I don't own TMNT or UY.

Xxxxx

The base shuddered again as we ran. I Kept my eyes on the figure of Donny as he lead us down the twisting passages, following his mental map back to the docking platform and the shell sub. I had no idea where we were, and I was endlessly grateful that Don's memory was as sharp as it was. Behind me Usagi ran to keep up, Jotaro riding on his back as, behind him, Raph carried Mikey on his. Our little brother hadn't budged an inch since he was struck by the bolt of energy. I was keeping all my attention on getting out of here, but I could still feel panic sitting in the pit of my stomach, ready to pounce and choke me if I dared to focus on it. I kept my eyes on Donny, checking every few moments to make sure we were all still together before I turned my eyes back to the front. Despite my concentration on escaping and my reflexes working in overdrive the deep, dark thought was still swirling in the back of my mind; Mikey's hurt.

I forced the fear back down as I half turned to Usagi as we ran.

"Usagi! I can carry the boy if you're hurt!" I called. I hadn't forgotten the hard blows Tibalt had given him, and his muzzle was still stained dark, blackish red with blood.

He gave me a pointed look. "Do you honestly believe I would let him go now Leonardo?"

I nodded, turning back to the front. "Fair enough! But don't you dare push yourself more than you need to! You get tired you tell me right away ok?!"

"You have my word!" He replied.

Jotaro was ignoring the conversation he couldn't understand, his eyes fixed on the figure of Michelangelo with large, watery eyes. Raph said nothing, a deep scowl on his face he ran, his teeth clenched.

We'd bolted from the portal room and, some-how, managed to manoeuvre through the dark corridor and back into the lit passages of the base. From there Donny acted as our guide, sprinting as fast as he could through the hallways, back towards the shell sub. Every few moments the base would shake and rumble, loud metallic groans echoing from deep within its structure. We had a scare at one point when the place gave a violent lurch and one of the fire doors broke free from the slot in the ceiling and crashed down only a foot or so in front of Donny. It was luck alone that stopped Don from getting crushed under the heavy metal slab as he stumbled backwards and away from the danger. After the close call we'd been on our guard for any other dangers such as crumbling hallways, heavy machines dropping from above us or fire. I could smell smoke in the air and every now and then the larger booming rumble of the base would be punctuated by smaller, more violent explosions of glass and the sound of flames erupting.

Each time the base shook it was louder and harder than the last. The last tremor was so strong it threw us against one of the walls. I nearly fell over completely, wincing as I hit the side of the passage, reminding me of the still-fresh injuries I'd received during our battle. The area around my gut under my plastron was throbbing in pain and it felt difficult to swallow as my throat swelled slightly from almost being strangled. I ignored the pain, redirecting it to a corner of my mind as Master Splinter had taught me to do. I had to focus on the here and now and on getting every-body out of here and to safety.

I pushed myself away from the wall again, doing a quick once-over to make sure every-one was alright before I turned to the front again.

"Come on!" I urged them. "We need to get out here before this whole place blows!"

"What d'ya think we've been doin'?!" Raph snapped, adjusting Mikey before he went back into his run. His tone of voice was dripping with venom but I knew his anger wasn't directed at me. He was sick with worry, I could see it in his eyes.

I ignored him, focusing back on Donny instead as we continued our retreat.

Don led us onward, his eyes sharp as he looked around the area, taking sharp turns without hesitation.

As we ran I started seeing hallways blocked by rubble torn from the ceilings and walls. Some of them were littered with the cracked shells of machinery, electricity sparking violently among the wires and cables as glass littered the floor. I swallowed, hoping to high heaven that the route Donny was planning would remain clear of obstacles. We kept going, twisting and turning further and further away from the portal room.

"Leonardo!" A call from Usagi stopped me in my tracks and I spun to face him.

He trotted fowards until he was standing in front of me. He stopped, panting heavily as he caught his breath.

I blinked at him with concern. Jotaro leaned sideways on his back, inspecting the samurai's face with worry.

"Are you ok?" I asked, taking a step closer towards him.

He took a few deep breaths before he lifted his head and nodded. "I... I am alright but.. ..I cannot go on at this pace."

He stared at me with a pleading expression, breathing hard.

I stared back for a few moments before I gave a nod, holding out my arms. "Give him here."

Without a word Usagi slung Jotaro from his back, putting the boy in my arms where I quickly propped him on my shoulders.

Jotaro twisted his head to stare at Usagi anxiously but he didn't resist, grabbing hold of my shoulders once I'd gotten him into place.

"(Are you alright uncle?)" He asked worriedly.

Usagi gave a nod, straightening and giving the boy a reassuring smile as he turned to run again. "(I am alright Jotaro-kun. I just don't have the strength to carry you any further.)"

Jotaro made a small, tight noise in the back of his throat but nodded.

I made sure I had a firm hold on the boy before I started to run again myself, following the figures of my brothers.

We moved onward. The small boy held onto me firmly as I ran. He was trembling against me as his fingers dug into my skin. It hurt, but I didn't reprimand him for it. If anything the slight pain was keeping my mind sharp and focused, refusing to let me dwell on my fears.

Ahead, I saw Donny turn to take a corner before he skidded to a stop, his eyes widening. I frowned, speeding up to stand beside him.

"What's wrong Don?" I turned to look down the fork myself.

The passage in front of us was blocked off. An immense slab of machinery had crashed through the roof of the passage, tearing through the metallic structure like wet paper before it'd smashed into the smooth, sleek floor. It's metallic shell had smashed open, littering the area with sharp, sparking electronics and pieces of hard-ware. Its open case revealed a twisted cat's cradle of cables and wires, hot threads of electricity jumping from wire to wire or climbing upwards among its circuitry.

"What's the hold up?!" Raph asked, catching up to us and stopping to look as well.

"Don... Please don't tell me this is the way we need to go." I said with a flat, shaky tone, not taking my eyes off the scene.

Donny took a small breath before he swallowed. "Actually.. ...as a matter of fact..."

"Oh that's just great!" Raph spat angrily. "Fantastic!"

"Relax Raph!" I snapped at him, surveying the area to see if there was a way around the blockade.

"Don't tell me ta relax!!" He rounded on me, baring his teeth.

"Look just shut up for a moment and let me think!" I shot back, still looking around for an alternative route.

"Think about what?!" Raph yelled, his voice rising. "We're trapped Leo!! Trapped like rats on a sinking ship!"

"Raph lay off him!" Donny suddenly spoke up sharply, shooting Raph a serious glare.

Raph turned to snarl at him instead. "Aw shut up Don!! No-one asked ya for your opinion!!"

"Raphael-san!" Usagi interrupted with a loud, commanding tone of voice. He glared icily at my brother. "This is no time to lash out at each other! We must keep our heads and find another way out of here! Turning on your brothers will not help matters!"

Raph growled at him darkly but kept his mouth shut, taking deep, hoarse breaths as he tried to calm down.

Usagi gave him a long, stern glare before he turned back Donny. "Is there another way to your underwater contraption from here Donatello-san?"

Donny frowned, putting the tip of his muzzle to his hand as he thought deeply, his brow furrowing. I waited anxiously for the answer, staring back at the ruined passage. I felt Jotaro shift slightly against me, his grip tightening as he gave a small, frightened whimper. I knew he had no idea what we were saying to each other, but I was sure he'd figured out we were stuck. Why else would we have stopped like this with Raph suddenly yelling at us. I gave his legs a gentle squeeze with my hands from where I was holding onto him.

"(It's ok)" I said softly, turning my head upwards to try and look at him. "(It'll be alright)"

He blinked down at me, fighting back scared tears. He gave a small nod though, swallowing as he pressed himself closer against my shoulders and head, hugging me tightly. I squeezed him again. He really seemed like a good boy. If we get out of here... when we get out of here, I want to try and get to know him a little better.

Donny looked up again, his frown softening slightly as he stared at me. "If I remember right there's another route we could take more to the west. It'll take us in the opposite direction for a while but it should arc back to the docking bay."

"How long is that gonna take?!" Raph grumbled irritably.

Donny turned to give him an angry look. "I don't know ok?! But it's the only option we have!"

"Well whatever we do let's do it fast!" Raph growled back, baring his teeth at Donny slightly. His temper flared only for a moment though before he backed off again, giving Don a much more serious look. "Mikey ain't doin' so good."

Donny blinked his frown away, staring at Raph before he gave a shaky nod in sudden understanding.

"Then let us move!" Usagi interrupted, turning to Don. "Which direction do we take?"

Donny shook his head lightly, focusing back on reality as he turned to Usagi. "This way. Follow me."

He turned and quickly started to run in the opposite direction. Usagi followed closely behind, Raph and I hot on his heels.

I sped up till I could keep pace with Raph. I turned my eyes for a brief moment to Mike before I focused on my impulsive brother.

"How bad is he?" I asked nervously.

Raph's frown twitched as it deepened a little.

"Bad." Was all he said in reply, speeding up his run.

The alternative route back to the dock was agonizingly long. The tremors were coming faster and shaking the base more violently as we ran until it was impossible to take more than a few long strides before another shudder ran through the base, causing us to stumble. More and more passages we passed were blocked off or engulfed in flames. By some miracle our path remained clear, despite the growing destruction and increasing dangers around us. My lungs were burning as I felt my strength run out, causing me to slow down. My injuries from before began to ache a little more strongly as I panted. Yet I refused to stop. Every time I thought I couldn't run any further I'd find the strength to take another stride, forcing myself onwards. Eventually, I found my second wind, enabling me to fall into a steady pace, my eyes fixed on Donny's shell as he ran ahead of me.

Finally, after what felt like an endless endurance test we turned a corner into a much larger hallway and I saw a very high arch ahead of us leading to a deserted, stretching platform. I could smell the salty sting of the bay's water. I took a deep, quavering breath as I found the strength for an extra burst of speed, clearing the last stretch of hallway before I found myself running across the large, open space of the dock.

After the tight, claustrophobic passage ways and the enclosed war-zone of the portal room, the open dock with its high cavernous ceiling and wide stretch of water felt enormous to me. I ran forward to the edge of the platform before coming to a stop.

The surface of the water was boiling angrily as the base shook and trembled. Several of the large metal crates had tumbled over each other, their neat piles thrown into disarray. Only two of Bishop's underwater vehicles were still moored to the dock, tugging angrily at their lines as the waves thrashed at them.

Jotaro gave a small, horrified cry, his hands tightening on me as he stared at the water on front of us. I squeezes his legs again, more urgently this time.

"(It's alright Jotaru-kun! It's gonna be fine!)" I reassured him.

Donny took a running leap, sprinting the last few strides to the edge of the dock before he threw his arms forward, diving into the angry water and out of sight in the direction of the shell sub. Usagi came to stand beside me, staring after Don with concern before he lifted his gaze to Jotaro.

"(Are you still holding out?)" He asked with an anxious expression.

Jotaro turned to give him a shaking nod. "(Yes but... Usagi-san, how are we going to get away from here?!)"

Usagi gave him a serious stare. "(Do not worry. Donatello-san will get us out.)"

"Leo!" Raph's voice caught my attention and I spun to face him.

He was standing close by, but his gaze wasn't on me. He had twisted his head back to stare at Mikey. I could see his shoulders tensing and his grip on our little brother tighten.

I felt my cheeks burn with a sudden rush of blood.

"Raph... Raph what's wrong?!" I asked urgently.

Raph turned to give me an uncharacteristically frightened stare. "Leo we gotta get him outta here! Now!"

My breath sped up as I felt myself start to tremble. "What's wrong??" I asked again, my voice rising.

Raph gave his head a violent shake. "I don't know! Just... somethin' don't feel right all of a sudden!! We gotta get him inside and check him!!"

"What is the matter?!" Usagi interrupted, rounding me to stand beside Raph, a deep frown on his face.

"Look I just said I don't know!!" Raph burst out furiously at him, causing Usagi to jump. "We just gotta check him!! We gotta check him NOW!!"

"Raph get a hold of yourself!!" I yelled, trying to fight down my panic.

There was a loud crash of water before a wave spilled over the edge of the dock, water rushing past my ankles as the Shell Sub surfaced. The top hatch flew open and Donny's head popped out. He waved an arm at us frantically.

"Get in get in!!" He yelled before ducking out of sight again.

I leapt forward, tightening my hold on the child as I landed on the roof of the sub. My feet slipped slightly and I stumbled on its wet surface. Jotaro gave an alarmed yelp, his arms flying up to wrap around my neck. I managed to regain my balance before I dropped inside the hatch, quickly clearing the way for the others to follow. Raph and Mikey came first, followed closely by Usagi. Once they were all in I hurriedly knelt down and tugged the child off my shoulders before I clambered up the ladder, grabbing the hatch and shutting it tight. I twisted the wheel fixed to it as hard as I could before I turned to look over my shoulder to Don.

"Go go go!!" I shouted.

Donny didn't waste a single second, diving under the stormy water before he shot us forward at full speed, rocketing through the tunnel leading to the bay. I felt the sub tremble as a muffled boom filled the cavern behind us. The cold blue lights of the underwater tunnel burst one by one, sending thin shards of glass across the sub's frontal window as Donny continued to careen forward. I had to keep a tight grip on the hatch's ladder to stop myself from falling over. Usagi moved forward, putting his arms around Jotaro and hugging him close for protection as he stared through the window of the vehicle, his eyes wide. Raph crouched low the ground, Mikey clutched firmly in his arms as he curled himself over him protectively, his eyes shut tight.

We shot forward almost uncontrollably as the growing tremor behind us chased us down, the tunnel vibrating and clouding over with slit and and mud. Large cracks were running along the roof, trying to outrun us as behind us large hunks of rock fell from the ceiling. We continued to shoot forward, Donny forcing the machine into overdrive as he tried to outrun the destruction. There was a sudden lurch as the whole sub was thrown forward, through the mouth of the tunnel and out into open, the jet of water forced out by the tunnel's collapse giving us the last extra push we needed before the entire entrance caved in on itself, sending a large cloud of murky dirt into the surrounding water.

The Shell sub spun out of control for a moment and I found myself slammed against the wall of it as I tightened my grip on the ladder. The sub reeled for only a moment longer before Don got it back under control, slowing it down before easing it into a calm, levelled pace. The rumbling sound of boulders crashing against each other becoming distant and faint.

I let out a long, shaking breath, easing my grip on the ladder as I sunk to the floor of the sub. My heart was beating irregularly and I felt woozy.

We made it. We were out.

"Leo!!" Raph's voice felt like a bucket of ice to the face.

My eyes snapped open and I spun to face him.

He sat on his knees, staring up at me with wide, terrified eyes. His face was pale and he was shaking as he clutched Mikey in his arms tightly.

My stomach rolled and I dropped down beside him. "Raph What's wrong?!"

He shook his head at me wildly, his face twisting. He was trembling all over. "Leo! I can't.... I don' feel Anythin'!! Mikey ain't breathin'!!"

"WHAT?!" Donny's voice sounded like a whip crack as he spun around in his seat.

I leaned forward frantically, my heart pounding in my eardrums as I put my hands to Mike's chest, staring him in the face as I felt my skin break out in a cold sweat.

The light scratches and ridges on the bone of his plastron felt rough against my skin as I pressed my hand down. No breath rose to meet my hand, and no pulse could be felt beating against my fingers. His face was still and expressionless, his eyes shut calmly. He looked ashen, his skin cool, and dry to the touch. His lips were parted just barely, in the corners of his mouth I could see a small fleck of foam.

I Gave my head a violent shake. "No! NO!"

I grabbed my youngest brother by his shoulders, hard, my hands shaking uncontrollably. "Raph lie him down!! HURRY!!"

Raph gave his own head a hard shake. His shoulders gave a powerful spasm. "Leo He's dead!!"

"He's not dead Raph!!" I screamed at him. "Lie him down!! For God's sake LIE HIM DOWN!"

Raph burst into tears. "Leo He's DEAD!!"

Xxxxx

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