A/N: I'm REALLY sorry that it took so long to get this last part up. I had forgotten how difficult it is to make the story draw to a close. I hope you all like it, and thank you all for being so patient.

Disclaimer: I don't own the turtles, although I did get a new TMNT dvd the other day...

The Shredder's red, artificial eyes began to glow more brightly as he became even more pleased with himself.

"I spent countless years devising the perfect revenge on you four freaks, and now I shall see it carried out!"

He pressed a series of buttons and Leonardo walked towards the door with the Shredder and Dark Leonardo following closely behind. Leo was made to fling open the door and perch on the railing.

"GUYS! RUN!" the distraught turtle screamed.

His brothers and the three other Clones looked up at him.

"Leo! What are you doing here? Get out of here quick before Shred Head finds you!"

"Too late," the Utrom boomed.

Leonardo jumped down off of the railing. "Guys! Get out of here! I can't control myself!"

"Whoa, Leo, calm down. We'll take the Shredder down together."

"Yeah, its not like we haven't done that that other time, and the time after that, and the time after that, and then there was that other time," Michelangelo added.


The blue-clad turtle was desperate now. He felt his one good arm reaching up and pulling his katana out of its sheath. The sword swung out, immediately activated. A blast of blue energy sped towards his brothers. They all ducked in the nick of time.

"Leo! What's the big ide—whoa!"

Raphael ducked backwards as his brother swung his swords mere inches from his head. Raph jumped backwards, just out of range. He drew his two sai and parried as Leonardo rushed him. The blue-clad turtle kicked out at his brother while their weapons were engaged – a move that was very uncharacteristic for him. Michelangelo and Donatello hurried towards their two fighting brothers.

"Please! Go!" Leonardo begged, a small tear beginning to trickle out from under his bandana.

His body turned towards his two youngest brothers. The Shredder laughed up on the catwalk. Donatello looked up and immediately understood what was happening.

"Mikey! It's the Shredder's remote control! He's controlling Leo with it! I'll help Raph with Leo; you try to get it away from him!"

"No problem-o, dude!"

The orange-clad turtle ran towards the ladder that led to the catwalk, but three of the Dark Turtles blocked his path.

"Oh, come on!" Mikey groaned. "We've been doing fine for, like, three whole weeks and now you want to fight? Sheesh!"

"We've been waiting a long time for this," Dark Michelangelo smirked.

"It is most certainly irksome that my brothers and I are not the ones to bring about your destruction ourselves, though," Dark Donatello complained.

"We could jus' get this one," Dark Raphael grinned in anticipation, showing all of his very long, very sharp teeth.

"Well, while you guys figure it out, I've got stuff to do,"

Michelangelo tried to leap over them, but his Clone's hand reached up and grabbed his ankle. He held Mikey up to his face. "I'm not that stupid, you know."

"Does that mean you're still a little bit stupid?"

"Quit fooling around down there," the Shredder yelled down at them. "Finish that annoyance off now!"

The youngest turtle gulped.

Raphael picked himself up off the floor from where he had landed. Donnie seemed to be doing OK against Leo, which was rather surprising. Then, the red-clad turtle noticed that his older brother didn't seem to be fighting in his normal way. His every move was more backhanded, like the Shredder's fighting style. Out of the corner of his eye, he saw Mikey being held upside down by his Clone.

"Let go of him!"

He threw one of his activated sai towards the orangey-yellow turtle. The clone ducked, dropping Michelangelo on his head.

"Thanks for the landing," Mikey said sarcastically.

He ducked away from the grasp of the other Clones and quickly scaled the ladder. Raphael was just about to go and join him when Donatello was knocked back, almost hitting his hot-headed brother. Leonardo advanced on both of them.

"Raph! Look out! I don't want to hurt you!"

"Bro, you couldn't even beat me if you tried!"

Raphael put on his most taunting face, but winked quickly at Leo. Hopefully his brother would realize that he was trying to distract the Shredder long enough for Mikey to get a jump on him. Leonardo lunged at him.

"I hope you know what you're doing," Leo whispered as Raphael sidestepped his attack.

Meanwhile, the Dark Clones were right on Michelangelo's heels as he scurried up the ladder.

"You know, if he thought I'm annoying, he must hate you. You're like a gazillion times more annoying than me," he called down.

Dark Michelangelo, who was in the lead, stopped suddenly. His two brothers bumped into him.

"Move it, tongue for brains!"

"Hey wait, guys!" The orangey turtle swung down to face them. "What if he's got a point?"

"Only as much of a point as yer stinkin' head," Dark Raphael growled. "If ya ain't goin' ta move, I'm a'goin' ta move ya!"

"Okay! Okay! Sheesh!" Dark Michelangelo grumbled, spinning back around.

However, the short argument had given Mikey enough time to scamper up the rest of the ladder. He reached the top, only to find himself face to face with Dark Leonardo. Michelangelo groaned. Then, to his complete surprise, the Clone stepped aside.

"I refuse to have anything more to do with this."

The Dark Turtle tore the pendant off of his neck and threw it forcibly to the ground.

"It is one thing to destroy you myself. It is another to force one of your own to do it."

He jumped over the side of the catwalk, landing lithely on the floor below.

"Come on. We're leaving!" he called to his brothers.

He stormed towards the exit. The other three Dark Clones looked at each other. Dark Michelangelo got a huge, crazy grin on his face and leaped down. As he ran to join his leader, he called over his shoulder

"See you never, Irish Setter!"

"Get back here, you traitors!" the Shredder yelled down at them.

However, the other two Clones also followed after Dark Leonardo.


But the only response the Shredder got was Dark Raphael giving him the bird – or at least as much of the bird that a three-fingered hand can give. As the four Dark Turtles left, Michelangelo advanced on the Shredder.

"Looks like it's just you and me, Shred-head." The turtle spun his nunchuks around.

"That's what you think," his adversary spat back.

The Utrom started to press a few buttons on the remote control, but had to stop when Michelangelo lunged at him. Down below, Leonardo made a few jerky movements, and then held perfectly still. His back was facing the catwalk.

"What's going on, guys?" He was desperately hoping that his youngest brother had succeeded.

"Shredder can't keep moving you when he, himself, is so distracted," Donatello explained.

"Then we need to use that to our advantage."

"Just what I was thinkin'," Raphael agreed.

He rushed to join his youngest brother; Donatello followed closely after him. As they rushed up the ladder, Leo found that he was able to move on his own again. Apparently the nanobots inside of him had gone into some sort of sleep mode without the Shredder's continuous signals. He was about to join the others when the Shredder leaped down from the catwalk, tucking the remote into his belt as he dropped. All of the turtles rushed him. The Utrom kicked Mikey backwards while at the same time ducking under Donatello's bo. Leonardo twisted around, teleporting his full weight into a kick, hitting the Shredder in his relatively unprotected side. The Shredder fell and rolled for a few feet before skidding to a halt and leaping back upright.

"Do you freaks really think it would be so simple to defeat me? You have played right into my hands! I still have the power to destroy at least one of you with just the press of a button!"

"Oh really?" Raphael taunted, waving the remote he had lifted from the Shredder's belt.

"Give that to me!" The enraged Utrom rushed at the red-clad turtle.

"Not on your life!" Raphael retorted.

He tossed the remote to Mikey, moments before the alien reached him. He then leaped backwards out of the Shredder's reach. The Shredder turned and rushed towards the wildly grinning turtle. Michelangelo's face suddenly blanched as he realized his precarious situation. He tossed the remote over to Donatello moments before ducking under the Shredder's swing.

"Careful, guys!" the purple-clad turtle scolded. If you accidently bump something, it will affect Leo!"

The Shredder kicked out, slightly nicking Michelangelo just enough to send him stumbling backwards. The alien grabbed the turtle's arm and twisted it behind his shell. His gauntlet was pressed up against Mikey's throat.

"Drop the remote! Now!"

Donatello looked pleadingly at his oldest brother. Leonardo took a deep breath.

"Do as he says, Donnie."


"Now, Don," Leonardo insisted as Michelangelo whimpered slightly.

The Shredder was pressing his gauntlet even harder against the hostage turtle's jugular vein. Donatello leaned over and carefully set the remote on the warehouse floor.

"Slide it over to me," the Shredder ordered.

As the remote slid towards him, he pushed Michelangelo to the side and dove for the device. However, Mikey managed to kick the remote away, seconds before the Shredder reached it. The remote went spinning into a small grate that was covering a drain. Then, to everyone's dismay, it slipped through the slats and fell with a splash into the sewage below.

"Look what you have done!" the Shredder practically screamed, leaping back up. "You have ruined everything for the last time!"

He swung his gauntlet down at the orange-clad turtle's head. Michelangelo rolled out of the way as Leonardo blocked the blow with his sword.

"I will destroy you, Leonardo! You cannot possibly hope to win! I will destroy every last single molecule of you and your pathetic brothers!"

"That ain't goin' ta happen, Shred-head," Raphael retorted, kicking the Shredder from behind.

The Utrom stumbled to the side, barely missing being gored by Leo's blade.

"Not now, and not ever," Donatello agreed.

As the Shredder lurched back upright, Don's bo combined with Mikey's nunchuck sent him flying into the Time Window. Even though they could see nothing through the window, various beepings started to come from the control panel where the Shredder had landed. A loud whooshing sound filled the room and a strong wind began to suck inwards, towards the portal. The Shredder grabbed desperately for a handhold. All he could do was impale the control panel with his gauntlet. However, he was slowly being pulled backwards. The turtles had each embedded their respective weapons into the ground and were hanging on for dear life.

"DONNIE! WHAT'S GOING ON?" Leonardo yelled over the screeching winds.


Leonardo's sword lurched backwards slightly. "WE NEED TO STOP IT!"


Just then, the Shredder's gauntlet ripped all the way through the control panel and he tumbled through the opening and hurtled into empty space. Boxes were starting to fly from the far corners of the room and into the window, sometimes missing the turtles by only inches. One by one, the boxes smashed into the sides of the portal before being pulled through to the other side.


Raphael made sure he had a firm grip on his other sai, and then pulled one up out of the ground threw it towards the intended target. The weapon managed to nick the side of the box just enough that its tsuba punctured the metal and kept it from careening into the window. A few sparks began to fly out as some of the wires were exposed to the suck of the vacuum. However, the portal continued to pull the turtles towards its mouth.



"WELL THEN I HOPE THIS WORKS!" Leonardo pulled his katana out of the cement and was immediately pulled towards the opening.

"LEO! WHAT THE SHELL ARE YOU DOING?!?" Raphael screamed in horror.

Without answering, the oldest of the brothers adjusted the angle of his body, tucking his knees to his chest, and turning around so that he was facing the replica of Cody's Time Window. Holding his sword out in front of him, he sped forwards, faster than any of them had ever moved on their own. The sword completely impaled the box. Electrical sparks began to stream out of it. The window glowed brightly for a moment, and then the wind instantly stopped. Raphael, Michelangelo, and Donatello fell to the ground with a thud. Leonardo, however, was still clutching his sword at the portal's side. Bolts of electricity were running down his body and into the floor. Michelangelo was the first up and ran over to him. He tried to grab Leo, but his hand was met with a sever shock.

"Leo! Let go of the sword!"

"I…can't!" the blue-clad turtle grunted.

"Don! Any way to stop the energy flow?"

"Working on it," Donatello called back from where he was furiously adjusting buttons on the control panel. "The Shredder messed this up pretty bad! I don't know if I can stop it!"


Leonardo was barely managing to stay conscious.

"Okay…here!" Don pressed a series of buttons.

Leonardo was released from the electricity's grip and fell backwards into Mikey's waiting arms.


"You alright?"


"Guys," Donatello motioned to them frantically. "It's not off. I just put it on an override sequence! It's going to blow in exactly one minute!"

"Then let's get out of here!"

The four turtles ran towards the exit. As they were going out, Darius Dun was just arriving in his ship.

"WHAT IS GOING ON HERE?" he roared, seeing the mess. "YOU CRETANS GET BACK HERE!"

Laser blasts shot after the teens as they ran towards their waiting vehicles. Leonardo swung behind Donatello as they all sped off. Behind them, a loud explosion echoed across the docks, followed by several smaller reports. The warehouse collapsed in upon itself and burst into flames. The illegal weaponry that Darius had kept there was starting to explode with an even greater force.

"Dun is still in there," Donatello suddenly remembered. "Should we try to get him out?"

"No," Leonardo answered, his jaw set determinedly. "Let the Peacekeepers deal with him."

They sped off towards Cody's penthouse, stopping only to pick up Leo's hover-bike.


Two days later, Donatello had just finished running some tests on Leonardo. As he carefully read the computer's screen, a large smile spread across his face.

"Good news. It looks like that electrical surge that went through you, Leo, has disabled the nanobots. They're still in you system, but I doubt they'll be there long without being active."

"That is good," Leonardo agreed as the last of the auto-docs crawled off of him.

"Now, you just need to rest up that arm of yours, but it shouldn't be too much longer before you can get back to normal training. Just lay off on the handsprings for a while."

"I think I can handle that," Leo replied with a wry grin. "I never liked handsprings."

"Me neither," Michelangelo agreed from the other side of the room. Then, as an afterthought, he added, "Unless they're spring rolls in my hand. 'Cause that would be a handspring roll."

They all burst out laughing.

The End