In a warehouse with many ancient weapons, artifacts, and some military weapons are placed around as a Russian man in a military walked past the display. "Alexander the Great's breastplate. The Spear of Destiny. Excalibur. Is most greatest collection of all time, da?" He asked with a smile before he frowned. "But is missing one thing. He said as he walked up to his desk with pictures of the Shredder. "Shredder's helmet. The legendary Kuro Kabuto. If someone could obtain for me, I maybe forget terrible past misdeeds." He said with a small smirk to the man in front of him.

The man was american african, wore a black skin tight suit with glowing purple lines on it, a visor of the same collars and a slick, clean-cut mohawk on his head, "So if I steal the helmet, you'll forgive me for my mistake?" He asked with a small smile in a rap-dancer accent.

The Russian man growled. "Little mistake? You shoot me in eyeball!" He exclaimed while gesturing to the glass right eye with a scar.

"Not on purpose!" The man said in defense. "Anyway, you got that cool new eye. Used to be just another arms dealer, but now, it's like, 'Oooh. Check out the cool eyeball guy'!" He said with a smile.

"I should pop your head like blueberry!" The Russian man growled.

"Relax, Steranko! I'll get that helmet!" The man assured him while leaning on the table.

"Is in Shredder's lair. Highest security! Tell me, Mister Zeck." Steranko said as he put his hands behind his back. "Why you think you can steal it?"

Zeck then pointed to the Spear of Destiny, "See your Spear of Destiny there?" He asked.

"Da," Steranko said simply.

"Lick it," Zeck told him.

Steranko raised a brow before taking the spear and licked it before breaking it in half, "Is made of marsipan!" He stated turning to Zeck.

"I stole the real one yesterday!" Zeck boasted, pulling out the real Spear of Destiny.

Steranko was surprised before growling and took the real weapon back, "Just watch step! I have sent five men to steal the helmet! One after other!" He said before looking down, "No one ever come back. That Shredder, he has eyes in back of head," He said forebodingly.

Zeck just laughed, "Those eyes, won't do him much good," He said, and emphasized his point by pressing a button on his belt and turning invisible. The only trace of Zeck was his laugh as he was about to enter the most dangerous place in New York: Shredder's Lair.


In the dojo, Splinter is in his room while looking at his family photo of his daughter and wife as he touches it fondly while giving a sad look. Not noticing that Leo, Olly, Naomi, and Vee were watching him as they looked at him in sympathy as they walked out of the dojo and saw Raph holding a box of pizza.

"Pizza's here!" Raph called out, which got the other turtles' attention, especially Mikey's.

As Raph placed the Pizza down, Mikey went up to and looked disappointed, "You got one pizza? I'm like a two pizzas on all by myself guy," He said as the others grabbed a slice.

"Would you relax? There's enough for everyone," Tal said as bit into her slice.

Mikey looked annoyed before he smirked, "Pizza is mine," He whispered while pulling out a smoke bomb, "Booyakasha!" He called out, throwing the smoke bomb down and scattering the Pizza.

"Mikey!" Jenny yelled.

"I cannot believe you do that!" Donnie yelled while Mikey searched the floor, realizing his mistake.

"Where's the pizza?!" Mikey cried frantically.

Leo, Olly, and Vee approached them, "Guys, how can you mess around arguing over Pizza when Miwa needs our help?" Olly asked.

"Not this again!" Raph complained with his arms crossed.

"We have to rescue her!" Leo stated.

"Look. Maybe she believes Splinter is her father, but she was still raised by Shredder for years." Raph reminded, "You think she'll turn on him just like-"

"Raph, shut it!" Olly said firmly. "We've talked about this, who she was raised by is moot, she's family and she needs us. Now are Leo and I team leaders or not?" He asked.

The group looked at each other in thought before Raph spoke. "More or less." He answered.

"More or less?!" Leo questioned. "So we're only leaders until we tell you to do something you don't want to?" He questioned as they stood in silence.

Vee gave a disbelief look. "Seriously, guys?" She questioned in irritation before she growled. "Oh, if that's how it's gonna be. Leo, Olly, what's the plan?"

"We'll stake out Shredder's Lair, look for any weaknesses," Leo told her, "We'll find a way in and see if we can find a way to free Miwa."

"Agreed. Let's go." Olly said as he, Leo, and Vee walked off while Naomi gave them a firm look.

"I would choose your next move very carefully." Naomi advised as she stood up, "Because of anyone of you decide to abandon Miwa," She pulled out her spear and slammed it down, the blade piercing the pizza box effortlessly.

The others flinched and looked at each other before they sighed in defeat. "Wait. We'll come with you." Jenny said as she, Donnie, and Tal stood up.

"But that doesn't mean we're going in." Raph added as Mikey kept crawling on the floor.

"Pizza! Pizza! Pizza! Pizza!" Mikey frantically repeated before he found a slice on the floor as he picked it up and smiled.

Ames rolled her eyes and grabbed Mikey by the back of his shell, "Come on, Dr. Namenstien, we got a scouting mission to do." She said as she dragged Mikey behind her, who dropped the pizza as he cried before he slouched in defeat with a groan.


Back in Shredder's dungeon, Miwa was currently trying to saw a bar off with a coin she found. She then heard footsteps approaching and turned around burying her face in her arms and knees.

Shredder stood infront of Miwa's cell, his helmet off, revealing the burns he gained the night he took the girl away, "Karai. You must know I never wanted this to happen. Splinter is your father, yes. But it would've been wrong to allow you to be brought up by scum like him." He said firmly. "I did what I had to do. What I knew was right."

Miwa said nothing, not even looking at the man who deceived her from the beginning. Shredder sighed, "I, I hope that one day, you will understand that," He said before leaving the girl. Miwa then spit out the coin as she continued to cut the bar.

"All I understand, baby-napper, is that my real family is waiting for me," Miwa said, determined to break out and return home.


Outside of Shredder's lair, Zeck is on the rooftop as he rushes to the windowsiles to where Shredder's throne room was as he uses some lasers from the palm of his suit to cut the glass open before he turns invisible and climbs down the rope.

He then snuck behind the throne and found a keypad, he then raised his visor before putting on some glasses, "Let's do this like Brutus," He said before he started observing the keypad.

Then charging into the Throne Room were Kitsune and Rahzar with several Footbots, "Someone has broken in!" Kitsune said with a scowl.

"Footbots, search the place!" Rahzar ordered.

Zeck looked behind the throne room as he lowered his goggles. "Snapdizzle." He commented after seeing Rahzar as he typed the keypad and a drawer with Shredder's helmet opened up as he used a device to get it open. "Aw, yeah! Come to Papa!" He said as the Footbots checked the rope before Zeck place the helmet in a bag and connected it to his suit and turned invisible before Rahzar came to the back of the throne and saw the drawer open.

"Kitsune, someone has stolen the Kuro Kabuto!" Rahzar stated.

"They what?!" Kitsune said in alarm. "If Lord Shredder learns about this, he'll mount my head and reduce you to carpet!"

Rahzar growled as he looked around. "I can't see him, but I can smell him." He said as he smelled the air before he walked forward a bit before he spun and swatted Zeck, who turned visible as he crashed into the window and landed on the glass display with a grunt.

"Dang, he's worst than Steranko said," Zeck commented while rubbing his back.

"Destroy him! But don't damage the Kabuto!" Kitsune ordered as the Footbots charged at Zeck.

Zeck gave a smirk as he used his mohawk as it glowed and expanded as he cheered and threw a mohawk-shaped energy projectile at them as he danced around while the footbots tried their best to dodge them. "Come on! Come on! Come on!" He called as he took out the Footbots and did a little dance as glue came out of his belt.

Rahzar and Kitsune charged at him, "What's that suppose to-" Rahzar asked before he got his foot stuck in the glue and fell over.

"Just a little glue," Zeck said as he danced around Kitsune's attacks before he swept her feet and shot laser from his hip, knocking her back, "No hard feelings to you and you're zombie wolf, chicky," He said Kitsune before throwing a disk bomb at the window, "I'm just doing my job," The window exploded with purple digital bit-like embers before Zeck climbed out, throwing a card at Rahzar's head before jumping into the city, turning invisible.

As Rahzar got his foot free, Kitsune paced around looking anxious, "I can't believe this is happening! We allow some lowly thief sneak into our stronghold and steal our Clan's most sacred artifact while knocking aside effortlessly!" She said in worry before turning to Rahzar, "I thought you were supposed to be guarding the Kabuto!?" She demanded with a glare.

"Hey! Master Shredder told you to watch the Kabuto!" Rahzar retorted.

"He ordered you to watch it!" Kitsune stated angrily.

"You were ordered to watch it!" Rahzar shot back.

"You were ordered to watch it!" Kitsune argued back.

"Oh yeah, well watch this!" Rahzar said before pouncing on Kitsune and pinning her down.

Kitsune then flipped Rahzar off and started pulling on his fur, "You dare you skeletal Yōrō?!" She yelled as Shredder walked into the room, "Say it, Bradford! Say it!" Kitsune demanded as held Rahzar's leg in a painful grip.

"Dog! Dog! Doggy, Dog! Dog!" Rahzar repeated as he scraped his claws against the floor in pain.

"Kistune! Bradford!" Shredder yelled, which got the two attention as they turned to Shredder. "What is going on here?!" He demanded as the two got up while looking worried.

"W-We're sorry, Master Shredder." Kitsune said nervously while wringing her fingers. "A, Thief broke into the throne room."

"And, he-he got your helmet." Rahzar finished as he handed the card to Shredder.

Shredder snatched the card from him as he read it. "Anton Zeck, master thief?" He questioned before he crumbled the card in his fist and turned to his two fearful servants. "Get me… everyone!" He ordered with complete fury.


Out on the Streets, the Turtles were riding in the Shellraiser towards Shredder's Lair, "We might have better luck if we tunnel up from underneath Shredder's lair." Leo suggested.

"Ooh, what if we tunnel down from above? That'll really confuse them!" Mikey suggested cheerfully.

"You can't tunnel down from-" Raph tried to say before he groaned. "We're not tunneling from anywhere. We can't do this! Karai was raised by Shredder. She's one of the bad guys!" He stated.

"Are you still holding onto that in?!" Olly questioned. "How many times must you keep saying until you get the hint?!"

"How many times does Karai have to try to kill us for you get she's not on our side?!" Raph questioned.

"Her name is not Karai!" They all shouted as Raph cringed back.

"Raph, I didn't wanna believe it either but their right," Jenny spoke up while crossing her arms, "Miwa sacrificed her freedom to save Olly, we owe her." She stated.

"And before you even think about saying she'll betray us, it's more likely that you'll betray her just like you did when she tried to help you take down the Kraang Stealth Ship," Vee said as Raph gaped in shock at her, "That's right, Leo told me it was your idea to go behind Miwa's back so you could take out the Shredder. You were being just as obsessed with destroying you're enemy as she was," She stated with a glare.

"She's got you there, Raph," Mikey admitted as Ames nodded.

"I hate to say it but after what you did, Miwa has more reason to distrust us than we do her," Tal pointed out.

"Which is why we need to show her that we value her as a member of our family," Naomi stated.

Olly gave Raph a firm look, "We're going to rescue her, Raph. And if you don't want to help, then you can just sit on your shell at lair, just because you're too scared to admit you were wrong," He bargained.

Raph grunted in frustration as the others gave him firm expressions that he was just holding a petty grudge for no reason and that they were going to rescue Miwa whether he liked it or not.

Donnie turned back to his monitor and looked at infrared and the normal camera before he found a heat signature at the end of the road, which got his attention. "Is that a guy? Leo, hit the brakes! Hit the brakes!" He called before Zeck was hit by the Shellraiser as he lost his back and was flung back before he turned invisible again.

The turtles then exited the Shellraiser. "What did we hit?" Ames asked.

"A guy. An invisible guy! He only showed up on infrared." Donnie said as they got out.

"Is this a new Kraang thing, Donnie?" Tal asked.

"No idea. We better find him." Donnie said as Raph walked up to the bag Zeck dropped and picked it up and opened it as he gasped in shock before Footbots appeared with their weapons drawn.

Raph turned to the others, disbelief written all over his face, "Guys, you aren't gonna believe what that guy had on him," He said before pulling out a familiar helmet as they gasped in shock.

"Is that…Shredder's Helmet?!" Vee exclaimed in shock.

"Well, tonight just got interesting." Jenny commented as they all took stances.

"What's the plan?" Donnie asked.

"Well, you know. Kick, punch, stab." Leo said as he drew his sword.

"Right in my wheelhouse, bra!" Mikey cheered.

"Sounds good to me!" Ames added as the Footbots charged at them as they all started fighting them as they whacked, sliced, or clashed with them.

"Come and get some, sucker fool!" Mikey called as he twirled his nunchucks and whacked some footbots away before more started pouring in.

"Guys, there's too many! Fallback to the Shellraiser!" Olly called out, blocking one Footbot.

"Booyakasha!" Mikey yelled as he threw smoke bombs at them to cover their escape as they entered the shellraiser and drove off.

"Raph, you got that helmet?" Leo questioned his brother as he held up the bag.

"You know it." Raph nodded as Zeck stood up and threw a tracker at the shellraiser as he gave a giggle and turned on his goggles to track them.

"Zeck is coming after you, my ectothermic friends." Zeck said to himself.


Back at Shredder's Lair, Stockman-Fly, Koya, Rahzar, Fishface, Tigerclaw and Kitsune stood infront of Shredder with a legion of Footbots behind them, "You will find my helmet." He ordered his minions, "Until it is returned to me, you will do nothing else! Nothing!" He said firmly.

"Eh, Master Shredder, can't you just get another hel-" Fishface tried to ask before Shredder slapped him across the face and knocked him to the ground. Fishface looked up and saw Shredder looming over him.

"That helmet, the Kuro Kabuto, has been the symbol of the Foot Clan for over 1500 years." Shredder started as he told them the story of the Kabuto. "The Clan's founder himself, the dreaded Koga Takuza was said to be the greatest ninja in the history of Japan. His skill with a blade was greater than any Samurai. Takuza laid waste to warriors and rulers alike. He stole the sacred tome of his defeated enemies and fused them into an alloy stronger than steel. He himself forged the Kabuto, and it has survived undamaged to this day." He explained while the Footclan looked at him in amazement by the tale. "I am sworn to protect it with my life. You will find it and you will bring it to me." He said as he then drew his blade close to Fishface. "Understand?" He threatened.

Fishface gulped and nodded, "Y-yes Master Shredder," He said.

Shredder gave a firm nodded before turning to minions, "Xever, you go with Stockman, Tigerclaw go with Bradford and Kitsune you are with Koya," He instructed as the six bowed their heads in understanding as turned to his back to them, "Do not fail me. I promise you the consequences will be dire," He warned them as they all rushed out of the Lair into the city.


On the rootops, Fishface is running across the roof while Stockman-Fly flew beside him. "We better get that helmet back. Otherwise, we'll have to keep looking at Shredder's gross face." He said before Stockman-Fly buzzed in agreement as Fishface cringed back. "He looks worse than you."" He commented, still not used to Stockman's mutated form.

Stockman-Fly buzzed angrily at him from that insult. "Don't get mad at me. You know you look nasty." Fishface said as he continued on as Stockman-Fly slouched in acceptance as he slowly followed Fishface.


On the Streets, Rahzar took a sniff of the air, "The scent is faint," He said before pointing ahead, "But I think he went this way," He pointed.

Tigerclaw sniffed in another direction. "This way." He said as he used his jetpack to get on rooftops as Rahzar followed. "He's on foot, but he's got…" He sniffed again. "...devices. Electric motors. Faint whiff of ozone." He informed.

"You got a good sense of smell for a cat." Rahzar commented.

"We are warriors. Can't we fight side-by-side without letting species rivalry get in the way?" Tigerclaw questioned in annoyance.

"Absolutely." Rahzar said before he looked away. "Xever is always saying, 'Oh, Tigerclaw must hate you because you're a dog.'" He said in exasperation.

"That's ridiculous!" Tigerclaw said in disbelief as jumped off.

"I know, right!" Rahzar said in agreement as he followed after him as they jumped through the rooftops.

"Although, I do want to eat him because he's a fish." Tigerclaw commented in slight amusement.

Rahzar gave a tired growl. "I wanna eat him just to shut him up." He added.


Kistune jumped onto a rooftop and scanned the area as Koya flew over her before landing, "I scouted this entire neighborhood, no sign of that Drongo or Shredder's Helmet," Koya reported.

"He cannot be far, the Kuro Kabuto is to valuable to lose," Kitsune said as she looked around the streets, "We'll find it, and when we do, Anton Zeck will suffer for stealing from the Foot,"

Koya scanned the streets before her razorsharp eyes caught sight of Zeck, laser rolling across the Rooftops, "There's the sneak," She pointed before noticing he was following a familiar looking truck, "Hey, Ain't that the Turtles' rig?" She questioned.

"Indeed, but why would he be following them," Kitsune started before she realized, "Unless, the Turtles have the Kabuto!" She gasped.

"Well, crikey, more fun for us," Koya said with a grin, "We better get after them before the stupid one gets his grubby hands all over it!" She said before flying up and grabbing Kitsune as they soared after.


"Dudes, check this out!" Mikey said as he put on the Kabuto, "Now I will destroy Hamato Yoshi and his Awesome Ninja Turtles," He said while imitating Shredder's voice.

Ames looked a little disturbed, "How can you wear that thing? That is some seriously bad mojo," She said, feeling creeped out by Shredder's helmet.

"And is that really wise?" Tal questioned with a look, "If that Helmet turns you evil, we're kicking you out of the club," She warned.

"Wait, is that possible?" Mikey asked nervously before he took off the helmet. "Uh, it's probably got Shredder cooties on it anyway." He said with a nervous chuckle.

"Shredder doesn't even have hair," Jenny reminded him. "Plus, what's the big deal about some silly hat anyway?"

"That is no mere helmet," Naomi said as she took the Kabuto from Mikey, "The Kuro Kabuto is the Foot Clan's most sacred item." She explained.

"According to our mother's legends, the Kuro Kabuto was forged by the Foot Clan's Founder, Toga Takuza, centuries back, made from the sacred weapons and artifacts of rival clans," Olly added as he looked at them Helmet, "He wears the Helmet hold complete control over the Foot,"

"Then this is perfect! Perfect!" Leo said with a wide smile.

"What do you mean, Leo?" Vee asked in wonder.

"The Kuro Kabuto. We can trade it for Miwa!" Leo explained with a hopeful smile.

"You're delusional, you know that?" Raph asked in disbelief.

"Actually Leo might be right," Olly said while thinking, "The Kabuto has been a symbol of the Foot Clan for centuries, and Shredder knows that without it, the Foot Clan will fall apart,"

"So he'd be willing to trade anything to get it back," Donnie concluded.

"Which means this might be our only way of getting Miwa with little to no bloodshed," Vee stated.


Outside, Zeck created laser whips to zoom across the rooftops while following the turtles as he found their positions. "Ha-ha! Hello there, reptile buddies!" He chuckled.


"How do we know it will work? It could be a…" Raph tried to say.

"If you say trap or trick one more time Raph, I'm gonna dump the first Mutagen canister we find on you." Vee warned.

"I meant, how do we know Shredder won't double-cross us the second we hand him the helmet?" Raph explained with his hands up, "What are the odds he'll give up Miwa for his favorite hat?" He asked.

They turned to him in surprise, "Aren't you supposed to say Karai?" Tal questioned.

Raph shrugged, "Hey, family is family, she's one of us," He said with a frown as Leo, Vee and Olly gave smiles. "But even if I trust her, it's Shredder I don't trust. You know he'll just stab us in the shells once he has the helmet, right?" He asked Leo.

"Then we'll have to make sure we see it coming first," Leo said in determination.


Outside, Zeck saw the Shellraiser heading his way as he powered up his mohawk and fired at it with a cheer as the Shellraiser titled and crashed to the side. "Wow to the wow!" He cheered as he then pressed a button on his belt and started sliding down the walls with wheels attach to his back while cheering before he back up and saw the Foot Clan Warrior on another roof top.

"There are so many freaks around here!" Zeck said in annoyance, "This town is really going downhill!" He then rolled back up.

Tigerclaw and Rahzar walked to the edge as Fishface and Stockman-Fly arrived and Koya and Kitsune landed next to them. The six of them looked down and saw the turtles and the bag that showed the helmet. "They do have the Kabuto!" Tigerclaw yelled.

"But what would they want it for?" Fishface wondered.

"It's bargaining chip," Kitsune said, realizing the turtles' plan, "They're going to trade Master Shredder the Kabuto for Karai,"

Stockman-Fly buzzed in urgency, "Yup, Buzzy Flyman is right. We oughta snatch back first," Koya told them.

"So we get to retrieve Shredder's Helmet, and crack some shells," Rahzar summed up with a smirk, "Life is good,"

The six then leapt down in front of the turtles, surprising them, "Oh boy, Rahzar, Fishface, Stockman-Fly, Tigerclaw, Kitsune and Koya?!" Ames counted in worry.

"I believe you have something that belongs to us Kappa," Kitsune said with her hand out, "We thank you for retrieving the helmet, now hand it over and we may consider letting you live,"

"Not until you give us back Miwa," Olly stated as the Turtles drew their weapons.

"Have it your way Tartarugas," Fishface said, pulling out his Balisword, "We're getting that helmet one way or another," He said as the six Foot warriors approached the turtles.

"There's no way you cubs can defeat the six of us, at once!" Tigerclaw said as he started firing at the turtles.

As the ten turtles dodged the lasers, Koya made a dive for the Kabuto but Vee kicked her away while Raph grabbed it when Rahzar pounced at Vee while Tigerclaw clashed weapons with him while tossing it to Ames.

"Don't let them get the Kabuto!" Leo told his team as Tigerclaw flew up but Naomi threw Mikey and he kicked him down before Tigerclaw clashed with Raph who tossed the helmet to Tal. Fishface charged at periwinkle-clad turtle but was stopped by Jenny, while Kitsune was being held back by Olly, Donnie hit her on the head.

"Come on, guys! We gotta get to high ground!" Olly yelled as they started climbing the fire escape. Tal saw Fishface coming towards her and turned to Donnie.

"Donnie! Hot potato!" Tal called while tossing the bag to Donnie.

"Got it!" Donnie called as he caught the bag and they all climbed up to the roof before Stockman, Fishface, and Koya surrounded them.

"I believe you have something we need." Fishface quipped.

"Deodorant?" Mikey mocked.

"A pair of real legs?" Jenny added.

Fishface glared before he charged at them with a roar as Donnie tossed the bag to Olly before Fishface kicked him. "Got it!" Olly called as Stockman flew towards him, but Ames used her whip to snatch him and pull him away from him.

But then Stockman grabbed hold of the whip as he flew up, while dragging Ames with him as she screamed as she flew around before being tossed to Fishface, who pushed her off him and glared at Stockman. "Hey! Watch it, Buzzkill!" Fishface yelled as Stockman-Fly circled back while Ames rolled next to the others.

Mikey helped Ames up before he heard what Fishface just said. "Ooh! Buzzkill! Tha's totally what we should've called him!" He said with a smile, but as Stockman-Fly heard the insult, he shot acid spit at them while flying after Olly as he dodged them while the others watched.

"How can someone with so many eyes miss nine green targets?" Jenny questioned before they heard the sound of metal bending and turned to see the nearby billboard fall down over them as Stockman-Fly's acid damaged the supports.

"NO!" Olly yelled as he rushed up to the billboard as the others moved the wreckage off them while Fishface tried to stab them with his sword, but Olly kicked Fishface away as he jumped down to the others.

"OIly, is that you?" Ames asked with a moan as Olly tried to lift the billboard up.

"It's no use, Olivier. It's too heavy, you must go." Naomi said to him. "Rescue Miwa. We will randevu with you when we can."

"Got it." Olly nodded as he turned to the Foot Warriors. "Hey Foot Freaks, I got your helmet!" He called while showing the bag as he rushed off.

"You three, finish the turtles." Kitsune said to Fishface, Koya and Stockman. "We'll get the Kabuto!" He added as he and the rest of the warriors rushed after Olly. But when Fishface and Stockman looked down, Raph smirked as he dropped a smoke bomb.


On the ground, Olly kept running down the alley with the Foot Warriors chasing him as he turned a corner. "Come on! Come and get me!" He called as they yelled and ran faster. As Olly managed to lose their sights, he jumped into a dumpster before he threw a banana at a trashcan before hiding in the dumpster.

The Foot Warriors heard the clanging as they ran past the dumpster where Olly was hiding. "Over there!" Koya yelled as they turned a corner.

Once the coast was clear, Olly peeked out of the dumpster to see that they were gone. "Smooth. I lost them." He said to himself before he smelled something. "Is that-" He asked before he looked over his head and gagged when he saw a dirty diaper on his head. "Diapers?!" He exclaimed as he wiped the dirty diaper on his head and then got an idea. But before he could leave the alley, he was hit by the air, which made him stagger back.

He looked around, only seeing the steam coming from the sewer entrance in front of him as he heard weird noises and laughter in the air before he saw part of the steam move, which made Olly smirk. "This what you're after? Hmm?" He asked while holding the bag in front of the steam, and he saw Zeck's figure through it before he did an air spin-kick that knocked Zeck down and turned him visible.

Olly then turned and saw the Foot Warriors running down the street before he picked up Zeck. "Nice haircut, pal. Anyway, here's your bag back." He said amusingly as he placed the bag on Zeck. "Now, have fun with your friends!" He added as he pushed Zeck forward to the Foot Warriors as Olly rushed down the street and turned left.

Zeck got his bearings and saw the Foot Warriors heading towards him. "No, no, nononononono!" He cried in panic as he tried to plug his bag with his suit, but the plug was sparking up. "Man! They messed the plug up!" He cried as he turned invisible, but the bag remained visible as he rushed down the street.

"He has the Kabuto!" Kistune shouted as the Foot Warriors ran after Zeck since they cancoulde his bag as they turned right down the street.

"You know this is gonna hurt, right?" Rahzar questioned Zeck, eager for some payback for what Zeck pulled at Shredder's lair.

"You don't scare me!" Zeck said while he kept running. "All I have to do is drop this bag, and you will never find me." He said with a laugh, but it was short-lived when his suit shorted out and he turned visible again as he stopped and looked at himself. "Uh, anybody got any AA batteries? Anybody?" He asked before Razhar swatted him away as he fell to the floor while the Foo Warriors advanced towards him with glares and growls. "Just don't bust my sunglasses, okay? They're kinda like my thing." He said with a smile.

Just then, some blaster shots were fired at the Foot Warriors as they dodged them and looked up as they saw a helicopter flying towards them as a hook was dropped, which Zeck grabbed as he was taken off. "Wow to the wow!" He said.

Koya snarled and turned to her subordinates, "Take five, Mates, me and Buzzy we'll take this Bloke!" She said before flying after the copter with Stockman-Fly behind her.

The two fliers soar after Zeck as Stockman-Fly spits out some acid while Koya throws her feather-knives at the thief, but he avoids them with laughs before he tosses two of his disks, which hit Stockman and Koya as they fly around and hit a billboard as Zeck is pulled up to the helicopter by Steranko as they took off.

"You got it, the helmet?" Steranko questioned him.

"It's my thing!" Zeck said as he lifted up the bag. "Of course I got it." He said with a smirk. Steranko kept his straight face before he sniffed the air.

"Why am I smelling the baby poops?" Steranko asked before he held the bag upside down, revealing it was filled with Dirty diapers that Olly switched the Kabuto with. Steranko then glared at the shocked Zeck, "I going to pop your head like blueberry!" He yelled.

"You know, that's to be expected." Zeck said calmly as he expected something like this would happen.


On the rooftops, Olly is running while holding the Kabuto in his arms as he jumps through rooftops and makes his way to Shredder's lair and enters through the broken window that they came last time as he landed in the throne room and approached Shredder sitting on his throne. "Why does the fly walk into the spider's web?" Shredder asked.

"Because the Fly has something the Spider wants." Olly shot back as he stood in front of Shredder, "You know what I'll trade you the Kuro Kabuto for, Shredder." He said with a glare.

Shredder raised a brow, "Ah, you've come for Karai then?" He asked, almost sounding impressed, "I will first need to see the Kabuto," He said while standing up.

Olly then held the Helmet in front of him, "Now, hand Miwa over or I smash this thing into a million pieces," He threatened, raising the helmet up.

Shredder narrowed his eyes, "You wouldn't dare," He stated.

"Try me." Olly challenged as he raised his axe up and close to the Kabuto. Which made Shredder glare at him for a moment before he spoke.

"Very well." Shredder nodded as he turned a Footbot that nodded to him and rushed off. "She'll have to be brought up from the dungeon." He said, which surprised Olly.

"You raised her from infancy and now you lock her in a cell?" Olly questioned in disbelief. "Well, I know who's getting my vote for Father of the Year." He said sarcastically.

"In any confrontation, the winner must be prepared to do what the loser is not," Shredder told the green-clad turtle.

Miwa was then brought in with a sack on her head. "Let me go!" She called.

"Now, the Kuro Kabuto." Shredder ordered firmly.

"Do you think I'm stupid, Shredder?" Olly questioned with a look as Shredder raised a him brow, "Why would you put a sack over Miwa, unless she was a fake?" He questioned.

Shredder said nothing before he snapped his fingers and Miwa fell over, revealing to be a robot with a bomb for a head and Miwa's voice played as a recording, "It seems I underestimated you, boy," Shredder commented as the bomb deactivated.

"When you're destined to be Chief you gotta be aware at all times," Olly shrugged, "Besides, even if that was the real Miwa I had a feeling you would kill me, huh?"

"Of course, I'm going to kill you. Did you think you were getting out of this without a fight?" Shredder questioned with a glare.

Olly stood silent for a bit before he put the helmet down and ready his axe. "Are you sure you want to do this? Last time didn't exactly end well for you." He reminded.

Shredder then drew his blade. "This time, you'll find me a more formidable opponent." He said with a growl before he gave a battle cry and charged at Olly.

The two clashed weapons with each other as they exchanged blows and strikes, pushing each other back. Olly blocked a slash from Shredder's claws as he jumped over to dodge a swipe and blocked a slash from behind before he kicked Shredder back. Shredder skid on the floor before he charged at Olly again, who flipped over him before Shredder timed it right and punched him to a chess, which knocked him to a wall.

"Pathetic!" Shredder called as he charged at Olly, who managed to avoid a blade to the head as Shredder glared at him. "But I expected more from a future chief trained in the arts of the pathetic clan of weakness like the Hamato Clan. You never should've tried to do this alone." He said with narrowed eyes as the other turtles dropped down behind him.

Olly gave a surprised expression as the nine turtles smirked to him while Leo winked and Raph cracked his knuckles, "Who said I was alone?" Olly asked Shredder with a smirk.

"What?" Shredder said in confusion before he was tapped on the shoulder and turned around just in time for Jenny sock him right in the face.

Olly then slipped away and rejoined his siblings, "Took your time guys?" He joked.

"Sorry, but it was difficult to get free from that billboard." Tal stated.

"That, and we have to circle back when the Foot Warriors were chasing you." Mikey added before Raph smacked him by the head.

"Just keep the Kabuto away from Shredder!" Leo called as he threw shurikens at Shredder, who blocked them with his blades.

"Give me that helmet" Shredder yelled as he tried to grab his helmet back, but each time, the Turtles tossed the helmet around while he fought them back and whacking them down to the ground as he glared at them. "You fools really believe you can defeat me?!"

"Alone maybe not, but together," Olly said as the turtles charged at Shredder, attacking in pairs, so as two turtles distracted Shredder another two jumped in, but even with their combined efforts, Shredder managed to counteract all of them at near impossible speed, but it wasn't long before he showed signs of exhaustion and the turtles saw this . "He's losing energy! Let's end this!" He called as he raised his axe and charged at Shredder with a jump.

Shredder then stood up as he gave a determined face and took a stance, he waved his arms around in some formation and he brought them together before his hands started vibrating as he clench his fists and strike at Olly's plastron, which sends a shockwave through him, which got the wind completely out of him as Olly was sent crashing onto the stairs of his throne while the others watched in shock.

"Olivier!" Naomi yelled in worry as she rushed to him while the others crowded him while Shredder panted and fell to one knee while Olly groaned and tried to stand up, but he fell back as he groaned.

"Holy chalupa! What kinda move was that?!" Mikey asked in shock as Shredder picked up his helmet and glared at them while still feeling exhausted.

"Leave now. Or you will find me far less merciful in the last moments of you're lives." Shredder warned while panting.

The turtle glared at him before Leo turned to Olly who was still in pain, "This isn't over, Shredder," Leo said before he threw a smoke bomb down and the turtles vanished out of sight.

Shredder then collapsed to his hands and knees to catch his breath, "To think I had to resort using the forbidden technique to avoid defeat and still he lives," He said to himself while narrowing his eyes, "You never cease to amaze me, Olivier,"


On a rooftop at some distance from Shredder's lair, the others are gathered around Olly while Naomi inspected him, as did the others watched her. "Is he going to be okay?" Tal asked in concern.

"He's alive, but it is as if his entire body has been shook from the inside out." Naomi said with a worry look. "Fortunately his shell absorbed most of the strike."

"What kind of move did Shredder just pulled?!" Raph exclaimed in shock. "He just gave Olly a double punch that sent him flying!"

"I recognize that movement." Leo said with a serious tone as the others looked at him. "Master Splinter told me once about a forbidden move of the Foot Clan: The Sato-Oshi Strike."

"The Sato-what now?" Jenny asked in confusion.

"It's a powerful technique that dates back to the Feud between the Hamato and Foot clans,." Leo started with a serious look. "Said to be created by Toga Takuza himself, a move that focuses all the body's energy into a single concentrated blow that can be fatal to both wielder and who they use it on. Because of that, it's been lost to the ages and only two masters know how to utilize its full power: Master Splinter and Shredder."

The others gave a grim expression before Mikey spoke. "Um, we fought him tons of times, and Shredder never used it on us, not even on Master Splinter when they fought." He said nervously

"That's because it takes a lot of energy to perform it, after using it, the wielder is driven to exhaustion." Leo explained. "Using it too often without rest can even kill the user."

"Wow, Shredder must've really thought he'd lose if he used it on Olly," Ames commented in surprise as Olly groaned.

"Olly's waking up." Vee said as they huddled around him as Olly opened his eyes. "Olly, you okay?"

"How are you feeling?" Naomi asked in concerned as Olly moaned and rubbed his chest.

"Like I got hit by a bull with a head made of solid iron." Olly groaned as he tried to stand, but nearly tripped but Naomi steady him.

"Careful. You're hurt." Naomi said in concern.

"Gah! I'm gonna feel that in the morning." Olly moaned as he managed to stand up. "I'm sorry guys, I couldn't save Miwa and now we lost our only means of getting her back,"

"Not necessarily," Donnie said as he brought out his T-Phone, "During the fight, I managed to leave a Spy-Roach in Shredder's Lair, with it we'll have an inside view of the whole place and figure out where Miwa being held and what's protecting her."

"Whoa, dude. How many of those things do you have?" Jenny asked in surprise as Donnie looked through his T-Phone.

"A couple." Donnie answered before a video feed showed the Spy-Roach crawling under the Lair before it entered the dungeon and showed Miwa sitting in a cell with two Footbots guarding her. "There. Miwa's in the dungeon somewhere under the Lair." He said.

"Then we have to…" Olly started as he tried to step forward, but then he fell on one knee. "...get her out of there." He grunted.

"Take it easy, Big bro." Tal said as she placed a hand on his back while Naomi held him. "Shredder got you good."

"You're in no condition for a rescue mission, Olly. you can barely stand." Naomi said firmly. "We must return to the lair, rest and think of our plan to rescue Miwa."

"But she needs too-" Olly tried to say but Leo put a hand on him.

"Olly, take it from the Turtle who's wanted to save Miwa from the start," Leo said with a calm expression. "We will rescue her. Just not today. For now, we rest, and then once we have a plan, we storm Shredder's Lair and take back our sister."

"Agreed, but let's not let rescuing Miwa distract us too much," Vee said as they turned to her, "Don't forget, it's not just Shredder and the Foot we have to watch out for,"

After saying that, they all know what Vee was talking about, "The Kraang." Raph said with his arms crossed.

"They have been pretty quiet ever since that whole Walker thing with Newtralizer." Jenny said in thought while rubbing their chin, "They must be planning something big,"

"Well, for now, we head back to the Lair and tell Master Splinter what happened." Leo said with a serious tone. "Once Olly's back in shape, we find out what the Kraang are up to and stop them. Because whatever the next phase of their invasion is, it can't be good."

"You heard him, let's go." Naomi said as they all walked back to the Shellraiser while Naomi was supporting Olly, who is still recovering from Shredder's strike as he limps a bit. They may not have rescued Miwa, but they at least knew where Shredder was keeping her, and they vowed to rescue her one day and defeat both the Foot and the Kraang once and for all.


The Sato-Oshi Strike comes from the Batman vs TMNT movies, which Shredder used on Batman during their first fight. Like it's move counterpart the attack is very dangerous to both you and the person you use it on, so anyone who knows it will only use it as a last resort. If any of you have suggestions on other TMNT Characters from any Era or Media please post them in the Reviews.