Leo rose from the rubble and saw the ship looming over them. “Fall back, guys!” he commanded.

“No argument here!” Donnie agreed.

The Turtles broke into a run, unaware that someone was storming after them. They dashed through the shipyard, trying to find a way out. But the tall stacks of shipping crates turned the docks into a maze with walls of steel at every turn. No one wanted to say it, but the more they ran, the more lost they became.

Leo spotted light nearby and, taking a chance, turned toward it. It was a dead end! They were boxed in by steel crates, with no escape.

There was a clanging noise behind them. It seemed to be moving and was growing louder and louder by the second. Then everything went eerily quiet.

They turned to see who was blocking their path—and found themselves face to face with a hulking man with a suit made of razor-sharp spikes.

Shredder!

“Tell me where Splinter is, and I’ll let you live long enough to watch him perish,” he snarled.

Before he could say another word, there was a rumbling from overhead. A massive flying object crested the wall of crates, casting a shadow over them all. It was the Kraang ship. It circled above them, its tentacles probing around the area and scanning for life-forms.

“That thing again?” Leo said. “Great timing.”

The Shredder couldn’t believe what he was seeing. He just stared at it, almost hypnotized.

The Kraang ship unloaded a barrage of zigzagging energy streams at them. Debris flew up in the clouds of dust and cement as each electric pink bolt ricocheted off the steel crates and burned the concrete under their feet. The Turtles managed to flip out of the way to safety.

The ship unleashed another energy stream—this one slicing toward Shredder. The cunning ninja warlord threw open the doors of a nearby shipping crate and disappeared inside its protective steel. The stream flew right past him.

Through the chaos, Leo finally saw their opportunity to escape: their exit path was now clear. And better still—Shredder had stuffed himself inside a giant crate. Their ultimate enemy had unknowingly laid his very own trap!

All Leo had to do was wait for his moment.

He saw the ship suddenly ascend, swooping around in the distance to begin another attack. That was when he rushed into action, darting out into the line of fire to slam the lock shut on Shredder’s crate.

“Come on!” Leo urged the other Turtles as he ran to safety.

Donnie and the others started after him—right as Shredder’s blades ripped through the solid steel wall of his crate. With the screeeeeech of steel on steel, Shredder slashed his way out, carving a hole big enough for him to climb through.

Once he stepped out into the light, it became clear to the Shredder that the Turtles were completely walled in—steel crates stacked twenty feet high surrounded them on three sides, and he was blocking their only exit path.

“We’ll catch up to you later!” Donnie cried out to Leo.

And Donnie, Raph, and Mikey cowered as Shredder stood before them.

Unaware that his brothers were trapped, Leo scrambled through the labyrinth of shipping crates until he found a clearing. Suddenly, an acrobatic figure somersaulted into his path. It was Karai.

“I thought you were better than this! I thought you were my friend! How could you betray me? You’re just as shortsighted and obsessed as Shredder!” she screamed angrily.

Leo tried to reason with her. “You said yourself how bad Shredder is! Why are you protecting him? You said he’s driving you crazy!”

“He drives me crazy … because he’s my father.”

“Your father? Shredder is your father? You’re Shredder’s daughter?!”

Leo couldn’t believe what he was hearing. All this time, he’d thought she was just a talented ninja who fell in with the wrong crowd. But it made sense now. He always chose family first … and so did she. They would never be able to join forces.

A second later, something else came between them—literally! The Kraang ship soared past, firing on anything in its sights.

Leo looked back to Karai. “We’ve gotta stop that thing!”

“Our deal’s off!” she cried. “You want a feud? You’ve got one!”