My thanks as always to those who read and reviewed! And as to all the questions about 00582... they will be answered. Eventually. Yes, I'm very mean!

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The alarms woke them up at 3-07 am.

Raphael sat bolt upright, immediately awake, reaching out for the gun he always kept by the side of the hammock. For a moment the bed swung alarmingly, but he had long since got used to not falling out and shifted his weight to stabilised it. The alarms were those which alerted the entire base to a major incident. Not good.

He leapt out of the hammock and raced for the door, almost colliding with Michelangelo as he ran through. Mikey was unarmed, but going for the gun he kept in the living room.

"What's going on?" asked Donatello blearily, emerging from his own room, more asleep than awake.

"No idea," said Raph tersely, going for another gun and handing it to the scientist. Donnie might have spent more time over the last few years in a lab rather than at the shooting range but he was still a damn good shot and unlikely to lose his head when trouble struck. And although Mikey preferred to teach others rather than go out in the field himself, he too was a good operative.

The three exited the room into the corridor, guns at the ready should they encounter whatever the emergency was. The alarms were still blaring, but Raph was used to working under such conditions and paid them no mind, although he could see Don and Mikey scowling at the noise. There were two agents up ahead of them, running in the direction of the labs and Raph decided it would be a good idea to follow them. If that was where the others were heading, no doubt that was where the disturbance was originating from.

He went up ahead, Donnie behind him and Mikey bringing up the rear. The corridor turned at a 90 degree angle and Raph raised his gun, ready to shoot should he turn and encounter something...

And widened his eyes as one of the agents he had been following flew past him and hit the wall, jawbone hanging at an odd angle, nose pulverised. Some one had to have hit the guy with enormous force to cause those kinds of injuries.

"Holy shit," muttered Mikey.

Raph dived around the corner, crouching low to make himself less of a target, gun gripped tightly in both hands. It took him less than a second to scan the corridor and lock on to the target. It was kinda hard to miss.

The thing had to be at least eight feet tall, wearing the tattered remnants of a white coat. Bony growths protruded from its heavily muscled arms and although its facial features were humanoid in appearance, the jaw was wide and misshapen, the face elongated, eyes small and piggy in the folds of flesh surrounding them. Crazily, Raph found himself recalling watching reruns of 'The Incredible Hulk' with Mikey and Donnie when they were no more than six or seven, giggling as they wondered how his pants had stayed on.

The thing locked eyes with Raphael.

At the same time, the alarms shut off and plunged the corridor into a silence almost as deafening as the sirens had been.

Raph opened fire.

His bullets found their mark, hitting the creature in the torso. A moment later he became aware of someone else shooting – Mikey and Don. He was absurdly grateful that they were by his side right then, even if he had already hit the thing.

It took only seconds before he realised why the thing had eluded the agents before them. Almost every bullet found its mark and the creature screamed piercingly, pain evident – but it stayed upright, taking a few shambling steps toward them.

What is that thing, armour-plated or something?

"Aim for the head!" he yelled, promptly taking his own advice. It was a more difficult target, although the face was long it was also narrow, the same width as a human head. But Raph was an expert marksman even under stress and Mikey and Don were no slouches themselves. One bullet tore a chunk from the side of its head. Another put out an eye, a gout of blood and white goo spilling down its cheek like explosive tears. Still another put a good sized hole in its cheek, exposing jagged rows of teeth.

Under the barrage, the creature sank to its knees, howling piteously. The three turtles stopped shooting and regarded it for a moment.

"What is that thing?" asked Mikey, rubbing his mouth nervously.

"Some kind of mutant, at a guess," replied Donnie. "But... that kind of mutation can't be natural. It's entire body seems to have undergone some kind of radical transformation, probably very rapidly judging by the unstable way it moved and the obvious..."

"I don't care if it's a mutant, one of Bishop's damned aliens or the new king of the world," snarled Raph, approaching the creature and leveling his gun at it. "It's going down."

"No."

Bishop rounded the corner and stared at them, obviously having stayed out of the creatures way until it had been dealt with. "I want it taken back to the labs for testing. We have to know what caused this reaction."

"Agent Bishop, you can't!" Donnie gestured agitatedly with his hands. "You can hear it – it's in pain. We shot it full of holes – you can't keep it alive like this!"

"I think you have more important things to be concerned about," replied Bishop, seemingly flustered for the first time in living memory. "There's another one."

"No way!" Raph glared at Bishop angrily. "What's going on?"

"This one - " he gestured to the creature that still writhed and whimpered as thick viscous blood poured out of it – "Was a scientist who got careless with his experiments. Infected himself and a test subject. Everything was under control until the test subject broke free and they both got out of the labs. Think we can find it and contain it before any more of my agents die Raphael?"

Raphael narrowed his eyes. "If it's anything like this one, it probably left a trail a mile wide. There's cameras all over this place. Any word on where it is?"

Bishop grabbed his radio and barked into it. "Where's the other creature?"

There was a burst of static disrupting the response. "... left the building sir! It's heading for the gen..."

Bishop looked nauseous and Raph could well imagine why. The base had two stories above the ground and extended deep beneath the ground, where they currently were. Outside, it made for an easier target but there was more chance of it leaving the facility before they contained it and more chance of it being seen.

"Come on guys," he said to his brothers.

"But – what about him?" asked Don, indicating to the creature bleeding out on the floor.

"Leave it." Bishop's voice held no room for argument.

Raph and Bishop's eyes met for a moment. Bishop might have been more flustered than Raph had ever seen him, but he had no doubt that this would mean they could overrule the agent. Should they put the poor, screaming thing out of its misery, Bishop would make sure they regretted it. They might be allowed to carry weapons and act as operatives, but it was Bishop running the show and he could have them locked up in a second. All of them.

"Let's just go after the other one," Raph snapped, heading for the elevator.

Outside, the facility was as bright as day, floodlights illuminating the whole area. There were other agents in the area, milling around quietly with their guns pointing at the floor but ready to be raised at a seconds notice, just as the turtles own weapons were held.

"I don't see it," hissed Mikey.

"From what I heard on Bishop's radio, I'd think it was near the generator," said Donnie.

"Around the back then," said Raph grimly. Shit, this whole thing was a mess from start to end. There was a procedure for these situations and rather than follow it, everyone had panicked. The highly trained operatives were running around like headless chickens, chasing a monster that had apparently already been the cause of the deaths of several agents.

As they headed for the generator, Bishop's voice radiated from the tannoys around the facility. "This is Agent Bishop – it's heading for the generator! Stop it!"

At least he's finally getting it together, thought Raph. It was unnerving to see Bishop caught completely off guard. He thought that bastard planned for every possibility.

The three turtles had been moving cautiously, but several of the other agents paid caution no heed, rushing for the generator, overtaking them. Raph suppressed a groan. If the damn creature was as tough as the first had been, warning it they were approaching wasn't doing them any favours.

There was a roar from the direction of the generator, followed by a crash. A couple of gunshots fired, then another crash. Throwing caution to the wind, Raph raced to the source of the noise, Don and Mikey hot on his heels – then paused as he saw the scene. The backup generator was located in a concrete building at the rear of the facility, nearby were other storage buildings. One of the other buildings was missing the door, but that wasn't what drew his attention. There were two bodies lying on the floor outside the generator building, mangled but mostly whole. And still more agents approaching the building, trying to gain entry, determined to shoot hole in the creature. But Raph knew it wouldn't be that easy. Hell, the one they had shot in the head was still alive, if only barely, after encountering not only the three of them but no doubt other groups of agents who had tried to do as much damage. Guns weren't going to help them much. They needed another plan.

"Back off!" he shouted to the other agents, the four nearest the generator building where he had to assume the other creature was, about to dart through the door. "For crying out loud, get away from there!"

Either they didn't hear him or chose to ignore him. Whichever it was made no difference. The first ducked into the building, in much the same way that Raphael had when facing the first creature, keeping low to make himself less of a target, vanishing into the gloom of the generator room. But the room offered a lot less room to back up then the corridor on the base did. There were three rapid shots, followed by a loud smashing sound.

"Shit fire and save matches!" Raph cursed and approached the small building, noting the other three agents piling in, presumably believing in safety in numbers. The damn room was so small, they'd be more likely to shoot each other.

Donnie was intent on whatever was going on in the generator room, gun held out in front of him, concentrating fiercely. Mikey followed him, but was suddenly distracted at the sensation of his bare feet standing in something damp. At the same time, he became aware of a familiar scent in his nostrils, something he worked around every day.

Gasoline.

He glanced over to the building beside the generator room, the one with the door missing. He had no idea what had happened before they arrived, but it seemed as if some of the liquid they kept in there to refuel their vehicles had been spilled. Normally perfectly safe, in a concrete building. But with the stuff leaking out of the door and a lot of shooting going on in a room that supplied the electricity for the base...

He grabbed Donnie by the shell, pulling him backward, ignoring his startled protests. Then he grabbed Raph's wrist and pulled him away from the shed.

Raph tried to snatch his wrist away, hearing the sound of shots being fired in the building and a roar that sounded more angry than pained. "Mike, what the hell are you doing?"

"There's gasoline all over the place!" shouted Mikey.

Comprehension immediately dawned on Donnie's face as the scientist glanced around the floor. "Shit, MOVE!"

"Everyone, GET AWAY!" yelled Raph at the nearby agents, not following the same line of reasoning as his brothers but knowing that gasoline equalled fire.

The three turtles fled from the building, dimly aware of more gunfire, another inhuman shriek of rage...

And then a loud smash, followed by another volley of gunfire and a loud electrical buzzing.

The floodlights went out, plunging the entire facility into blackness. But only for a moment. A second later, a spark from the generator where a stray bullet had hit it started a small fire in the building. Containable... until flaming debris blew outside to where the trail of gasoline had spilled. It ignited, the flames racing down the trail and into the building where the fuel for the many vehicles attached to the base.

Raphael reflected later on that it was lucky the fuel for the helicopters was kept elsewhere, otherwise it was possible the entire base and all its occupants would have been blown sky high. As it was, too many agents hesitated when he yelled his warning, too few followed the example of the three turtles.

And the turtles were still too close.

There was an explosion so loud that Raph's ears gave in under the pressure, rendering the next few minutes curiously muted. The force of the blast knocked him off his feet and threw him into the wall of the main facility, his shell catching most of the impact and narrowly missing smacking Mikey in the face.

Something hit the wall beside him. It was an arm, severed at just above the elbow. With clinical detachment, Raph noted the coating of thick black hair and the chunky gold watch that denoted it had once been attached to a man.

Instinctively, he put his arms over his head to protect it, turning so his shell was toward the building, dimly aware that Mikey was doing the same. He glanced up, looking for Donnie and seeing his brother slightly further away from them, blood dripping down the side of his head from what looked like a minor but messy cut, trying to protect his own head.

For long moments, Raphael stayed in the same position, having trouble following what was going on with his muted hearing and his defensive posture. Then he felt a hand on his arm and turning, saw Mikey mouthing something at him, wide eyed and filthy.

Guessing it was about his physical state, he nodded, not even trying to give a reassuring smile but taking a second to squeeze his brothers hand, something he couldn't remember doing since they were little kids, when Mikey hated the blood samples being taken and getting upset whenever they had to. "I'm OK Mike," he said wearily, his voice sounding weird inside his own head and wondering if any of his brothers were suffering from the same thing. "You?"

Mikey nodded and Raph turned his head to the other side, looking for Donnie again. "Donnie! You doing OK?"

Don gave the universal gesture of the thumbs-up, not looking very convincing and making no move toward them.

Wondering if Don was about to succumb to shock, Raph forced himself to his knees, stopping in shock as he gazed upon the inferno.

The building had literally been blown to pieces, flaming debris still falling to the ground. Chunks of concrete had been half-buried in the ground such was the force with which they had been propelled. The blaze was still burning out of control, beginning to spread.

Worse, there were body parts strewn across the area. Those too close had been hit by pieces of the building, slicing into skin, bludgeoning the men and women as they fled. The lucky ones had been killed instantly, crushed by falling concrete or incinerated by their closeness to the explosion.

The unlucky ones were still alive.

Some of the ones almost out of range of the blast had been struck by debris, not with enough force to be lethal but certainly enough to do major damage. One woman lay on the floor in front of them, her limbs twitching feebly as she clasped her hands to a wound in her stomach that was leaking to much blood. Another stood, one hand trying to support an arm that was almost severed.

But it was those behind them that made Raph's blood run cold.

People on fire, some running and screaming in agony, others stumbling as their life melted away from them. Those who managed to hold panic at bay long enough to drop to the floor and roll around to smother the flames might have saved their lives but were now covered in terrible burns. Others had no rational thought left and made no attempt to quell the flames that consumed them, driven crazed by pain.

And then a scream so piercing that it made its way through Raph's muted hearing, making him wince as it drilled into his skull. Out of the corner of his eye, he saw Mikey clap his hands to the sides of his head to block out the noise.

The generator building had been close enough to where the fuel was stored to have one of the walls crumble as if it were paper, the small fire that had begun with the generator added to by the fire in the next building. It blazed less fiercely than the spot where the fuel store had been but still deadly.

Something came through the door.

Raph stared at it, transfixed. The – thing – had to be over seven feet tall, incredibly bulky, its arms out of proportion to the rest of its body hanging almost to its knees, walking on two legs but not even remotely human, or so it seemed to the horrified turtle.

And it was on fire, flamed dancing up one of its arms, beginning to sear the skin of its body.

For what seemed an eternity, Raphael gazed at it as it as it screamed its pain, slowly and deliberately walking away from the fire...

And then reality came crashing back in as more people came running to the scene of the explosion, some armed with foam extinguishers which they sprayed on the people who were alight, some of the rescuers shouting orders that were totally ignored. One man, wild eyed with the fear of being responsible for rescuing others, aimed his extinguisher at the first blazing figure he saw, not realising that the bulk and size of the thing meant that it wasn't one of the agents, dousing it in fire-retardant foam.

The creature reached out and snatched the extinguisher, coated in white mess, charred down one side of its body and mad as hell. It slammed the heavy metal cannister against the head of the panicked agent, crushing the skull, knocking him down.

In the chaos, the monster walked into the shadows and became one with the night.

What did you do Bishop, thought Raph, not knowing what the hell he had just witnessed, still frozen to the spot. What the fuck did you DO?

And then Donnie scrambled to his feet, the first to break his paralysis, running to the scene and beginning to tend to the injured. All over the area, agents lay wounded or dead, others in shock, a very few trying to gain control of the blazing buildings before it could spread any further. Those who were helping the injured seemed in as much shock as those caught in the blast and were too often finding themselves with wounded who were never going to recover.

Donnie checked on the man whose skull had been crushed by the – whatever it was – and shook his head, not remaining with the corpse but heading to another person. Raph was suddenly angry with himself for not moving sooner, not putting the creature down when he had a chance.

"Raph..." Mikey's voice was low and scared. "What was that thing?"

"I dunno Mike," said Raph, wondering if his own shock showed in his tone. "But it just took out half the agents on the base."

"So – did it plan this whole thing?"

"I don't think so. I think it was pure chance – and those assholes who went in blasting at it busted the generator." Raph frowned, thinking it was probably bad form to call the deceased assholes. "But it has to be stopped. It tore right through those agents. And I let it get away!"

"There was nothing else you could have done bro." Mikey rested a hand on Raph's shell, but the turtle was too angry to be much comforted.

"There's something I can do now." Raphael belatedly realised his gun was no where in sight. He must have dropped it in the explosion. It barely mattered. There were other weapons on the base, other guns. And they were less than three miles from a nearby town. If the creature managed to get that far before they stopped it...

"I'm going after it. Before it can do any more damage. And I'm putting it out of its misery."