission...sir" Zog gasped as he struggled to breathe.

"And what mission is that soldier?"

"He sure is having fun bossing him around" Sara joked.

"Must... capture fugitoid at all cost... sir, my squad was pursuing... target, when we were caught in energy beam, transported to coordinates unfamiliar to this soldier. Engaged Federation forces also tracking fugitoid, and in heat of battle, became separated from my unit, target not captured, unable to reconnect with squad, and lost weapons sir, request permission to terminate self for disgraceful failure of mission, sir"

"What?" Leo said confusingly at first, but then caught on what he was saying, "Oh, wait, no! I mean, the, uh, the fugitoid mission was a success, yes, you are to be commended for your, uh, survival skills"

Zog seemed surprised by this, "Yes, sir, thank you, sir"

"We should probably fix his mask, he's sounding much worse now" Winter suggested as she walked closer to the Triceraton, "Donnie, do you think you can find anything from the Sewer Sled to help repair Zog's mask?"

"Maybe we can rig up a temporary breather from one of the nitrogen fuel enhancer tanks on the Shell Sled" Donnie said as he looked through the salvage of the Sewer Sled.

"Hey, hold on!" Raph called out, "Are you nutso? If horn-head here gets a clear head, he might realize that we're the enemy and wipe us out!"

"But we can't turn our back on him when he needs help, that's just wrong"

"You already got Winter, why do you still think you need to impress her?"

"I'm not doing this to impress her, I'm doing it because it's the right thing" Donnie and Winter soon replaced and fixed Zog's mask with the air that he needed, once they were done, Zog took a few struggled breaths before he started to breathe right once again.

"Sir, thank you sir" Zog said. Winter and Donnie smiled at each other at what they did.

"My sons" a familiar voice called out and they looked to see an injured Splinter walking towards them, "My sons!"

"Master Splinter!" Donnie gasped in shock, "Are you ok?"

"An intruder in our lair" Splinter told and he leaned against the wall, "I was attacked, you must take me back, defend our home" Splinter started to stagger and nearly fell, but Sara had rushed to catch him in time.

"He's hurt pretty bad" Donnie said worriedly, "He's barely breathing"

"And he feels so cold" Sara added.

"What do we do?" Mikey asked.

"We're gonna do what we're told" Leo said as he helped Sara with Splinter, "We're going back to the lair and-"

"And I'm gonna kick the shell out of whoever did this to master Splinter" Raph finished angrily.

"What about him?" Mikey asked as he rushed over to Zog, "We can't just leave him here"

"Then bring him" Leo said as Sara helped load Splinter onto Leo's Sewer Sled, "Let's go"

Donnie and Winter climbed onto Donnie's sled while Sara hopped onto Raph's.

"Soldier, follow us" Mikey said.

"Yes sir" Zog said.

Mikey awkwardly climbed onto Raph's Sewer Sled and they all sped off towards the lair with Zog following behind. But when they came close to the lair, they stopped when they spotted something ahead and they were shocked to see that it was another Splinter.

"Master Splinter?" Leo questioned as he looked down at the Splinter that was with him and they all became confused about what was happening right now.

"Put him down, now" the Splinter in front of them demanded.

"What the heck is going on?" Sara questioned as she looked between the two Splinters.

"Master Splinter, what is this?" Leo questioned to the Splinter he had with him, "What's going on?"

What they didn't know was that the 'injured Splinter' was the robot that was sent by the Shredder and they were spying on them.

"Now you've done it you muscle bound thug" Baxter scolded as he floated over to Hun, "We can't have two master Splinters in the same place, you botched the whole thing"

"Back off Stockman" Hun said as he held out the remote that would electrocute him again and Baxter did, then he turned his attention to the Foot scientist, "Try to get the turtles to attack the rat, accuse him of being an imposter"

"That is what attacked me" the robotic Splinter told, "Destroy it"

"No my sons" the real Splinter said, "He is the imposter, you must believe me, put him down now"

"Say what?" Mikey said confusingly.

"The turtles will not be taken in by such an obvious ruse Hun" Shredder said, "Destroy them now, while you still have the element of surprise"

"Yes my lord" Hun said nervously, then turned to the Foot scientist, "You heard Shredder, activate the Foot Mechs lethal protocols"

The Foot scientist did what he was told; the turtles then noticed that the Splinter Leo was carrying eyes glowed red and suddenly kicked Donnie and Raph down, then he kicked Leo into the wall. Mikey then prepared his nunchakus as the robotic Splinter charged at him, but then the real Splinter jumped and kicked the fake Splinter down. The two Splinter engaged in battle while the turtles recovered from the attacks and they became confused when they saw the two Splinters fighting, struggling to figure out which one was the real Splinter.

"We've got to help him" Leo said as he drew his swords when he saw the one Splinter knock the other into the wall.

"Yeah, but which him?" Raph questioned as he drew his sais.

"Hun, I am growing impatient" Shredder said as they watched to fight go on, "Finish them, now!"

"Take it up to full force attack!" Hun ordered the Foot scientist.

The scientist did what he was told and the robotic Splinter's eyes glowed a brighter red and he tried to punch the real Splinter, but he dodged and he punched a hole in the wall, but then he jumped and kicked Splinter down hard.

"Master Splinter!" Donnie yelled out.

When the robotic Splinter ran at the turtles, they knew who to fight now, but it wasn't that easy, the Splinter they were fighting was just too fast and too strong and they were getting knocked around.

"Yo, maybe it's time to send in the reinforcements" Raph suggested to Zog.

"Huh?" Leo said confusingly, then looked back at Zog, "Soldier, engage the enemy!"

"Sir yes sir!" Zog said and rushed at the robotic Splinter, who was still attacking Mikey.

Zog jumped in and punched the robotic Splinter hard, knocking him into the wall and caused him to spark and part of his face to rip, revealing that he was the imposter. Everyone gasped in shock at what they saw and the fake Splinter continued to attack Zog; the Triceraton continued to attack and he grabbed the imposter and tossed him around roughly before he ripped him in half, causing the girls to scream in fright at the horrific sight of seeing Splinter being torn in half, even if it was an imposter; Zog then tried to attack again.

"Enough!" Leo called out as he rushed over to Zog to stop him, "Stand down soldier, mission accomplished"

"And mission to scar young teenage girls accomplished" Sara said in a shaky tone as she tried to look at anything other than the sight of the ravaged Splinter.

"What I want to know is where did robo Splinter come from?" Raph questioned, "And who sent it?"

"It does not matter" the real Splinter said as he stood up, "Whoever they are, I will not stand by while they use my likeness to attack my family! We must strike back immediately!"

"Splinter is going Raph rogue" Winter joked.

"Never seen him so steamed" Raph said to Leo, "I'm kind of enjoying it actually"

"Hey" Donnie said as he looked through the robotic Splinter, "A remote control module, if this Splinter was remote controlled, we can trace the signal; you guys, stay with the robot, I'll be right back, I need some equipment from my lab"

"I'll tag along" Winter said and hopped onto the Sewer Sled with Donnie and they rode off back to the lair.

After a while, Donnie came back and with the Sewer Slider.

"Voila!" Donnie said as he held up a device, "A direction finder, which seems to be pointing... that way"

"We'll take you girls home first" Leo said as he helped the girls into the Sewer Slider.

"What?" Sara questioned.

"It's too dangerous for you to come along"

"Boo!" Winter complained.

"New mission soldier!" Leo said to Zog, then turned a button to expand the back end of the Sewer Slider, "Climb on!"

"Sir, yes sir!" Zog said and jumped on.

Leo soon dropped the girls off at their homes and soon followed Donnie to where ever the robotic Splinter came from. They parked their vehicles and climbed out through the manhole and into the shipping yard where the signal apparently came from.

"This is it" Donnie said once all of them made it to a building and looked across from a freighter with a Foot symbol on it, "The signals are coming from inside that freighter"

"So then it was the Foot that siced that Splinter robot on us!" Raph said angrily.

"But Karai leads the Foot now, and she gave us her word the Foot would leave us alone" Leo said upsettingly.

"I am sorry my son" Splinter said, "But in this case, we must believe what we see"

"And I see that I'm tagging along with you guys" the turtles were surprised by the familiar voice and they looked up on top of the crates across from them to see that Viola was there and she jumped down to land in front of them, "Because if Karai is in there, then so must Vanessa"

"But you just got your cast off" Raph reminded.

"And that means getting back in the game; plus, I need the stretch after being in that cast for so long"

"Something tells me we're gonna be really, really outnumbered" Donnie said when he noticed a bunch of Foot ninjas.

"What we need is something to help us even the odds" Raph said.

Mikey backed up and motioned Zog to come out, "Boys, and girl, meet Zog, the equalizer"

Everyone soon snuck closer to the freighter and then Donnie placed a headset on and handed the others to his brothers.

"Ok, here's the plan" Leo said, "We'll recon order and see what we're up against"

"Ready for action sir!" Zog saluted a bit loudly, but he accidentally hit a couple of boxes, causing one to fall, but Leo ran to catch it in time.

"Quiet soldier; this is the recon part of the mission, we need stealth"

"Sorry sir" Zog said a little quieter, "But stealth is not one of my strong point"

"No duh" Raph said. "We obviously can't take him in there for recon"

Leo whispered to Donnie and Mikey, "Mikey, you stay here and watch Zog; Don... you stay here and watch Mikey"

"Hey!" Mikey complained.

"Be ready to move, we'll contact you as soon as we know what the Foot are up to"

Leo, Raph, Splinter and Viola soon ran towards the freighter and started to climb up the rope connected from the ship to the docks. When they made it near the deck and two Foot soldiers had walked by, Raph jumped up and grabbed one of them, then when the other Foot looked to see that his companion was gone, Leo snuck up from behind and easily knocked him out, dragging him behind some crates to hide him.

But another Foot soldier had noticed them and when he was about to rush off to warn somebody, Splinter used his staff to knock the Foot down and he and Viola jumped onto the deck of the ship.

"Looks like our way in" Leo said as he looked up at an air vent.

They then began to crawl through the air ducts of the ship and then came to a stop at another air vent and they looked down to see that there was a lab right below them and they became shocked when they saw that the Shredder was there as well.

"The Shredder?!" Viola gasped.

"Not again" Leo groaned.

"I see he still gets his suits at the hardware store" Raph mocked.

"Look, more robots" Leo pointed out.

"They are manufacturing deadly assassins" Splinter said, "They must be stopped"

"I'll say, those two look more like humans then the others" Viola pointed out, "And that one looks like the president, they're gonna try to manipulate the entire nation"

"This facility must be completely and utterly destroyed"

"Don, here's the plan" Leo spoke on his headset, "We need to blow this ship sky high; to do that, we'll have to get it out to open waters away from the city. Raph, master Splinter, Viola and I will take the bridge and get this ship moving; Mikey, you and Zog cast off the mooring lines and then meet us on the bridge; Don, can you sink it?"

"Hey, if I can't figure out a way to take out a floating Foot lab that sitting on top of thousands of gallons of diesel fuel, I might as well hang up my tool belt" Donnie said.

Leo, Raph, Splinter and Viola had soon made it to the bridge of the ship and it was completely empty and dark.

"Sheesh, all these buttons and not one of them says on" Raph complained.

"Maybe I can be of assistance" a familiar voice called out and the lights had turned on.

The group turned around and looked in shock to see that Hun and Vanessa were there.

"Welcome aboard freaks" Hun greeted, "I'll be your cruise director for the trip and I'm happy to tell you, you'll be experiencing pain, lots and lots of pain"

Soon, the Foot Elite had broke in through the window and made their way towards the group, who drew their weapons, ready to fight.

"Um, Mikey" Leo called to, "Now would be a good time to bring in our friend, the secret weapon" but Mikey didn't answer and the Foot Elite continued to close in on them, "Mikey, come in; Mikey, come in!"

"It's seems we're on our own for the moment" Viola said worriedly.

She looked back at her sister, who continued to look at the group with disdain, but it seemed as if there was something else in her eyes.