A/N: - So now our heroes are fighting the Shredder…I don't think I need to say anything else here…  

 "Do you understand and accept the rules?" Shredder asked them as they all stood before him, Leo stood at the front as usual but with Raph close behind him in case he passed out or something, although Leo was still insisting that he could manage on his own. Of course, as soon as he'd said that he'd thrown up and Raph hadn't left his side since. Raph was sticking to the excuse that Donnie had told him to stay with Leo but Leo knew better. Raph was staying with him out of his own free will through deep concern for his elder brother. But, flattered as he was, Leo just wished that they would all just leave him alone and worry about Shredder and the battle.

"We understand." Leo answered shortly, snapping back to his senses.

"And do you also accept them?" Shredder asked, voice dripping with malice and sarcasm as he spoke to his enemies.

"Does it matter?" Leo sounded cool and collected as he always was when talking to someone as detestable as Shredder. It was his way of angering them; he didn't need violence. The tone of his voice always said more than the words he used.

"Not really, I'll kill you anyway."

"Then let's get down to it. First, you shall take on my Foot ninjas."

"Wait one moment, Shredder," Leo cut in, "your rules said nothing about anyone else fighting this battle for you. Not once did you mention back-up from your Foot ninjas. Not in any of you twenty-five rules for this battle. You said in rule twenty-one that you were to have three helpers of your choice as I have. Seeing as we do not have our Sensei and you are using him as a prize then three helpers is all you'll get. You already have our human friends captive." Leo turned Shredder's own rules around so they worked to the turtles' advantage. At least now they didn't have to worry about battling an entire army. But Leo wasn't finished, "but as we didn't have a choice about who we were in a team with then you shall not have the choice either."

"You're all brothers – you're a team anyway."

"Yes, but we still had no choice. So April O'Neill will be choosing who your team is as I do not expect you to let us or Casey Jones choose for you..."

"As my opponents, you shall choose. But only one of you shall choose. Which of you will it be?" Shredder asked. The turtles huddled together to make a decision.

"You do it, Leo. You're the leader and you know each unit's strength better than any of us…" Mikey laughed nervously.

"Is everyone ok with that?" Leo looked round at each of his brothers. They all nodded silently and Leo stepped forward.

"So, freak, who is to be on my team?"

"A Foot Elite of your choice, a Foot Ninja of your choice and a Foot Tech ninja."

"Very well. Hun, it seems, is to be disappointed." Shredder growled and chose himself a Foot ninja, a Foot Tech and a Foot Elite before returning with his team to face the turtles.

"Leo, why didn't you just pick three Foot ninjas?" Raph hissed in his brother's ear. Leo frowned at him.

"Because, Raph, that wouldn't work with rule seven; The Shredder's team must have the same capabilities and wide range of attacks as his opponents."

"How the hell do you remember the rules?" Raph snorted as he and Mikey fell back to prepare for the plan. Donnie smirked and saw Leo wink subtly at him.

"You made that rule up, didn't you?"

"Yip…Shredder needs to stand some sort of chance to keep his attention on us and not on Raph and Mikey." Leo grinned broadly at Donnie, who rolled his eyes upwards and gave a short chuckle, hardly believing that Leo would lie to his brothers like that. But even their fearless leader had a mischievous side and Donnie secretly wished he showed his more relaxed nature more often when they were practicing instead of playing the relentless motivator that pushed them to their limits…but that happening was about as likely as Mikey discussing the laws of physics without the word 'bogus' being involved at any point.

    "Hun, sound the gong." Shredder roared. Hun pounded his fist on a large metal gong and its low, clear note reverberated around the room, bouncing off the walls before fading away into nothing. The fight began.

    Leo and Donnie sprang forward, instantly concentrating their effort and skill on Shredder. They had to obscure his vision so that Raph and Mikey could beat the rest of Shredder's 'team' and then climb up into the roof unnoticed. Leo was growing tired quickly and finding it difficult to manage under the strain of a battle so ferocious that it was beginning to look as if they would lose. Donnie rapidly noted his brother's decreasing speed. His energy was draining out of him fast but the enthusiasm in his eyes remained the same. He looked as though he could drop down at any minute. Shredder seemed to sense this and momentarily disposed of Donnie by throwing him to the floor to focus his attentions on the weaker turtle. He grabbed Leo with one hand and held his wrist blades to the turtle's throat.

"Move one step closer and your precious leader will die a gruesome death," Shredder snarled venomously.

"No…you didn't say it was a fight to the death!"

"I would've thought that was obvious from the well-known fact that I've been trying to eliminate you for a very long time." Shredder's throaty laugh echoed round the room. Everyone had frozen. Raph was holding his Sais to the throat of the Foot ninja and his hand was trembling. Mikey looked round desperately for an idea to help his brother to escape the Shredder's grip…but Leo had just stopped struggling, or so it seemed. With a start, Mikey suddenly realised that Leo was being strangled by the Shredder. They had all been so caught up with looking at the blades that they hadn't noticed Shredder's grip tightening round Leo's throat.

"No…" Donnie whispered, throwing himself forward and knocking the Shredder off balance so he dropped Leo. Shredder just got to his feet and chuckled mirthlessly.

"You fool," he spat, "did you really think I was going to kill him? That would spoil the object of the game; although once I have killed the three prizes then he will be the first of you four freaks to go. He's caused me more trouble than he's worth."

"You'll never beat us, Shredder, and you can't kill Casey, April and Splinter until you have got through us…have you forgotten your own rules? Rule one – you cannot kill the prizes until your prime opponents are dead." Raph's lips twisted into a cruel sneer. Mikey laughed heartily.

"How embarrassing…you forgot your own rules!" he sniggered from where he was now sat by Leo.

"You really are all metal…" Leo whispered, rubbing his sore throat. His eyes were wide as he strained to get his breath back. Mikey was sat beside him, cross-legged as if they were simply sat in the dojo. Why Mikey had sat down was a mystery to Leo but he was grateful to his little brother all the same.

"What's that supposed to mean?" Shredder demanded, striding over to stand above Leo and Mikey.

"Simply that you are all metal…which must be difficult…how do you think with a head of metal?"

"Yeah, dude," Mikey added picking up on the joke, "and it must be pretty impossible to swim, don't ya think? You know, being metal and all."

"Idiots! Morons! Why do you play foolish games with me? The rules are no longer in place. You have five minutes to defeat me before I begin killing your friends. I will kill one every five minutes after that."

"Screw the rules, huh?" Raph drawled, sounding slightly drunk, "that works for me." He plunged his Sais into the throat of the terrified Foot ninja. Shredder roared and Leo and Mikey had to roll opposite ways to avoid the body slam the Shredder attempted.

"Guys, we're in for the fight of our lives!" Leo exclaimed.

"Ironic that you should say that both the first and last times we fight him," Raph called to his brother. He was engaged in heated combat with the Foot Tech ninja and was having a few problems making him visible. However, one he had managed it the fight was as good as his. Leo and Mikey were at work on the Foot Elite ninja while Donnie was dodging blow after blow from the Shredder. Raph joined him, deciding that Mikey and Leo would finish the Elite ninja easily enough between them. He was right and soon they were all working at Shredder – and they had three minutes left before April was to be killed. The plan was ruined and now the rest of the Foot wanted to join in with the fighting and help their master. They were stopped only by Shredder's command.

"I will take them on my own. They shall never defeat me in three minutes!" Shredder roared.

"Don't be so sure, Shred-head," Leo growled.

"So, your fearless leader seems to have regained his spark. Perhaps a one-to-one challenge is in order…"

"You can't do that!" Raph twirled his Sais and stepped in front of Leo but his brother pushed him gently aside.

"Actually, he can. Rule seventeen: If the Shredder wishes to have a one-to-one face off with a specific member of the opposing team then he must challenge him using the appropriate words and the challenge must be accepted." Leo's voice was soft and there was a dreamy look on his face as he thought up a way around the Shredder's challenge.

"You are forgetting that we have discarded the rules in this fight but if you wish for a formal challenge then so be it. I, Oroku Saki, challenge you, Leonardo, to a fight to the death. But as I am feeling generous you may have one member of your team to help you should you need it."

"Oh, how generous," Raph muttered.

"Shut up, Raph. I accept your challenge and I choose Donatello as my partner," Leo stepped forward. Donnie's eyes widened and he shot a worried glance at his brother. He had expected Leo to pick Raphael but he was shocked to be chosen. Leo flashed him a small and re-assuring smile and whispered something brief in Raph's ear. Raph nodded uncertainly, not a good thing for Raph – uncertainty was not a normal personality trait which Raph displayed.

"Step forward, Leonardo and Donatello." Shredder ordered. Donnie and Leo moved forward so they were only two feet away from the Shredder, "I will change my deal - you have ten minutes before I kill all three of your friends…at the same time with no questions asked."

"Very well," Leo took a deep breath and he and Donnie shared one last brief glance which wished each other good luck. They began to circle the Shredder and Shredder finally lunged for Donnie, bladed hand outstretched and ready to slice clean through Donnie's neck. Leo knew Donnie would not have time to react and dropped to the floor, sweeping with his left foot to knock the Shredder off balance as he aimed for Donnie. Shredder fell in a crash of metal but jumped to his feet quickly.

"Thanks, bro," Donnie inclined his head to Leo.

"Anytime, but just keep a little more alert from the beginning next time. And don't even think about trying to keep me alert by doing things wrong. Worry about yourself in this battle, Donnie, and we'll stand a lot more of a chance against this metal head. We only have ten minutes." Leo gave his brother a hurried lecture as he ducked several blows form Shredder, who was furious that they had survived an entire thirty seconds of heated combat with him.

    Beside Raph, Mikey was whimpering and practically wetting himself as he shifted his weight back and forth on his feet. Raph rolled his eyes and hit Mikey round the head.

"Acting like a complete dork won't get us anywhere. We have to continue with the plan. It's our only chance of getting April, Casey and Splinter out of here alive; there's no way Don and Leo can defeat Shredder in less that ten minutes."

"Ok, but when do we do it?"

"When Leo gives me the signal. He has to knock Shredder to the floor and leap over him to distract him. That's when we go for it. The Foot are all too intrigued by the battle to notice our disappearance."

"Got it…" Mikey looked to the floor where Leo had just jumped over Shredder and kicked him in the face, "wait a minute, wasn't that the signal?"

"Yes! Let's go!" Raph leapt up into the beams, swinging from them like a monkey, closely followed by Mikey who was also making convincing monkey sound effects but only loud enough for Raph to hear, "I think you've finally found your true calling, Mikey. Monkey-turtle!" Raph joked to his brother.

"Hey, was that an insult?"

"No, it was a compliment."

"Oh, ok…thanks, dude." Mikey grinned at his brother. They scrambled on to the top of one of the beams above their friends.

"Mike – you're the lighter of the two of us so I'll hold onto your feet and swing you down so you can grab the others and I'll pull ya back up." Raph explained, pointing down to where Mikey would soon be dangling.

"Ok, so we go now?"

"Yes, we go now!"

A/N: - So will the plan work? Read the next chapter to find out! It seems that Shredder is not as intelligent as he makes out to be – forgetting his own rules and all – but will the turtles be able to force a victory out of what could turn into a deadly defeat? Just do me one favour before you leave this page…review please!