"Ugh!" Leo complained to himself again, putting a hand over his snout. The smell was so strong he was surprised that his brothers couldn't smell it. Suddenly, a new smell assaulted him, and Leo felt his mind blank.

"Dude." Mikey looked around, wondering at the beauty of the forest surrounding them. His head craned backwards to watch a lovely patch of wood, Mike didn't see Leo freeze and ran into the brick wall that was so recently their brother. "Ow! Leo, why'd you do that?"

But Leo didn't respond. He was still holding his three-fingered hand over his nose, but he didn't seem to be aware of much. Don and Raph, alerted by Mike's whine, looked back in time to see Leonardo twitch a little, then still again.

"Hey, bro!" Raph slapped Leo over the head gently, not worrying about it. However, before his hand was even close to getting away from their brother's head, Leo's wings flared and beat quickly, like a bird of prey when startled.

Don grabbed one and Raph latched onto the other, holding the fragile wings gingerly while Mike thumped Leo's plastron to get his attention.

"…Mike?" Leo's voice asked. "How'd you get in front of me?" Leo looked over at Don and Raph, his hand falling from his snout. "What's going on? If this is your idea of a joke-"

"You froze, bro," Mike explained. "Then you just flung out your wings. Donnie and Raph grabbed 'em in case you hit something… or someone!"

"What happened?" Don asked their elder brother carefully, forcing Leo's stiff wing shut with a snap. That seemed to jolt Leo further back into reality; he cleared his throat and looked eastward.

"Blood," he answered simply, rolling his shoulders as if disgusted and terrified but trying to shrug it off. "I smelled blood."

"Where?" Raph asked eagerly, spinning a Sai expertly while he held Leo's wings closed with his left hand.

"Follow me," Leo answered, unfolding his wings. "Weird. I can control them, and they don't seem that heavy now. Don, anything you can tell me?"

"Hold still." Don probed Leo's shoulders and gasped. "Shell!"

"What?"

"Leo, you just grew muscles like I've never seen. They're so powerful and compact that… they can control your wings without making your shoulders look different. Are you sure you can control your wings fully?"

"Yes," Leo answered, sweeping his wings back and forth, alternating between right and left. "Hm. Anyway, the blood is from over here."

They trooped silently through the forest, Leonardo keeping his wings pinned tight to his shell with the close proximity of the trees. Soon, they came to a clearing, in which the blood smell was strongest. Being the best tracker, Leo looked around and found signs of one human entering the meadow from the side opposite theirs. Then, his track stopped and a blood spray said something had happened.

However, there was no body or drag marks leading away from the scene. In fact, it looked like whoever it was had just dropped dead near the middle of the clearing and disappeared. There was enough blood to account for a neck wound that would have shot blood for the two-foot circle they were gazing at with trepidation.

"What did this?" Don asked himself and the others, carefully scanning the trees and grass for clues.

"Roc."

Everyone turned to Leo, who looked like he was bristling. If he had hair, it would be sticking up right now. His wings rustled restlessly, and Leo turned to them, his eyes narrowed in a rage they rarely saw on their calm brother.

"Excuse me?" Don asked, taking a step back involuntarily when Leo's cold gaze swung to him.

"Roc. A huge bird, but with the claws of a dragon. They're one of our worst enemies," Leo explained. His voice was tinted with hatred and disgust as he spoke.

"How the shell do you know that?" Raph demanded. "That sounds like something out of a myth!"

"I don't know, and watch your language. You know-"

A shriek split the air as Leo started his famous "Don't Cuss" lecture. Looking up, all four saw a huge bird dive-bombing them. The feathers on it were dark blue and black, and the beaks and claws were covered in blood.

All three of the younger brothers hit the deck, but they looked up as a challenging roar ripped itself from Leo's throat. Fanning his enormous wings, Leonardo shot into the sky towards the Roc.

"Leo!" Mike called, wishing his brother would hit the deck like they did.

"Forest!" Leo's voice called back as he pumped his wings, gaining on the Roc in front of him. "Stay hidden!"

Raph was tempted to argue, but when Leo and the Roc came together in an explosion of wings and claws and katanas, quickly falling towards them, he thought better of it and pulled Mike and Don after him as he raced for the protective trees.

Looked out from the forest, Raph spotted Leo and the Roc still hacking at each other with their weapons. The Roc looked to be winning; he was bigger and had claws and his wicked beak.

However, as Leo flipped one wing and curled the other, barrel-rolling away from a viscous attack, Raph realized that this battle was pretty even. He also realized that the Roc would stand a better chance in the air.

"Leo! Herd it down!" Raph bellowed, taking out a Sai. Behind him, Mike and Don gripped their weapons as Leonardo strove for height, his massive wings outpacing the Roc's, which were tailored for hit-and-blind attacks.

Soon, Leo turned around as if in slow motion and fell, his wings on his shell, towards the gigantic bird below. The Roc, stunned for a moment, shrieked in anger as the flying turtle hit him between the wings, knocking him down towards Raph's waiting Sai.

Seizing his opportunity, Don watched Leonardo fly, noticing how he played on the wind currents to gain altitude and to smash into the Roc from above. Soon, Leo's katana were lost in the Roc's back.

However, Leo landed on the Roc's back again and used his own wings to engulf them both. Screeching, the Roc was free-falling towards an angry, red-wearing turtle with Sai.

At the last moment, Leo opened his wings with a snap and was pulled from the plunging Roc's back. Hitting the ground, the Roc was momentarily stunned. Raph took that chance to bury both of his Sai into the bird's throat up to the hilt. It worked; the Roc took one last breath and then was still.

Above, Leo was slowly descending in spirals, flicking his tail and crossing his arms over his plastron to minimize wind resistance. Don watched carefully, making sure he hadn't strained something, as Leo touched down and landed in a crouch.

"Wow!" Mike squealed, running up to hug their brother. Leo's wings covered them both as the over-enthusiastic turtle latched onto the eldest with a death-like grip. "You flew!" Mikey sounded like he was congratulating a child that took its first step.

"Yeah," Leo chuckled, retrieving his katanas and wiping them off in the grass and dirt.

"Leo, is your wing hurt?" Don asked, noticing that Leo held his right wing out a little.

He winced. "A little. I think I strained it when I snapped 'em open. It's fine, though," he insisted when Don started poking the bones and skin.

"Alright," Don sighed reluctantly. "Raph, can you help me?"

"Sure. What're we doing?" Raph asked, tucking his now-clean Sai into his belt and coming around to Don's left, staring at the wings on Leo's back. They were amazing.

"We're going to see how much Leo can lift. He's so eager to do this, we might as well," Don replied evilly.

"No- Wait!" Leo shouted, but was rushed by Don and Raph, who tickled him mercilessly. It was an old game; Leo was the most ticklish in the family. Shrieking with laughter, Mike joined in the torture.

"Ah- ah- S-Stop!" Leo cried, his wings being held down and attacked by Don and Raph. Mikey was tickling him along the skin between his shell and chest plate.

"Say the magic saying!" Mikey squeaked, kneeling ruthlessly on Leo's arms, pinning him down expertly. Don and Raph were sitting contentedly on both of their elder's wings, and Mikey was making sure Leonardo was laughing hard enough to choke almost.

"Ha- ha- L-let me up!" Leo screamed in laughter, his wings relaxing. Don and Raph relaxed a little, thinking Leo had given up finally. However, they soon found themselves thrown across the clearing as Leo's wings skyrocketed. Mikey "eep"ed and ran for his life as Leo stood up, laughing murder in his eyes.

"Here I come!" he called, like he used to when they were just tots.

Squealing, Mikey and Don ran into the woods, towards the house. Raph growled but followed, planning on beating their elder brother this time. It was a ninja-game of tag, but it had more repercussions. Once Leo found them, he was able to make them do one thing. Anything!

Last time, Raph remembered, he had had to put on a pair of pink boots and glasses and pose for a picture. His brothers had nearly died from laughter. However, Raph was planning on paying Leo back this time. It was a rule, too, that if they caught him unaware, he would have to do something for them! And Raph knew he hated not being able to practice.

Running next to his brothers, he shared the plan with them. It was time for payback!