Disclaimer: I don't own anyone who was ever in the show/comics.

Author's note: This chapter should be a lot longer than the last one. I would also like to note that throughout this fic there will be little pieces of songs, usually a few from the same song per chapter. If anyone can name the song title and the name of who sings it, put it in your reviews. The first person to get it right will be announced in the next chapters.

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All four of the turtles were worried. And very upset. They were all gathered in Donatello's lab, facing the med table. Their eyes were darker than usual, even Michelangelo's.

Lying upon the med table was the form of Master Splinter, his eyes closed and his breathing ragged. Underneath his regular clothing, a bandage was wrapped tightly around his midsection, a red stain still fresh.

Leonardo, the eldest of the brothers, turned to Donatello. "How much longer can he last?" He sounded calmer than he looked.

Donatello looked at a computer screen. "About 6 more hours," he said, facing his brother.

Their sensei slowly breathed in, then coughed twice. His speech was rough and he had to pause to take in a breath. "Leonardo... take my hand... my son..."

Leonardo did as he was told. His eyes were full of sorrow. "Yes, Master Splinter?"

"Leonardo... should the sun rise and I am no longer with you... you must continue what I was unable to finish. You must..." A violent coughing fit started, racking the elder rat's body as he struggled to breathe.

Leonardo, worried that his Sensei would be taken before his time, opened his mouth to speak, but was interrupted by Splinter when he recovered enough to talk.

"Leonardo... you must continue to study ninjitsu... teach your brothers as you learn... I may die... but my legacy continues... in the four of you."

Leonardo bowed his head, closing his eyes. "Yes Master Splinter."

The other turtles followed, knowing that it very well could have been the last time their Sensei would ever speak again.

Satisfied of the answer, he relaxed and let his head rest on the pillow. It was there he fell asleep, his slow and ragged breathing continuing.

None of the other three turtles noticed the youngest slip out of the lab, heading up to the streets.

~

Up on a near rooftop, Michelangelo fought a loosing battle with tears. He sat with his legs underneath him, staring at the roof as thoughts ran through his head.

'Master Splinter... You can't die on us! We're not ready yet... We haven't even finished our training...' Hot droplets of water escaped his eyes and fell onto the concrete below him, one and then another. 'You're the only thing we have as family...' Tears fell more rapidly as he sniffled. "Father... don't die..."

A sudden noise startled him, making him jump up onto his feet. He wiped his eyes with the back of his hand, then prepared himself. He focused on the shadows of the building, trying to see what had made the noise.

There was no movement in the darkness.

Suddenly...

"Hey Mikey!"

For the second time Michelangelo shot up, once again startled by a sudden noise. He turned to see Raphael walking up to him. Michelangelo put a hand over his heart, which was going a mile a minute. "Jeez Raph, are you trying to give me a premature heart attack?!"

Raphael shot his brother an apologetic look. "Sorry Mikey. What are you doing up here, anyway?"

Michelangelo gave his older brother an attempt of his "that's OK" look, then once again looked into the darkness around them. "I thought I heard something, like someone sneaking around or something."

Raphael followed his brother's gaze, but didn't see or hear anything. He gave up and put a hand on his brother's shoulder. "Come on, let's go."

Both brothers turned to leave, Michelangelo glancing at the shadows over his shoulder before catching up to his brother.

They were both silent for a few steps.

"You going to be okay Mikey?" Raphael asked softly.

Michelangelo sighed quietly. "I don't know, Raph. I just-"

He never got to finish his answer, as both brothers stopped dead in their tracks. Both of their eyes narrowed. After a little bit, a whispered conversation started.

"I'd say about a dozen of them. Maybe more. What about you, Mikey?" Raphael's hands almost began to twitch as they neared his Sais.

"Definitely more. Piece of cake." Michelangelo's fingers brushed his nunchakus.

"Ready?"

"Yeah."

Both brothers turned, weapons poised and ready. Just as they expected, there was over a dozen Foot soldiers, each ready to strike except one. He stood with one arm behind his back, the other holding up a vial of an almost neon blue liquid.

"Looking for this?" he asked cruelly.

"The antidote!" both brothers gasped.

The Foot soldier lowered his hand, the barked out the order. "Attack!"

All of the Foot soldiers leaped at once, moving in for the kill.

~

The battle lasted hardly a minute. With one swing of his nunchakus, Michelangelo took out three soldiers, while Raphael took out four of them. The soldier with the vial quickly realized the outcome and backed off near the ledge, leaving the others to fight. But soon he was left with the two turtles advancing, neither looking at all happy.

He crouched into a fighting position. Raphael sprang at him, teeth bared. In a moment of panic, the remaining soldier tossed the vial into the air, just before he was struck down.

The vial spun in midair, it's path upwards slowing. Both turtles below watched it, unknowingly holding their breaths. The vial reached the top of its arch, then started its way back to the ground. Raphael dropped his Sais and lunged for it, hitting the ground and sliding until his arms and head were hanging over the ledge of the building.

The blue vial disappeared into the dark alley below, falling just beyond Raphael's reach.

At first he could only stare at the spot where the vial had been just a moment before. He then let out a frustrated cry as he slammed his fists into the cement.

Michelangelo sadly picked up the forgotten Sais and helped his brother to his feet. Their last chance of saving Master Splinter was hurtling towards the hard ground below. He hadn't heard it shatter yet, but he was pretty sure it was long gone.

"Come on Raph. Let's go back to the sewers. There's nothing for us here now."

Michelangelo's voice sounded so different. The pep and personality was gone. It sounded flat and, well, so un-Mikey.

And it seriously pissed Raphael off.

He inwardly berated himself for not catching the vial. For not striking the Foot soldier sooner. For the change in Mikey's voice. For the emotional pain he and his brothers will feel when their sensei passes away. For failing to save Master Splinter.

He let out a final primal cry as he rammed his fist into the metal siding of the staircase leading to the roof. A large dent appeared in the metal where the impact occurred. He then continued his way to the fire escape, leaving his brother to look at the dent he left.

As his brother climbed down the fire escape, Michelangelo was left staring at the dent caused by his brother. He had certainly seen other outbursts of anger, but he wished his brother wouldn't take it upon himself so hard.

"It's not your fault, Raph," he whispered, seemingly to the wind. "It's really not. We all should have been more careful, then we wouldn't have been captured, and then Master Splinter wouldn't have had to fight to save our shells." He felt his heart sink lower. It really was his fault. He was cracking his usual jokes during the fight, which in turn distracted him and his brothers enough to get caught. Master Splinter showed up at the last possible second, bailing their fat out of the fire when they needed it the most.

To be completely honest, it scared him to watch Master Splinter fight. He couldn't figure it out why, but watching his sensei knock a good amount of the Foot army to the ground made him want to be back at home, eating dinner and listening to another story from Master Splinter. It made him feel like he was five years old again, when he used to wake up screaming from nightmares of his family being taken away from him, leaving him all alone in a small, cold, dark room with evil creatures lurking in every shadow.

"You coming Mikey?"

Michelangelo turned to face his brother, who was waiting on the fire escape. "Yea, I'm comin'." Taking one last glance at the dent, he jogged over to the fire escape and followed his brother down.

~

It was now a few hours after Raphael and Michelangelo had returned. They had retold the events that lead to their return, which didn't help the overall mood any. All the turtles were near tears as they kept track of the time, knowing that their beloved Sensei had not much longer to live. After doing some calculating, Donatello announced that Splinter had until sunrise.

None of the turtles dared to leave their master's side, in fear that he would pass away while they were gone. The sun was due to rise in two hours, and their sensei's time was short. The turtles were old enough to be on their own; a human at their age would be ready to move out of their parent's home. But they still needed his guidance to finish their training and they were still no match for Master Splinter's skill.

All the turtles nearly jumped out of their shells when a loud noise resounded throughout the lair. The four brothers looked at each other quizzically, wondering where the noise was coming from. Almost a half a minute later, it came again.

"What is that?" asked Raphael, tense.

"Well, judging by how the sound reverberates throughout the lair, and the time between each set of sounds, I'd say someone's knocking on our door," Donatello said, looking towards where the sound was coming from.

"Someone's knocking on our door?" asked Michelangelo, finding it a little hard to believe. "Who?"

"Could be April, or Casey."

One corner of Raphael's mouth twitched upwards as a smirk tried to surface. "Casey doesn't knock."

"And April said she would be on vacation this week," countered Leonardo.

The knocking continued, this time more persistent.

"Well someone should answer it," said Michelangelo.

"Leo can answer it," volunteered Donatello.

"What?! Why me?!"

"It's not that hard Leo," assured Raphael as he started pushing his older brother towards the door. "Just open it and if they're friendly, ask them what they want. If not, kick their butts."

After being pushed out of the lab, Leonardo dejectedly made his way to the door. "Why can't Raph answer it? His legs aren't broken..." He continued to mumble to himself until he reached the door. There he prepared himself.

What would he find? Casey grinning at him? April frightened from a Foot encounter? Or maybe the Foot itself, ready to swarm into the lair and kill everyone inside?

As ridiculous as it sounded, Leonardo kept it on mind. They were vulnerable with the emotional state they were in, and with their sensei in his final hours, all Leo wanted was to spend as much time with him as possible.

After taking in a breath, he opened the door enough to look out and see who was outside. His eyes nearly popped out of his head and his jaw almost hit the floor from shock. He found himself momentarily unable to breathe. He could only stare.

She, for indeed it was a she; it was the first thing Leonardo noticed about the visitor; seemed to be about his age. She was covered from head to toe with black fur that seemed to absorb all light. Feline-style ears stood attentively on the top of her head, both aimed at the gaping turtle. A bushy black tail swished out from behind her, momentarily pausing in front of her legs, then swinging back behind her. Long, black straight hair flowed down to her back; strands of bangs that ended at nose level intruding in front of her amber eyes that seemed to pierce into Leonardo's soul. Her feline facial features showed no other emotion than seriousness, like Master Splinter when he meditated. She looked a bit like his sensei, with the same style of hands and legs. For clothing she wore a simple dark gray top, but looked more like a bra that was two sizes too small. Her dark gray skirt, which only went up to mid thigh, was slit up both sides. Her voice was flat, almost lacking emotion.

"I believe two other members of your household were looking for this."

She stretched out a closed hand towards Leonardo, her palm facing up. He cautiously looked at her, then waited for her to show him what she held. She slowly opened her hand and Leo almost gasped.

The neon-blue vial of antidote lay in her hand, completely intact.

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Author's note: There. That chapter done. This fic is gonna get long, because I already have lots of ideas for what happens later. No song in this chapter, there might be one in the next.