In the city, the people of New York were going about the daily lives with no fear or care in the world. April and Casey in particular were sitting on a bench reading a comic while listening to some music. "You know, Casey, it's awesome having someone else who knows about the Turtles." April said with a smile. "I have, like, no one to talk to other than my sister. Especially after our Dad turns into a mutant bat." She said.
"Gotta admit, the whole thing's pretty mind-blowing." Casey commented. "Bunch of Ninja Turtles living in the sewers with a rat master? And to realize there's a whole tribe of them on an island in Japan? I mean, you couldn't make this stuff up." He stated as some people left the alley, leaving the two alone.
"Coast is clear." April said as the two stood up and Casey grabbed his gear.
"Let's do this." Casey said as they opened up a manhole and April entered first.
"So, what's with the mask? It's not like the Turtles don't know who you are." April pointed out.
"Same reason people have worn masks throughout history. 'Cause it looks cool." Casey said as he lowered his hockey mask and entered the sewers, "So like, where's Robyn?" He asked.
"Already at the lair, she's helping Donnie and Tal create the Retro-Mutagen," April explained, having told Casey about their recent mission at TCRI, "Guess it helps when you're half-alien,"
Casey then cringed in disgust, "Doesn't help with the smell, though." He added as he and April stepped into the sewer tunnel as he still smelled the stank. "Disgusting! How can you stand it?" He asked April.
April gave a chuckle. "I had to live down here for weeks. You get used to it." She said with a smile.
"Sick, dude!" Casey said while waving his hands while April smelled the stink and felt off about it.
"Ugh! Actually, something does smell really weird, like… moldy cheese and puke." April said in disgust before they heard screaming coming down the tunnel as they turned and saw a sewer man rushing towards them in panic.
"Squirrel! Giant, mutant squirrel!" The man yelled as he rushed past April and Casey, who stumbled a bit before rushing after the man, but when they turned a corner, he was gone.
"Where'd he go?" Casey wondered, "Hello crazy dude?" He called as he walked in.
April then heard something, "Something's wrong," She said as she turned down another tunnel and saw three glowing yellow eyes before it sprayed some kind of mist in her eyes. She coughed and stumbled back.
"You okay, Red? Whatcha see?" Casey asked as April looked up at him, only to see his face had changed into a bat that roared at her. April screamed and ran away, leaving Casey surprised, "April? April!" He called but she was already gone.
April came to a stop and looked down another tunnel and heard a familiar sound. Then coming out of the tunnel is her mutated bat father, Kirby, who gave a scream as April screamed in fear.
In the lair at the dojo, Splinter, Leo, Vee, Olly, and Naomi are meditating as they are somehow glowing, while Splinter, Naomi, Vee and Leo are doing fine, Olly seemed to be struggling as it seemed every time he had it they glow shorted out and stopped, leaving him frustrated.
"Olivier?" Splinter questioned, surprising the green-clad turtle as he fell backward and pulled the other turtles out of their meditation.
"You okay, bro?" Vee asked.
Olly sighed, "Sorry guys, I guess I'm just having trouble focusing lately," He said.
"We noticed," Naomi said, helping Olly up, "What is it that troubles you, Olivier,"
"I just keep having the same nightmare. Every night." Olly said with a frown. "I let the team down and failed to lead the tribe. They're dragged off into fire and darkness, and I'm powerless to help." He said as they looked at him.
Leo offers a smile, "Come on Olly, they're just nightmares, nothing's gonna tear us apart," He said, "You can't let that stupid stuff get in your head, as a leader you've gotta keep you head in the game because everyone will one day have to look to you for the answer,"
Olly frowned and stood up, "That doesn't concern you!" He stated, surprising the three as he gave a frown, "Sorry," He apologized.
"It's cool," Leo assured as Olly turned away while crossing his arms.
"I just wish I knew what my father would do in that position," Olly said solemnly.
Vee then went up to him, "But he's not here Olly, that's something you're gonna figure out on your own. And that means you've gotta do what you think is best as leader, not what dad would've done," She said.
"Olivier, all leaders must face the fears of losing their team and those they cared for. I face this every time Leonardo and his brother leave the lair." Splinter said to him.
"And I've learned that sometimes you can't fight your fear, you just have to face it," Leo finished as Olly looked down in thought at their words.
Meanwhile, Jenny, Raph, Mikey, and Ames were watching some TV while Robyn was in the lab with Tal and Donnie, working on the Retro Mutagen. They watched SRMFF facing another villain who had taken control of their robot and when the captain faced it he got crushed flat.
"You know, I heard in the Japanese version, Coolstar gets crushed, for real," Mikey commented to the other three turtles.
"Come on, that's just a cartoon myth." Ames said while Raph and Jenny gave bored expressions.
"Nerds." The two turtles muttered in annoyance. Just then, Casey came running in as he jumped over the entrance of the lair.
"Guys! April, sewers! Hurry!" Casey frantically cried while out of breath before the rest of the turtles and Robyn joined them when they heard Casey.
"Casey, what's wrong?" Raph asked.
"Is it the Kraang?" Vee asked.
"Are the Footbots back?" Leo questioned.
"Another new Mutant is in sewers?" Olly guessed.
"We were on our way here. Next thing I know, April starts acting freaked-out, then runs off." Casey stated. "She's gone!"
"Wait, wait! You just lost my sister?!" Robyn questioned in irritation.
"Relax!" Tal said as she stopped Robyn from doing anything stupid. "I'm sure there's a logical explanation for this."
"Yeah. Like she was eaten by a giant sewer snake or something." Mikey added with a shrug, which caused Robyn to panic.
"MOVE YOUR SHELLS PEOPLE!" She yelled, pushing Casey, and ran into the tunnels.
"You just had to say it, huh, Mikey?" Olly asked with a brow.
"What? Usually, this happens to Donnie." Mikey said before Donnie slapped him. "Ow!"
In the sewers, Casey led the way as they saw some mushroom fungus growing in the sewer tunnels. "I think I lost her around here." Casey said.
"You think?! That's not vague or anything!" Donnie exclaimed in irritation before Casey got in front of Donnie's face.
"Back off, Stick Master!" Casey retorted.
"Who are you calling Stick Master, Puck Head?" Donnie challenged while pointing his finger on Casey's shoulders as the two growled at each other.
Robyn then grabbed both of them by the back of their heads and slammed them together, "Could you two argue about this after we find my sister?!" She demanded before letting go and stomping deeper into the tunnels.
The other turtles followed after her, Mikey and Ames laughing at the two, "Got a problem with that?" Raph asked in amusement.
"Because it's like watching a married argument." Jenny added with chuckles as Casey glared before taking out his hockey stick and the group walked through the tunnel before Casey bumped into Donnie before he screamed when he saw a group of rats.
"Rats? Why'd it have to be rats?" Casey asked fearfully.
"Casey they're everywhere down here," Ames said as she picked one up, "They're not so bad, they're like nature's stuffed animals, Aww," She said before cuddling the rat like a teddy bear.
"What's wrong with you?" Casey asked as he sat down before he heard a squeak, which got his attention. "You hear that?" He asked as he looked down the tunnel he was sitting on before looking at a pipe and saw some glowing fungus before something squirted on his face, causing him to move back and cough. "That was hideous!"
"Dude, you put your nose in a New York City sewer." Raph pointed out with a smirk. "What'd you expect?"
"I thought I saw…" Casey started before he looked down the tunnel and saw a figure with red glowing eyes before it scurried away as Casey jumped back with a scream.
"Casey, what's wrong?" Vee asked.
"I… I saw it, man! The Demon Rat!" Casey exclaimed in fear.
"Demon Rat? You mean, a Nezumi?" Naomi asked in confusion.
"A Ne-what?" Mikey asked in confusion.
"It's japanese for Rat." Ames explained as Mikey nodded as Casey looked down the tunnel and saw a swarm of rats coming towards them as he screamed.
"Get them off me!" Casey screamed as he swing his stick around while the others looked at him in confusion as he was just swinging at nothing. "They're everywhere!" He cried as he looked around while the others turned to Olly and Leo, who both nodded before Raph and Donnie tackled Casey to a wall and held him there.
"Not gonna lie, that felt pretty good." Donnie said with a smirk.
"Let me out! Let me out!" Casey cried as he tried to break free.
"Calm down, man!" Raph said to Casey before he and Donnie let him go as they looked at him. "What is your malfunction?" He asked as Casey saw rats swarming the two turtles as he fell to his knees and whimpered.
The turtles and Robyn were confused as they then heard a familiar scream, "April!" Robyn called as she ran down a tunnel.
Olly turned to Leo, "Leo, you and Ames keep an eye on Casey, the rest of you follow me," He said as he and the others ran after Robyn while Leo and Ames stayed with Casey.
Ames then heard something and turned to see a blue and white ball rolling towards them, "Hey, Leo, what's that?" She asked as the ball unfolded into a mushroom-shaped creature before it sprayed something on the two as they coughed.
Robyn ran down the tunnel before she saw her sister sitting at the edge. "No! I'm not… I…" She stammered.
"April?" Robyn asked in confusion as she walked up to her sister.
"Keep away from me, Dad!" April cried while flaring her hands around. "Please don't eat me!"
"April, it's me, your sister." Robyn said softly as she kneeled down and hugged April. "Dad isn't trying to eat you. It's all right." She said as the other turtles came to them.
They then heard Ames screaming from behind them, "Ames?" Jenny said as they saw the pink-clad turtle running towards them with her arms waving.
"Leave alone, Rahzar!" Ames cried as she dove down to the ground with her hands over her head.
"Wait, Rahzar is here?!" Mikey called as he drew his nunchucks, but when Ames saw him, she screamed and slipped into her shell, trembling in fear. "Uh, what just happened?"
Before any of them could ask, they heard Leo's yelling as he was behind the group while swinging his sword around. "Stay back! Don't make me do this! I'm warning ya!" He yelled while giving an anxious expression.
The other turtles looked confused as Leo was just swinging at the air, "Umm, Leo? I don't see anything," Raph said as Leo turned to him and gasped, seeing Shredder in his place, "Are you feeling okay?" Shredder Raph asked as he walked towards Leo with his claws out.
"I'd warned ya!" Leo yelled as he swiped his sword at Raph, who quickly dodged a couple before drawing his sai and blocking the sword.
"Leo! What's wrong with you?!" Raph exclaimed as Leo did a quick and slashed some more. "It's me, Raph!"
"Stop playing your mind games, fight me Shredder!" Leo yelled as he kept swiping his sword, Naomi got behind him and quickly pressed a nerve in his neck, which made Leo stiff before he fell to the ground unconscious.
"Sorry, Leonardo," Naomi apologized.
Raph took a breath, "Okay, what the shell was that about?" He asked before they heard a noise.
"Did you hear that?" Olly asked before a ball rolled up to them before it went flat and opened three eyes as they looked at it strangely.
"What is that?" Jenny asked as Mikey took a closer look at it as it stood up with skinny legs and arms.
"It's a mushroom!" Mikey exclaimed in amazement. "With feet! Aw, it's so cute." He said before the mushroom's expression turned angry and latched onto Mikey's head, which caused him to scream. "Get it off of me! Get it off of me!" He yelled as he tried to pull it off and hit his own head to get it off.
Olly quickly grabbed the mushroom and pulled it off Mikey before tossing it away before it started rolling towards them. "It's on the move!" He called as the turtles drew their weapons.
"I got this!" Raph called as he slashed his sais around, but the mushroom bounced and dodged the strikes.
"Fascinating! Evolved fungi." Donnie said in amazement.
"With self-awareness and locomotion, remarkable." Tal added before the mushroom came up behind Raph and sprayed out yellow mist in his face, which made him fall to his knees as Olly tried to slash it, but it jumped and latched onto his head before Vee pried it off. It tried to do the same to Tal, but Donnie whacked it away with his staff as it went over the edge.
As it fell April saw a swarm of Bats fly up towards her, "it's bats! Get away from me!" She called in fear.
"The rats!" Casey yelled as he got up and ran off.
"Stay away Rahzar! Stay away!" Ames cried out in fear, still shaking in her shell.
"What is going on!?" Jenny exclaimed, holding her head.
"Get them off me!" Casey yelled as he ran down the tunnel.
Raph then came too, "Raphael, are you alright?" Naomi called as Raph turned to her.
He then gasped in horror, "No, it's you," He said as he saw in place of Naomi was the cybernetic mutant Spy-Roach and flipped back, "Anybody but you! Keep away from me!"
"Raphael, calm yourself." Naomi said to him calmly as she walked up to him before Raph drew his sais.
"That's it! If you won't stay away, I'll splatter you!" Raph cried as he gave a yell and jumped towards Naomi, who ducked from his strike as she turned to him.
"Raphael! What has gotten into you?!" Naomi questioned as Raph turned to her.
"Donnie? Tal? Quick explanation?" Mikey asked the two smart turtles as they drew their weapons.
"Your guess is as good as ours," Tal answered as Raph turned to them.
"You're not getting me, Spy-Roach," Raph said, looking like a cornered animal, "I smashed you once, I'll smash you again!"
"Spy-Roach?" Olly repeated in confusion. Raph then charged at them as he tried to slash Naomi, but Jenny kicked him back as he dropped his sais and fell to the floor.
"Sorry, Raph! But you're out of control!" Jenny called as Raph picked up his sai, but when he looked at it, it had roaches crawling on it as he dropped it.
"Take it easy, bro." Donnie said as Raph turned to him, which was a big roach in Donnie's place.
"No, It's impossible," Raph breathed out as he leaned against the wall.
"We're not gonna hurt you, Raph." Donnie said calmly.
"Get back!" He said before kicking Donnie back.
Mikey then wrapped his chucks around Raph, tying him down as Raph struggled to break free. "Come on, dude! Stop it! Calm down. Breathe with me!" He exclaimed.
"Get off of me! Get off!" Raph yelled while Ames was still hiding in her shell, Leo was still out cold and April was waving her arms everywhere.
"Keep away!" April called as she waved her arms around.
"April, sis, listen!" Robyn called to her sister. "There are no bats! I promise." She said to her before April accidentally smacked her face. "Ow!"
"What is wrong with them?" Vee asked in concern before Donnie realized something.
"Fungus!" Donnie called.
"Language, please!" Mikey called. "There are women present." He pointed out as Ames and April screamed in fear, the former popping out of her shell and the latter falling to her knees.
"No whatever is happening to them must have something to do with that Mushroom that sprayed Raph," Tal explained, "It's like, they're experiencing their worst fears!"
"And we think we know why." Donnie said seriously.
Raph, Leo, and Ames are tied up in chains and April squatting down in a corner. Donnie was working on the equipment as Tal approached April with a sampling swab.
"Okay, just hold still Redhead," Tal said holding the pad out to April.
"No, please!" April begged as she saw Tal with a bat head holding out a smaller bat with its fangs ready to bite her.
"I won't hurt you, honest." Tal said softly. "I just need a quick swab of your face." She said as she got the swab closer to April and quickly swiped her check, which made April scream and cover her face in fear as Tal came back to Donnie and put it in a beaker.
Donnie swirled the beaker before it turned orange. "April and the others have been exposed to toxins found in certain types of fungal spores that effect a victim's amygdala, the part of the brain that controls fear." He theorizes. "Those Mushroom Men must produce them as a defense mechanism."
"Defense against what, exactly?" Olly questioned with a brow. "Being stir-fried? Because earlier, that mushroom attacked us first."
With the three affected turtles, they saw their siblings as what they feared most, "Oh, not good, not good!" Leo exclaimed seeing multiple Shredders.
"I'm freaking out, I'm freaking out! I'M FREAKING OUT!" Raph cried out as there were giant cockroaches everywhere.
"Letmeout!Letmeout!Letmeout!" Ames begged as Mikey, who in her eyes was Rahzar, came up to her.
"It's okay Ames. It's me. Give me a hug, make you feel better," Rahzar Mikey said, holding out his boney claws making Ames whimper in fear, "Come on, where's the love? Aw, it's right here between my arms," He said, cuddling Ames.
Ames kept looking at Rahzar Mikey as it almost felt like she could feel Razar's fangs on her skin as her eyes quivered. "I think I'm gonna pass out…." She moaned before she fainted with 'X's for eyes.
Back in the tunnel, they began to look for Casey after he ran off. "Casey! Casey!" Olly called while Mikey, Jenny, and Naomi are dragging Leo, Raph, and Ames while Robyn is keeping April to her side.
"Come on, guys!" Mikey groaned before they stopped in a tunnel with wide eyes. "Ooh, what is that stuff?" He asked before April screamed.
Growing along the walls of the sewers were small organic-looking patches of fungus all over the place. "It's fungal mycelium. Where mushrooms come from." Donnie answered.
"You mean like all these right here?" Naomi asked while gesturing to the growing mushrooms on the ground.
"Fungus grows very quickly in the dark." Tal said in concern. "If we don't stop these by sundown, the mushrooms will spread all over the city by nightfall! Millions of people will go crazy with fears!" She called as she saw a hole in a wall and pushed her hand through it as it revealed to be a tunnel of fungi with many mushrooms around as they walked down it. "Our only hope of stopping this infestation is by going to the source of these mushrooms and destroying it,"
"Like the roots?" Mikey asked.
"Yeah actually, Fungus don't have roots as they're not really plants, they actually have-." Donnie was cut off as Jenny slapped his head and they pressed onwards.
"Don't worry guys, we'll protect you," Vee promised Leo and the others, as some mushrooms crawled past them.
"The bats! No! Not the bats!" April cried out.
"Sis, it's okay. Everything's gonna be all right." Robyn assured before they heard squeaking sounds and looked up to see many more mushroom creatures. "I spoke too soon." She muttered as the mushrooms came down to them.
"Fungus balls!" Mikey squeaked as the unaffected turtles drew their weapons.
"Keep an eye on the others. No matter what, don't let them tag you with those spores." Olly said determinedly as the mushrooms charged at them, but they sliced and chopped each one with their weapons while Mikey stomped on them like he was in a video game.
"Check it out! Super Mikey Brothers!" Mikey quipped before a mushroom latched onto his shell. "Get it off! Get it off!" He yelled as Donnie was about to whack it, but saw it was gone.
"Where'd it go?" Donnie asked as it crawled onto Mikey's head, which caused him to scream as Donnie whacked Mikey's head, but the mushroom hopped away before he could hit it. "Oops, sorry! My bad!" He apologized as Mikey had swirly eyes.
"Come on! Guys, we're supposed to hit the mushrooms, not each-" Jenny was cut off as a mushroom sprayed her and Mikey as they coughed. "Oh, this stuff is strong!" She wheezed before she opened her eyes, only to freak out when she saw a pack of cats with glowing yellow eyes hisses and roaring at her. "Ahh!" She screamed and bumped into Mikey.
Mikey then puked out a bunch of hairy balls then revealed to squirrels that hissed at him with long tongues. He panicked as he and Jenny tripped over Raph and Ames. The four turtles stand up as they scream, Mikey sees Squirrelanoids, Jenny sees cats, Raph sees cockroaches, and Ames sees Rahzar.
"Cockroach!"
"Squirrelnoid!"
"Cats!"
"Rahzar!"
They screamed as they ran away from each other in separate directions as the others noticed. "Guys, wait!" Olly exclaimed. "Stop!"
Vee slashed some more mushrooms away before one jumped into the air towards Robyn, "Robyn, look out!" She called before she slashed it and another sprayed her in the face.
Vee coughed and fell to her knees as she opened her eyes and found herself surrounded by flames, "No, no, not again! Not again please!" She cried out as she backed away from the flames tripping over Leo and freeing him, "Not the fire! Not the fire!" She yelled running off.
Leo looked up and saw Shredder running away, "No! I won't let you get away from me again!" He called as he drew his swords and chased after Vee.
"Venus, Leonardo, no!" Naomi called as she was about to rush after them but was surrounded by mushrooms and sliced them.
With Donnie and Tal, they were fighting back as some mushrooms jumped at them from behind, "Donatello, Talena, behind you!" Olly called but was too late as they two smart turtles were sprayed.
Tal got up as she turned to Donnie, "Donnie are you okay?" She asked reaching out to him, "We need to move, come on!" She said.
"Don't touch me! Get away from me!" Donnie said, his voice sounding distorted as he glared at Tal with sharp teeth, "You make me sick, a rip-off, weirdo!" He exclaimed while Tal backed away fearfully.
"Donnie! What's wrong with you?!" Tal asked in fear as Donnie grew bigger and flames burst behind him.
"You nerdy, islander freak!" Donnie yelled. "I hate you! You tried to take my April away from me! I never wanna see you again!" He roared while lashing his long tongue at her, which pierce her chest and shattered her heart while back in reality, Tal is holding her head.
"He hates me! Donnie hates me!" Tal screamed in horror.
Donnie turned to Tal and he gapped in horror as she changed into another mutant, "No Donnie, please! No more! Just give me a chance!" Tal begged as her arms and legs retracted into her shell and came out larger and muscular, a long green scaly tail appeared behind her, and her head and body was replaced with that of a mutant alligator that roared at him.
"Leatherhead!?" Donnie said in worry before 'Leatherhead' tried to reach for his face, but he screamed and stumbled back, "No! Not the face! I don't wanna be a rag doll again!" He screamed as he ran away.
"Donnie! Wait!" Tal called as she rushed after Donnie.
"Donnie! Tal! Come back!" Robyn called while still comforting his sister as Olly and Namoi kept fighting the mushrooms, but then got sprayed herself and coughed, "Oh that is so not-" She was cut off when she turned back to April, only to find she was holding a giant snake and hissed at her, "AHHH! Snake, giant sewer snake!" She screamed as her snakes slithered up to her.
April looked at Robyn and saw her with a bat head and wings before she roared at her, spewing out smaller bats. The two screamed and ran away.
"Robyn! April wait! We need to stay together!" Olly called as it was just him and Naomi now. But when he smashed a mushroom, he got sprayed and coughed.
"Olivier!" Naomi exclaimed as Olly looked around and noticed the two O'Neils leaving.
"No! Everybody's gone!" Olly cried out in despair. "It's my fault! I failed them! It's all my fault!" He called before someone smacked him in the face as he coughed before seeing the black figure of someone.
"How does it feel to carry the burden and shame of knowing you failed your family," The figure asked as Olly panted slightly, "Why you should be a truly inspiring leader by now. After all, you are the only son of the great Grand Master Orimura."
"Olivier don't listen to the illusions, you haven't failed us!" Naomi called as she shook Olly by the shoulders, having been the one who slapped him. "You are the son of Orimura, you always pull through in the end!" She encouraged as Olly shook his head to snap out of it, but then the two turtles noticed the mushrooms coming out of hiding as they formed a line.
The mushrooms then started doing a little dance while in perfect formation as Naomi and Olly looked at them strangely before looking up as the mushrooms were coming down like umbrellas as they floated in a circle formation while growing extra limbs as they danced. Naomi and Olly looked at them with brows before two of them sprayed on them, causing them to cough again and fall to an edge as they screamed before they landed on the floor on their backs with groans.
"Where am I?" Olly asked before he saw visions of the others with their eyes blackened, and fading in total darkness.
"You let us down, Olly!"
"You did this!"
"You could've save us!"
"I shouldn't have let you lead on!"
It's your fault!"
"Some leader!"
"This is all because of you!"
"You'll never be like dad!"
"No!" Olly cried while clutching his head. "No!" He cried as he sat determinedly with Naomi holding his shoulders "Naomi?" He asked.
"Are you okay?" Naomi asked.
"F-Fine. But yeeseh. I hate mushrooms." Olly said while shaking his head before realizing something. "Wait, how come you aren't freaking out? Weren't you sprayed like me?"
"I've been trained to face my fears. They can poison me all they want but it won't stop me." Naomi explained as she helped Olly up, "And If I can do it so can you," She said handing Olly his axe.
Olly looked at his axe and narrowed his eyes, "You're right! I've gotta get my head in the game, Fight the fear!" He determinedly said before the two turtles turned and saw a giant mushroom with an eyeball behind them as they looked in shock.
"I think we found the source of these Fear-spreading Fungi." Naomi muttered before Olly looked at the bottom and noticed something lodged in its roots.
"Mutagen." Olly said seriously. "It must've fallen into the sewers and mutated this Fungus Humungous."
"Taste…Fear…Feed…" The Fungus Humungous groaned as Olly clutched his head.
"It's… in my head." Olly muttered, falling to his knees.
"I hear it too." Naomi said with a slight wince as she gripped her head but remained standing.
"More… fear!" Fungus Humungous said as more mushrooms started popping. "Stronger… Spread my spawn!"
In his head Olly saw flashes of the others running and screaming in fear, "Urgh, I, I can't fight it!" He said.
"Don't listen to your fears, Olivier! Don't let it control you!" Naomi called as she held Olly's shoulder.
"Spread… spawn!" Fungus Humungous exclaimed as the Mushrooms ran towards the two turtles.
"No!" Olly roared as he sliced the mushrooms and more showed up, "Are you with me?" He asked Naomi.
Naomi gave a smile and drew her spear. "To the end." She said as Olly smiled back and they started fighting off the mushrooms.
"Feed!" The FH said as the mushrooms charged at them as the two turtles keep whacking and slicing them away as the mushrooms kept spurting more of their pores at their faces.
"Keep going, Olly. We can't give in!" Naomi encouraged as her eyes turned red.
"I won't give up!" Olly called as they sliced the mushrooms away with battle cries.
Meanwhile Raph found himself in another tunnel filled with mushroom and turned to see Jenny smiling, "Jenn!" Raph said in relief and hugged her, "Boy am I glad to see you! What heck is happening to us, girl?" He asked but Jenny didn't say anything and kept smiling. "Um, you okay?" He asked.
Jenny's head then fell off much to Raph's horror and to further it, Jenny's body tilted forward and sprayed him with a swarm of cockroaches into a wall. Jenny then sunk into the swarm and in her place rose Spy-Roach, "You hurt my Jenny, and I'll bury Spy-Roach!" He called as he jumped on Spyroach who drew Jenny's claws.
Jenny used her claws to keep a giant tiger, roaring in her face, "Stay back you whisker-faced freak!" She called as she jumped and tackled the tiger down.
In another part of the sewers, Leo was clashing with Shredder, "You cannot defeat me Turtle! You will never be able to stop the Shredder!" Shredder mocked.
"Would just be quiet!" Leo called as he slashed at Shredder, who was really just Vee who fell on her shell.
"No! Too many flames! Please Leo, Olly, somebody help me!" Vee cried out as the flames surrounded her and a fiery ghost like creature lunged at her.
With Ames in whole other section, she was wrestling Rahzar with her bare hands. "Stay back, Rahzar! No, Bad Doggy!" She exclaimed in fear.
"I'm gonna enjoy feasting on your shell, Amoly." Razhar snarled as Ames pushed him away, when he was actually Mikey, he was holding Ames back, seeing her as a Squirrelnoid the Squirrelanoid.
"Keep away from me! Stay back!" Mikey screamed as he tried to avoid the squirrelanoid's tongue. "I won't let you get my brain juice!" He cried.
In another part of the sewers, Leatherhead lunged straight at Donnie. "Enough with the face, Leatherhead! Go and find a Kraang to clobber!" Donnie yelled as he kicked Leatherhead away, which turned out to be Tal as she clutched her head.
"No! Leave me alone! I don't want to hear anymore!" Tal cried out as a fearful monstrous Donnie grabbed her.
"What's the matter, islander? Scared?" Fear Donnie questioned as he grabbed Tal's face and turned her head. "Maybe I should put you out of your misery." He said with a smirk as she saw many Donnies with heart-shaped eyes kissing April, which caused Tal to shoot out tears and scream in terror.
In another section of the sewers, April is still seeing her mutated father as he charges towards her. "Stop following me, Dad!" April cried as she smacked her father away, which turned out to be Robyn, who fell from the smack April had given her.
"Ah! It tried to bite me! It tried to bite me!" Robyn called as she kept seeing giant snakes around her. "Stay away! I hate snakes!" She exclaimed in fear.
With Casey, he sees many rats swarming him as he screams in terror. "Get them off me! The rats! They're everywhere!" HE screamed in fear as big shadowy rats came up behind him.
Back with Olly and Naomi, they were still fighting the mushrooms as two tentacle pod mushrooms came out as they sliced each one before FH then shot out some pods, which exploded on impact as the two turtles dodged each one, but then Olly was hit by one. "Oliver!" Naomi exclaimed in worry.
Olly was then brought back into darkness as he then saw visions of the others again. "You let us down, Olly!"
"You did this!"
"You could've save us!"
"I shouldn't have let you lead on!"
It's your fault!"
"Some leader!"
"This is all because of you!"
"You'll never be like dad!"
"Man, I'm just bumped!"
"Can't do it. Failure." Olly said as he clutched his head as heard the words of his tribe members doubting and blaming him. "I'm a failure. I let the others down. I let them down. I…" He said before he saw his axe in front of him as he saw his reflection before Splinter appeared.
"All leaders must face the fear of losing their team." Splinter said before he changed into an older turtle with a black mask and reddish-brown eyes.
"A true leader can never master fear, but he never allows that fear to prevent him from achieving his duty," The black-clad turtle said as it changed back to Olly's reflection.
"Father," Olly said before closing his eyes, "No, no he's right! I, I can't give up! I won't!" He declared as he focused and his body glowed as he opened his eyes, which are now white as Naomi looked at him in surprise.
"Olly?" Naomi asked in surprise.
"Your spores won't work on me! I face my fears every single day!" Olly declared as he drew his axe, which three of the mushroom tentacles appeared behind him.
"Olly, behind!" Naomi called as Olly turned to face them, but the light reflected off his axe as the mushrooms flinched out in pain from the lights.
"So, that's your fear. Sunlight!" Olly called as he looked up to the ceiling to the surface as the sun shone through the hole.
"Of course! The mushrooms can only grow strong in the darkness. But light drains them of their strength!" Naomi realizes as FH starts shooting more pods at them. "We need to make that hole bigger!"
"Right, and Naomi," Olly said as Naomi turned to him, "Just in case we don't make it, I need to-" He was cut off when Naomi put a finger to his lips.
"Don't. When we are victorious, then tell me," Naomi said with a smile and moved her finger away.
Olly smiled and nodded, "Then it's, time to show Fungus Humungous the light!" Olly called as he and Naomi then started climbing up the tentacles together while making it to the top.
"Keep away! Keep away!" FH exclaimed in fear before Naomi grabbed the pod and tossed it up to the hole, which exploded and more light shined down on them.
"Now, Olivier!" Naomi exclaimed as Olly pulled up her axe with a yell and reflected the light to FH, who screamed in pain as it shined through his eye.
With the Raph and Jenny they were still fighting each other, seeing themselves as what they feared. "I'm gonna pluck the wings off you!" Raph exclaimed from the Tiger as he was pushing against the cockroach.
"Back off furball!" the Cockroach yelled in Jenny's voice, but then suddenly, in a flash, their respective fears vanished as they looked at each other in shock. "What the… Raph?"
"Jenny?" Raph asked as the two lowered their weapons before Raph started pulling on Jenny's head.
"Hey! Owow!" Jenny exclaimed, pushing Raph off, "What was that for?" She asked with a glare.
"S-Sorry! Sorry!" Raph quickly said to her. "Just trying to make sure." Jenny rolled her eyes and smirked before giving him a light punch on the arm and a side hug as Raph smiled back.
In another section, Rahzar and Squirrelanoid is pushing back as well. "When will you leave me alone?!" Ames's voice came from the Squirrelanoid.
"Keep away from me!" Mikey screamed from Rahzar's body, but then the two saw each other normal as they looked at each other. "What? Ames?"
"Mikey! Is that you?!" Ames called as she beamed and then jumped on him, "I'm so glad to see you!" She cheered.
Mikey gave a small laugh and hugged her back. "And I am so glad it's you and not a creepy squirrel!" He said in relief.
In another section, Shredder and the fire ghost are running down the tunnel before the fire ghost tackles Shredder. "This ends now, Shredder!" Leo yelled from the fire ghost.
"Enough! Please! Someone help me!" Shredder with Vee's voice yelled before they then saw each other normally as they looked at each other. "L-Leo?!" She asked in shock.
"Vee!?" Leo called before he looked up and saw his sword at Vee's throat as he quickly drew it back. "Oh my gosh! I am so sorry! I didn't-" He was cut off when Vee jumped into his arms and buried her face in his shoulder, shaking slightly, "Vee?" He said in surprise.
"Just shut up, and hug me, Hero Boy," Vee told him, her voice trembling.
Leo smiled, knowing that if Vee was this scared whatever she saw was truly terrifying, and put his arms around her, "Whatever you say, Soft-Shelly," He teased as Vee smiled against his shoulder.
In another section of the sewers, the O'Neil sisters, Donnie, Tal, and Casey were all on the ground just as their fears vanished as they stood up and rubbed their heads. "Donnie?" Tal asked as the two O'Neil sisters hugged each other.
"Tal? Oh, you're not Alligator," Donnie said in relief before Tal grabbed his hand.
"Donnie, please, please tell me you don't hate me," She begged with puppy eyes.
Donnie was surprised by this questioned and offer a smile, "You kidding? Why would I hate the only girl who's actually as smart as I am?" He questioned as he held her hand, "I'll always like you Tal,"
That gave Tal some relief as she hugged Donnie and he hugged her back, "What happened?" Casey asked tiredly.
"Hello?" Jenny called as she and the rest of the turtles came in.
"Guys!" Leo called in relief.
"You're alive!" Mikey cheered as he jumped down and hugged Donnie.
"It's good to see you too, Mikey!" Donnie said with a smile. "But where's Naomi and Olly?"
"I remember a cave." April said as she stood up. "Come on!" She called as they all rushed down the cave as some of the mushrooms then shriveled up and die.
In the main fungus chamber, all the mushrooms had withered and died off with a large stump where the FH once was. Olly groaned as he opened his eyes and saw Naomi, with her hat resting from her neck, walking up to him, and helped him up, "Did we get 'em?" He asked while rubbing his head.
"Yes, and I got this as well," Naomi answered, holding up the FH's mutagen canister, "Well done, Olivier," She complimented.
"I couldn't have done it without you Naomi," Olly said with a smile.
Naomi then gave a sly smile, "So now that we survived, what was it you wanted to tell me?" She asked, leaning her head close to him.
Olly blinked and realized he was put on the spot as he blushed and rubbed the back of his head, "Ah, well you see, Naomi, I just, wanted you to know that, I…um, well," He stammered but was cut off when Naomi grabbed him by the plastron.
"Olivier, in the words of the wise mistress, "just shut up and kiss me"," Naomi quotes as she brings her lips to his and wraps her arms around his neck. Olly was surprised by the kiss, his eyes being white circles before he closed them and kissed Naomi back, his arms around her shell.
The two then broke apart as they shared warm smiles with each other. They were interrupted by a cough and they flinched and turned to the other turtles looking at them, shocked, smug, disgusted or excited. "Holy Mackerel," Donnie breathed out.
"Oh sewer apples." Olly muttered in embarrassment.
"How long have you all been standing there?" Naomi asked with a light blush on her cheeks.
"Long enough to see you two get all kissy, kissy." Ames answered with a bright smile.
"About time you confessed, big brother." Tal said with her arms crossed.
"Wait, what is happening?" Leo asked in shock and confusion.
"Yeah, what was that all about?" Raph asked as well.
"What? You guys never knew that Ol has had a crush on Naomi since they were little?" Jenny asked with a smirk.
"Um, no! We did not!" Mikey called in amazement. "But it's awesome and adorable!" He exclaimed, which caused Naomi and Olly to blushed embarrassedly.
"Well, whatever you two love birds did, you saved us." Leo said with a proud smile.
"Great. So how about we get back to the lair? It's been a long day," Olly said as Naomi handed Donnie the mutagen canister and they all walked back to the lair, Olly and Naomi holding hands.
Once in the lair they all began explaining their fears to each other, "And then I started seeing rats coming out everywhere, the demon rat lunged at me and I bolted out of there!" Casey explained to the O'Neil sisters.
"And then you turned into this giant vampire bat and started puking out all these bats from you're mouth," April told her sister.
"Oh yeah, we'll this giant snake lunged out at me, and almost swallowed me whole," Robyn stated.
Jenny and Raph were talking near the arcade machines, "Oh and then, and then you pounced on me with teeth big enough to bite through a chain!" Jenny expressed to Raph.
"Ha, you think that's bad, you should've seen all those creepy legs and the robo eye, staring into my soul," Raph countered with a smirk.
Tal and Donnie were sitting on the steps, "You should've seen it, you were like this big, and your roar, so powerful!" Tal expressed to Donnie who had an ice pack on him.
"Yikes. That must've been scary." Donnie said with a cringed look. "I can be angry, but that was just extreme! My fear was being grabbed by Leatherhead!"
"The alligator friend you four had before he risked his life to save you?" Tal asked in surprise. "Why would you be afraid of him?"
"Because every time we visit him and he goes mad, he always goes for my face!" Donnie cried while slouching. "What is wrong, with my face?!"
"You want the list alphabetically or descending on order of grossness?" Raph asked with a smirk, which made Jenny snicker while Donnie glared at him.
"Zip it!" Donnie retorted and crossed his arms.
Tal smiled and held Donnie's cheek, "I think your face is just perfect," She said sweetly, which made Donnie blush a bit while scratching his head.
"So, you're afraid of fire?" Leo asked Vee in concern. "Yikes. That's something I didn't realize about you."
"More then you can you imagine," Vee said while hugging herself. "But I guess your fear with the Shredder really scarred you." She said in concern.
"Trust me, I still have nightmares of Shredder beating the shell out of us the first time we met." Leo said while rubbing his arm. "Another reason why I trained harder to protect my brothers." He said before looking at Vee, "So why are you afraid of fire so much,"
Vee gave a frightenedfrightened look, "When I was little I was caught in a huge forest fire and almost got turned into a baked turtle had myfather not been there to save me," She explained as she shook slightly, "Since then the fire's always terrified me, you probably think it's silly for me to be afraid of a little heat,"
"Actually, no. I don't think it's silly." Leo assured her by placing a hand on her shoulder. "We've all had our fears facing us. And trust me, Raph is one of those since he's afraid of tiny roaches." He joked, which got Vee to giggle from that. "But, we shouldn't let our fears define us, we define ourselves for who we are and what we do."
"Yeah, I guess you're right, Leo." Vee said with a small smile. "You're a very open-minded turtle."
"Which is why I'm one of the leaders." Leo bragged with a smirk before Vee elbowed him, which made them all laugh while Naomi and Olly sat next to Splinter.
"And then the sunlight destroyed him and his little mushroom freaks." Olly explained after telling Splinter what happened on their mission.
"Impressive. And would you say you mastered your fear?" Splinter asked Olly.
"No. I…" Olly said with a frown. "I just faced it, sensei."
"And that, Olivier, is why you are destined to be a great leader." Splinter said with a smile.
"And you won't have to face that trial alone." Naomi said with a smile as she placed a hand on Olly's, "There are times when we are consumed by our fears, but when we face that fear, can we truly become stronger."
Olly gave a small smile. "Thanks, Naomi, I still find it hard to believe you weren't scared down there," He said.
"Actually I was quite terrified…of losing you," She said while holding Olly's hand, "And I'm so glad I was able to overcome that,"
"What would I do without you?" Olly said as he held her hand as well as Splinter gave a small smile as he saw that even though Naomi and Olly became a couple, all his sons and their friends had grown closer.
Then Ames and Mikey came back to the lair with two boxes of pizzas, "Yeah, boy!" Mikey called as he held his pizza box. "Check it out! An extra large pizza with anchovies, pepperoni, and extra mushrooms." He said as he opened up the box to show the mushrooms, much to the disbelief of the others.
"Mikey!" They all exclaimed in disgust.
"You can't be serious!?" Donnie exclaimed.
"Okay, that is just wrong." Robyn said with her hands up.
"Mushrooms?!" Vee asked with a disgusted look.
"Never again," Jenny said firmly.
"Don't worry, guys." Ames said as she held up her box. "I had feeling after today none of us want mushrooms for a long time, so I got Hawaiian and meat-lover," She said, holding open the box.
"Now that's more like it," Olly smiled as everyone was much more eager to take a slice of Ames's pizza.
"Well, more for me." Mikey said as he took a slice and opened his comic, but just before he was about to eat it, he saw his mushroom piece moving. "Uh, guys?" He asked as the others turned to Mikey and they looked at Mikey's slice.
"Please tell me that's not a…" Raph started before the mushroom, the one from the cave, came to life as it moved around the slice like a dog as the others looked at it weirdly and horrified.
"Still want that pizza, Mikey?" Vee asked nervously.
Mikey was silent for a moment before he ran out of the lair with his pizza, the sounds of smashing and burning were heard, and then he came back, "On second thought, I'm in a pineapple mood today," He said with a sheepish smile as he took a slice of Hawaiian and bit into it.
"We are never eating mushrooms again, agreed?" Leo asked with a look.
"Agreed." They all said in agreement, now wanting to stay away from anything mushroom-related for a long time as they enjoyed their pizza after a long and exhausting adventure.