Donnie glanced up at the speaker that was piping the audio feed from Raph's cell worriedly. Raphael was still groaning painfully. He had thrown up some minutes ago, which was good. But he still would be uncomfortable for a while.

Sighing Donnie glanced at the bowl of fried rice that's still sat untouched on its tray. His stomach growled in displeasure, desiring nourishment, but the Purple-Masked Turtle made no move for the offered meal. While it was not likely the food was poisoned, the Shredder also wasn't likely to waste decent food on his prisoners.

Settling down, Donnie closed his eyes as he tried to tune out the sound of Raph's groans by softly counting from one to one million to himself. He knew Leo had to be trying to contact Splinter through meditation, or at least attempting to. And he was certain Splinter was doing whatever he could to save them.

His eyes suddenly opened when he heard the hiss of the door in Raph's cell.

"Awww…is the Turtle suffering from a tummy ache?" Fishface mockingly crooned.

"Go…get caught…by a hook!" Raph growled angrily. Rahzar laughed with some amusement at this statement.

Donnie didn't get to hear much more as the door to his own cell opened and Karai stepped into the room with a couple of Foot Bots close behind her. The Kunoichi eyed Donnie as though she was looking forward to tearing into him, possibly because she knew Leo would be hearing everything. Her eyes then turned to the bowl of untouched food and pitcher of water. She wasn't surprised to find it untouched…but they still narrowed in disappointment.

"So…I see you didn't appreciate meal that was delivered to you." Karai said before she kicked the rice bowl, sending it clattering across the room. Old rice, out of date scrambled eggs and meat, as well as cooked to death vegetables scattered across the floor as the bowl rolled to a stop. The water pitcher had also turned over and spilled all over the floor. "I would have thought you would have been grateful for my father's mercy. He simply could have let the four of you starve to death."

Donnie said nothing in response. He had no real love or trust for Karai. And the times she had attacked, poisoned, and nearly killed April as well as the rest of his family did nothing to improve his views towards her. However he also knew she was Splinter's lost daughter…and that she was being forced to be this way against her will. She was being controlled by a worm that the Shredder was using to force her to believe his skewed views of the truth. And nothing they could say would get her to believe it.

Leo had discovered with Raph that the mind worms react to intense emotion. But Shredder and Stockman had doubtlessly taken care of that flaw…and even if they had not, Karai was better schooled at controlling her emotions then Raph. It would be nothing short of miracle if they ever freed her.

"Since you're choosing to be defiant, I guess I'll tell the Foot Bots not to bother feeding you." Karai nonchalantly commented. "In the meantime…restrain him." The two Foot Bots obediently screeched as they climbed the walls like pair of over sized spiders. Instinctively the brainy turtle ran for it…he didn't know what sort of torture the Kunoichi had planned…but he wasn't going to give her the satisfaction of believing he would go down without a fight. He had taken her down before and at that time he had been prepared to kill the dark haired girl if it absolutely had to come to that. But that was before he had learned that Karai was actually Miwa and before she had been mutated.

He didn't know how much of a chance he stood against her now, enemy or not, she was still technically his sister. And she was also a shape shifting mutant snake and could just as easily kill him. What was worse was that he was unarmed. The Shredder had sliced his bo staff in two. Still if he could get past her…maybe just maybe he could find where Raph and Mikey…maybe Leo were being held prisoner.

Karai however anticipated that he would try to escape and morphed into her snake form. She hissed maliciously as her long tail wrapped around his body and hoisted him into the air. The Foot Bots had reached the ceiling of the room. One screeched extending its arm it grabbed Donnie by the wrist. Karai loosened her hold as the Foot Bot reeled him in like a fish on a line. The Purple-Masked Turtle clawed at the hand around his wrist trying to pry himself free when the second Foot Bot jumped to the other side of the room. It extended its arm grabbing hold of Donnie's other wrist. Two floor tiles extended upward and clamped around his legs like shackles suspending him in a spread eagle position. Seeing Donnie was properly restrained, Karai returned to her human form, a triumphant smirk on her face.

"Why are you doing this?!" Donnie demanded as two small holes opened in the walls drenching him with freezing cold water that had a salty smell to it like…sea water. The wound on his arm burned painfully as the salty water soaked through and ran over the bandage.

"Oh, no reason really," Karai said coyly as she watched the water continue to dowse the restrained Turtle in front of her. In the next room they could hear Raph yell out in pain as he was electrocuted over over again while both Fishface and Rahzar laughed with delight at his suffering.

"You Turtles mean nothing to me…the person I am interested in is Splinter. But I do owe Leonardo some pay back for defeating me last we met. However he would take any sort of physical pain and call it being noble…I call it being stupid. And yet…"

Karai rushed forward with near inhuman speed grabbing Donnie by his mask tails. Donnie gave an involuntary intake of breath as his head was wrenched backwards. Karai's free hand morphed into a snake and was placed dangerously close to his exposed throat. Donnie at once went rigid, his mahogany brown eyes focused at the snake headed limb that was poised close to his jugular. Waiting…daring him to make a sudden move, any sort of excuse to stick it's fangs into his exposed flesh.

"...knowing the three of you are suffering, and there is nothing he can do about it…" Karai continued. "I can see what sort of emotions must be crossing his face right now. Frustration…anger…maybe…helplessness…I heard the pathetic way he was begging me to leave poor little Michelangelo alone and take his frustrations out on him instead. I'm sure he'll be pounding the walls when he hears you screaming."

She drew away as though sufficiently finding that he was aware that she held his life in her hands, and she could extinguish him from existence at any time she pleased. The water had finished drenching Donnie's body, and the chill of the water had made his skin tighten up. His arm still seared painfully, Donnie grit his teeth and tried to focus his mind. Karai wanted to see him break; she wanted to see them all suffer painfully so that Splinter could watch them each breath their last.

"And what's even more pathetic is you think you have a chance with that April girl." Karai mocked as she continued to gloat. "Why else would you, of all the Turtles appear alone when she was in danger?" Donnie tensed…he knew she was trying to rile him up.

~Tune her out, Donatello.~ He thought mentally to himself. ~Just tune her out…~

"Don't think you're anything special just because happened to take me down that one time. You just happened to get lucky, if the Kraang hadn't interfered and your brothers hadn't shown up, I would have eliminated O'Neil and you...for good."

~0 + 1=1, 1+1=2, 1+2=3, 2+3=5~ Donnie mentally recited the equations for the Fibonacci sequence to himself as a means of distracting himself from Karai's taunts. ~3+5=8, 5+8=13, 8+13=~

"The last we encountered each other…I poisoned O'Neil first. I knew the first place her father would take her was to you Turtles to see what you could do to save her. Leo naturally would have stayed with you to help monitor the process, while Raphael and Michelangelo would have gone to rescue Jones.

~89+144=233, 144+233=377, 233+377=610~

"That way when you and Leo rushed off to save your brothers…You would be too distracted with O'Neil to realize you and Leonardo were wading through my poison before it was too late.~

~2,584+4,181=6765, 4,181+6,765=…..10,946, 6,765+10,946=17…tune her out…17,711, 10,946+17,711=~

"Your feelings for her, only makes you nothing but a liability to your family, even more so than your weak and pathetic skills as a ninja."

~10,946+17,711= Tune….Her….OUT!~

"There is no way a human girl could ever have feelings for an ugly, pathetic…mutant…freak…like you!" Donnie screwed his eyes closed fighting back the tears that were starting to spring to his eyes.

"I'm…sorry…" He softly said.

Whatever Karai was expecting, it wasn't that statement. She expected to have the Turtle scream, maybe attempt to lash out at her. But to say he was sorry…what sort of person says that to their enemy, particularly the son of the man who killed her mother.

"Sorry…sorry for what?" Karai demanded.

"Sorry this is the sort of person the Shredder made you into." Donnie answered.

"How dare you?!" Karai angrily snarled. "If you are going to tell me that same lie Michelangelo told me about going into the past and meeting my mother. Then I don't want to hear it…"

"It wasn't a lie…I know it's hard to believe…" Donnie answered sincerely. "And if someone told me this…I'd find it a challenge to believe myself. But what Michelangelo said about us going back in time that was all true."

"Lies...you'd lie about anyone!" Karai hissed. "This whole make-believe story is just something you Turtles cooked up to desecrate my mother's memory."

"I'm not known for my skills in making false stories." Donnie said. "Any of my brothers would tell you I'm a bad liar…I couldn't even tell a believable lie to save my life."

"I've heard enough…." Karai snarled. "Perhaps you've been planning this story so much you actually believe it to be true. That's how you are able to tell it so easily. And even if this so called story was true…which it isn't…why didn't any of you bother to save my mother?"

"We wanted to…" Donnie said. "We wanted to save Tang Shen…and if we could, my brothers and I would have. But then we never would exist."

"Typical…" Karai said rolling her eyes in anger. "You say you wanted to save my mother, but all you cared about was your meaningless existence."

"If the four of us didn't exist, then the Kraang would have taken over New York and the world with no one to oppose them." Donnie answered. "I don't know what sort of life you've had with the Shredder..."

"I don't need your false sympathy!" Karai said. "And I don't need this stupid story. I've had enough of you Turtles insulting my mother's memory"

"I'm not asking you to believe me…but I am asking you to at least hear me." Donnie implored.

"I am tired of listening…." Karai sneered. "Tiger Claw, you may enter." Tiger Claw at once entered the room, a black whip in hand.

"Then think back…" Donnie pleaded as Tiger Claw stepped up in front of him. He knew from the sight of that cruel whip that he would be in a lot of pain. "Think back to your earliest memories…"

"You may start." Karai answered not paying Donatello's words any mind. At once the mutant Tiger threw his arm back before letting the lash fly forward striking the Turtle's plastron with a sharp crack. Donnie gave a gasp of pain…the water that he had been doused with had dried on his flesh and shell, but it still left a salty residue on his skin. With each strike the blood that seeped from his wounds and the tears that trickled from his eyes mixed together causing the salt to mix into the lacerations the whip left behind. Again, again, and again the whip thrashed at his body, his arms, his legs, even his neck and face had met the sting of the lash at least a couple times.

Donnie was barely conscious when it was finally over. He didn't hear Tiger Claw tell the Foot Bots to release him. Until he felt himself drop to the salty wet floor below. Painfully Donnie got to his knees, his eyes turning up towards the mutant tiger. Tiger Claw in turn glowered down at him before he turned and started for the door.

"Wait!" Donnie said painfully. "Can I…can I ask…you…a question?" Tiger Claw did not respond, but he did pause to hear what the beaten Turtle wished to ask.

"Why are you…" Donnie began. "What do you get…out of working with the Foot Clan?"

Tiger Claw still didn't answer, but he had a stance that indicated that he wanted the Turtle to explain his question further.

"You aren't like the…rest of the Foot Clan." Donnie pointed out. "So I wanted to know if there was some…something you are getting specifically out of working for them?"

"Why should my involvement concern you?" Tiger Claw snarled.

"Because you believe in honor…" Donnie answered. "Surely you must see there is no honor here…"

"Enough!" Tiger Claw roared. "You have asked your question, I have answered. I do not need to explain my reasons to a cub!" With that Tiger Claw left the room leaving Donatello to suffer his pain alone. However Donnie's words had left an impact the mutant tiger could not yet fathom.


Shredder's eyes narrowed angrily as he watched the video feed from Donatello's cell. The boy had clearly had some effect on Karai…he didn't succeed in breaking the hold that the mind worm had on her. But it was still too close for comfort...he couldn't allow the boy to have a second chance.

Simply going in and killing him was too easy…letting him live was too risky. His eyes slowly traveled to Leonardo's cell. The blue masked Turtle was kneeling on the ground in a meditative pose…he wasn't in a trance at least not in the way he was earlier. This form of meditation was more of a way to calm anxiety and stress…

"Stockman, take Karai to her room…" Shredder Ordered. "Keep an eye on her."

"Yezz, Mazzzzter!"Stockman buzzed and flew off.

"Steranko, Zeck" Shredder called.

"The Rocksteady and the comrade Bebop are here." Rocksteady answered with a salute.

"Escort Leonardo to visit his brothers," Shredder instructed "Let him see what has been done to them."

"Your wish is our command, Shread-man." Bebop answered with a mock salute as the mutant warthog and rhino left the room.

"Bradford." Shredder called as he unsheathed the blades from one of his gauntlets. "Bring Donatello…to me!"