Teenage Mutant Ninja Turtles Playlist

Open at an abandoned industrial park where the Turtles and Casey Jones have come to practice their skills in a game of ninjutsu "hide 'n' seek". The group leaps the fence and begins to investigate the premises. Little do they know that they aren't alone in the facility. As they explore, Leonardo gets an eerie feeling as the Rat King watches them from above. Michelangelo explains the rules of the drill and that the record for holding the yellow marker bandanna is 15 minutes - he then takes off and sets his timer, hoping to set a new best-time. While Donatello, Leo, Raphael and Casey search for Mike, the Rat King lurks in the shadows, watching and planning. Casey eventually enters a room that Michelangelo is hiding in, but the Turtle gives Jones the slip. Outside, Leonardo spots a shadowy figure spying on his brothers and leaps into action. Leo crashes through a second story window - but there's no one in the room. Don arrives and tells his brother he's seeing ghosts - but Leonardo remains on edge. Mikey finds a new room to hide in, but he's not alone here either. A speedy, dark form darts circles around the affable ninja. Mike thinks that his brothers are playing tricks on him and thus is caught by surprise as the Rat King hits him from behind with a board, knocking the Turtle cold. Open in a boiler room. Mike is strapped down to an unhinged door, looming over him is the Rat King. Mikey bewilderingly asks what’s going on, but the Rat King merely laughs maniacally and departs as a group of angry rats enters the room. Outside, Casey and the Turtles have found a pile of bricks that's convulsing. Jones and Raph assume that it's Mikey and chastise him for having the worst hiding spot ever - but when Raphael knocks over the mound, hundreds of rats pour out and run off. Suddenly, the Rat King leaps down into the courtyard and faces our heroes. The mysterious man then runs off, the Turtles and Jones in hot pursuit. Cut back to Mikey as the rats swarm him. With adrenalin-enforced might, Mikey breaks the bindings on his legs and uses the door to knock the rats away. The Turtle dashes across the room with the door on his back as rodents leap and attack. Mike dives backwards into a wall and shatters the wooden door, completely freeing himself. The rats continue their assault. Back on the surface, Rat King proves to be a skilled foe, performing stunts that a normal human being couldn't possibly do. Rat King flees into a large brick silo. Just then, Mike crashes through a pair of basement doors and emerges from the darkness right next to his team. Raph turns to tell Leonardo that their brother has returned, only to see Leo running headlong into the silo. The guys make haste to catch up with their fearless leader. The group arrives in the center of silo and hear their quarry laughing. The guys look up and see the Rat King standing on the precipice of the chimney. The bedraggled figure pulls a rope that seals off the entrance. Our heroes look around and see no means of escape - the only thing visible are hundreds of pairs of angry red eyes peering out from the cracks in the walls. Rats pour out of the walls and attack. The Turtles and Casey fight back, fending off the angry critters. Leonardo stresses that they won't have to defeat every rodent - they just have to put up enough of a fight to teach them a lesson. Soon enough, the rats do realize that this is one meal that's not worth the fight and they retreat. This outcome angers the Rat King and he jumps down and attacks in a flurry of blows. With the fast moving Rat King to help, the rats come back for a second try. Rat King has incredible fighting skills - a style that's very familiar to Leonardo. Rat King tosses Mike into a wall, dazing the Turtle and creating fault lines in the structure. Raph spots the weakness and plows through the stonework, making an escape route. The guys bail out of the rat-infested silo. Our heroes escape the rats, but the Rat King is on the move. The enigmatic villain jumps on top of a nearby building. Leonardo throws shuriken at his foe, which he evades. However, one of the throwing stars hits the bricks beneath the Rat King's feet, weakening them and causing them to crumble. The rodent liege falls backwards, crashing through the decaying building in a cloud of debris. Leo states that it's finished and begins to walk away, but the Rat King explodes out of the bottom floor of the structure. With the others still blinded and lost in dust, Leo turns to face the Rat King. As Leo and the Rat King do battle, the smoke clears so the others can watch on. Leonardo insists that this is his fight alone - Don wants to help since they have no idea how powerful their enemy is, but Raph intervenes and suggests that Leonardo has more monsters to work out of his system than just the one he's currently facing. The battle moves inside as Rat King retreats from the determined ninja. As the fight ensues with Leo gaining the upper hand, the partially destroyed silo collapses into a gigantic chimney which then falls domino-like onto the building where the skirmish is taking place. Leo actually saves Rat King from being crushed by the falling tower. The two enemies are briefly standing together on a piece of the floor left balancing on girders. Beneath the mostly collapsed floor, we see an enormous army of rats on the ground below. The Turtles cry out for Leonardo to leap off of the swaying platform, and he does so - but he doesn't quite make the jump and Raph has to grab his arm to keep him from falling into the rodent pit. Rat King then leaps at Leo and grabs onto his back. Raph and the others struggle to pull up their brother as Rat King tries to strangle him from behind. Leonardo is pulled up, and once safe, he elbows his enemy, sending him flying towards the hordes of rodents waiting below. As the guys watch from above, Rat King is swallowed by the mass of rats. The Turtles and Casey leave the abandoned grounds. Outside the fence, Mikey notices that he's still wearing the yellow bandanna and thus has had it on for about 45 minutes - a new record! Raphael unties the bandanna from his gloating brother's arms and snaps him with it - Mikey yelps with pain. The guys then head for home. Inside the collapsed building we see that Rat King wasn't consumed by the rodents - he is alive and well. Rat King crouches and muses about how everything that he sees loathes and fears him - everything, that is, save for the rats.

Open at Baxter Stockman’s lab at Area 51 where the mad scientist is preparing a cloned body for Agent Bishop. The vengeful agent is shaking with tremors and wracked with pain - we discover that he's been using cloned bodies for some time now to stay alive. Once preparations are completed, Baxter uses his machinery to transfer Bishop's consciousness to his new clone body. The procedure goes off without a hitch - the overjoyed Baxter relates that he can now get started on his own body - as Bishop promised him. In a New York City alley, the Turtles are dumpster diving for various computer parts that Donatello needs for the new lair. They guys hide from a group of Foot Ninjas that pass overhead, causing Raphael to explode that they should be the hunters - not the prey for Karai and her flunkies. Leonardo tells Raph they'll deal with Karai on their terms, not hers. Elsewhere in the Big Apple, two city utility workers open a manhole cover. One of the men is very nervous as one of his friends claimed to have spotted monsters in the sewers. The other worker laughs about this concern and goes down to see what the trouble is. The utility worker finds a bunch of chewed wires and calls out to his co-worker for help as an ominous form closes in on him from the shadows. The man on the surface gathers his tools and then hears his partner scream in terror. Open in the sewer tunnel as we see numerous giant bug shadows moving about. The Turtles walk along in a nearby area of the labyrinth, on their way to the Professor’s junkyard to search for more items for Don. Mikey's spirits are down and he laments the loss of all his cool stuff as he kicks a can. Leo puts his arm around his brother and tells him that everything will be fine in the new lair and change is good - a statement that Raph mocks. As they turn down another tunnel, we see a clawed arm crush the can that Mikey had been kicking. Back at Stockman’s Lab, an officer enters and informs Stockman of “another report from New York City”. Baxter tries to cut the conversation short, but Bishop demands to know what's going on. Stockman reluctantly explains that the alien ooze remnants left over from Bishop’s phony invasion (from Episode #87) have been mutating various animals in New York's sewers. This doesn't sit well with Bishop, knowing that they must contain this outbreak before it spreads, before anyone realizes its true nature and traces it back to him. Stockman then tries to excuse himself, hoping that Bishop will go out to do so while he attends to his new body. However, Bishop denies him, assigning Stockman to go to New York City. Cut back to the Turtles as they continue on - until the crushed can is tossed at them. Don shines his flashlight onto the ceiling of the tunnel, where we see several hideous mutant creatures clinging to the roof, fanged jaws dripping! The mutant ticks attack! The Turtles draw their weapons and fend them off as best they can until Leonardo orders his brothers to flee. Cut to Bishop and his men as they monitor super high-tech computers. Bishop demands a report and is informed that the containment squads have been put into place and the cleansing operation has begun. By now the Turtles have escaped from the mutant ticks, but as soon as they stop they are met by another mutant monster. Raphael is grossed out because he hates bugs - but he destroys the creature nonetheless. Before any victory celebration can begin, the ninjas are beset by the grossest beasties of all… three gigantic mutant cockroaches - one of which is the mutated form of the utility worker! Bishop calls Baxter, who has been sent to New York City with one of the containment teams. Stockman reports that the problem is more severe than he feared, and he doesn't know if containment is possible. In another part of the sewers, Raph beats on one giant roach, forcing it to retreat. Leonardo cuts down the other while Mikey and Don are preoccupied with the worker mutant - which has deadly tentacles as well. In the skirmish, Donatello is stung in the leg by one of the worker mutant's grotesque arms. The ninjas redouble their efforts and are able to stun the monster using teamwork. The beast regains its senses and then flees into the tunnels. Raphael wants to hunt it down, but Don tells them to leave the poor thing alone. The Turtles head back to their new lair, where Donatello installs a security alarm. Don's computer dings, letting him know that it has finished the calculations that he had programmed. Donatello examines the report and figures out exactly what the problem is - the ooze from Bishop's fake aliens is mutating creatures in the sewers at an alarming rate. Meanwhile, Bishop’s men have mobilized and are containing the problem in other areas of the sewer. Stockman’s team is the last one still out, and they capture the mutant cockroach man. Cut to a city sidewalk where we see the back of a cooing pigeon. A man sitting at an outside café tosses the bird some crumbs. The pigeon turns around, revealing its mutated form... and then engulfs the fellow with tentacles that it launches from its mouth! It's now painfully obvious that the problem has spread beyond the sewers...

While the Turtles are looking for more of Splinter's data-bits in cyberspace, the Cyber Shredder unleashes a powerful virus that wipes the Turtles memories and turns them into mindless drones of the Foot. April, Casey and Serling must then reach them in time before its too late by causing favorite memories of each Turtle to be remembered.

President Bishop and the Turtles battle the creature, but it's a tough fight. Our heroes are forced to flee and smash through auditorium doors where a conference is taking place. The monster follows right behind them! The Turtles help the diplomats flee while Bishop fires a laser at the beast. The alien creature uses its giant tongue to lash out at its opponents, but Leonardo is able to knock a chandelier on top of it, which electrocutes the monster and scares it off. No sooner does the creature disappear than a howl and low rumbling starts to shake the building. Cut to the outside of the Pan Galactic Alliance headquarters. Constable Biggles and the peacekeepers arrive to investigate just as the Turtles and Bishop come crashing outside, running for their lives. Right behind them is a gigantic version of the monster they had just been battling! Our heroes hop into Bishop's limousine and take off, the behemoth hot on their tail. Bishop's vehicle is damaged by the monster and crashes in Central Park, where the creature grabs Bishop and tunnels into the ground. The Turtles follow the trail and find themselves in a huge underground laboratory. There they find Bishop held prisoner! The Turtles ask what's going on and Bishop states that they should know what's happened to him in the past 100 years. With that, the PGA President tells the Turtles that the monsters are genetically mutated engines of destruction, forged from DNA of alien species… that he helped create! Bishop explains that 50 years ago, before he became president of the Pan Galactic Alliance, he helped Baxter Stockman create the monsters, which the bad doctor dubbed "organic Mousers". What’s more, they also created more than one type! Flashback as we find the old, anti-alien Bishop in this secret lab with Baxter Stockman. The two are creating an army of alien-monster-Mouser hybrids that will supposedly protect the Earth from aliens. But something goes wrong with one of Baxter's experiments and the lab is destroyed. Bishop and Stockman are cut off from one another as the facility begins to collapse. Bishop is rescued by one of his captive aliens! Stunned by this act of compassion, he decides to turn over a new leaf. Never knowing what happened to Stockman or his genetic monstrosities, Bishop forms the Pan-Galactic Alliance and decides to make peace with other life forms. Cut back to present as Bishop’s story ends and we find that Stockman has arrived along with three huge Mousers! Stockman explains that he has had to combine his DNA with alien DNA to create his current hybrid self. The mad doctor is seeking revenge against Bishop for abandoning him 50 years ago. As the Turtles stand in shock, Stockman presses a remote that chirps the monster Mousers into action. As the beasts attack the Turtles, Stockman plans to transfer his brain into Bishop’s body. Donatello quickly realizes that the Mousers are being controlled via sound waves and disables the attack by using his bō to create the right frequency to scare them off. Leo tries to reason with Baxter and get him to stop his attack on Bishop. Don's sound waves have weakened the old structure and the ceiling begins to collapse. Leo saves Bishop as Stockman is pinned under some debris. Our heroes attempt to escape as machines begin to explode around them and fires fill the room, but Bishop won’t leave Stockman behind and so he risks his life to save the mad scientist - just in the nick of time. Cut to the Pan Galactic Alliance headquarters later on. Bishop shows plans to recreate Stockman’s human body (now a simple procedure in this day and age, given their futuristic technology and genetic knowledge). Stockman is, naturally, suspicious, asking if Bishop intends to use this as a way to keep Baxter toiling away as a slave in a secret lab again. Bishop allays Baxter's fears by saying that the Department of Agriculture is interested in Baxter's organic mouser research and would like to talk to him. Surprised, Baxter decides to give this new world a chance and agrees, asking Bishop if there is currently a VICE President position. Raphael is confounded by their two enemies turning out to be good guys, and is once again exasperated by the future. Leo, however, feels this means there is a chance that ALL the monsters and villains could change. Although Mikey is upset that they'll stop doing their job for stopping the bad guys, because of their redemption, but Raph tells him that it won't be a problem.

Open at night with the Turtles camping out in the deep woods of Northampton, Massachusetts, still recovering from their injuries sustained in their final battle with the Shredder (episode #78). After building their campfire, the guys decide to head out to do some exploring. Leonardo lags behind brooding as Michelangelo, Donatello and Raphael investigate an old saw mill. Once inside, they decide to race to the roof. Back at Casey's farmhouse, we see Jones, April O'Neil and Master Splinter sitting on the porch swing. Casey asks the Sensei if it's time for his nightly meditation and Splinter catches on that Jones wants to spend some time alone with April and departs. Casey yawns and stretches, slipping an arm behind April. The two lean into each other and kiss as a shooting star falls from the sky. Upon reaching the roof of the mill, the Turtles (now joined by Leonardo) spot the shooting star. Only this isn’t a star at all, it’s some type of ship and its heading right for them! The ship crashes into the old mill, smashing it to pieces, as the Turtles dive into the nearby lake for safety. A large robot emerges from the water and the Turtles prepare themselves for trouble. Donatello intercedes and tries to talk peace, but the mechanical menace transforms its arm into a large energy cannon and attacks! After defeating the robot (Leonardo is particularly zealous in his assault), the Turtles find an unconscious alien woman inside. The ninjas carry her back to their camp. Cut to the farmhouse, where Casey speaks with Master Splinter in the attic. Jones wants to tell "someone" that he has feelings for her - but he's afraid that he'll mess things up, so he's seeking wisdom from the rodent Sensei. Splinter explains that he has no experience in these matters, but suggests breakfast in bed and many, many flowers. Casey is psyched to have the advice and rushes off. In the morning, the alien woman awakes and attacks. Once again the guys try to talk, and they're happy to discover that she has a universal translator, making speech possible. The group exchanges stories over breakfast. The alien, Jhanna, explains that she was elected to take over rule of her planet through the traditional elector process: mortal combat with the current ruler. However, the current ruler, Moriah, tried to kill Jhanna by ambushing her ship before the scheduled battle. Jhanna was forced to make an emergency landing on Earth. The Turtles offer to help the woman, but she states she must do this alone to preserve her honor. She sticks a signaling beacon into the ground and waits for her political adversary to arrive. Soon enough another blue-skinned alien female arrives... only she plans to cheat once again and has brought a group of four monsters with her to defeat Jhanna! A battle ensues and Jhanna is swallowed whole by the blob creature, and the rock monster threw a bomb inside. The Turtles decide to help Jhanna since Moriah is cheating. Leonardo and Donatello free her and the bomb explodes taking the blob creature with it. As the Turtles fight the creatures, Jhanna tries to take the attack to Moriah, but she is caught by the huge rock monster that tosses her into the woods. Jhanna lands roughly and hits her head on a rock, knocking her senseless. In the woods, the Turtles eventually defeat all but one of the monsters. The huge rock creature punches its fist into the foundation of the old mill, collapsing the wall onto Michelangelo, trapping him. As Leonardo and Raphael try to free their brother, the beast throws a grenade at them. Donatello leaps into the explosive's path and swings his bō like a baseball bat, knocking the grenade back at the monster. The canister is sent right into the creature ’s mouth where it explodes, blowing the baddie to bits - unfortunately they're very large bits, and they shower our heroes with rocks and boulders, knocking them unconscious. Jhanna is finally able to face Moriah in one-on-one combat. Jhanna eventually defeats the trickster Moriah in a close fight. The champion uses her staff to capture the former leader in a stasis bubble. Later that night, everyone is sleeping by the campfire. A brilliant light awakens Jhanna and a disembodied voice tells her it's time to come home. The alien warrior is pleased to assume her new role, but before leaving she cuts her braided ponytail and places it on Donatello's chest as a memento. With that, both alien women vanish. At sunrise, Donatello announces forlornly that Jhanna has departed. April and Casey arrive in the van to pick up the guys. Donatello lags behind as the others pile into the vehicle, carefully packing the gift he was given.

We begin this episode in Central Park where the Triceratons are firing upon the escaping prisoners while the Turtles battle the saurian soldiers. Casey finds a crate full of alien armament and hands out blasters to the crowd, who open fire on their enemies. The Triceratons are forced into retreat. The Turtles join Jones as April runs up to the group, informing them that the ship that's taking off over their heads contains the captured Donatello. The Turtles run off to rescue their brother while Casey and April continue the skirmish against the invaders. Inside the United Nations we see Triceraton Prime Leader Zanramon appear on the giant video screen. The alien head of state announces that the Earthlings have delayed too long in handing over the Fugitoid and thus a price will be paid. With that, we see Beijing light up red on the map as a gigantic alien craft appears above the capital city. The Triceraton ship begins firing massive lasers which cut a path around Beijing. A mechanical device drops from the monolithic craft into the center of the city. The apparatus activates beams of energy that encapsulate Beijing in a force field. The Triceraton Mother Ship then creates an anti-gravity tractor beam that rips the entire city from the ground! The craft then begins to tow Beijing into outer space! Zanramon reappears on the screen and declares that more pieces of the Earth will be lost if the aliens aren't given the Fugitoid. Back in Central Park, a Triceraton fighter ship locates Raph. The aliens open fire on the ninja, who gets caught in the blast and collapses to the ground. As the two pilots are about to pick the “unconscious” Raph off the ground, we discover that the crafty ninja was simply "playing possum" to lure the aliens out of their ship. Raph proceeds to whip the two Triceratons with help from Mike and Leo. Leonardo knocks out one of the pilots and the other is captured at laser point by Raphael. The Turtles take the remaining pilot captive and march him back inside the fighter ship. The Triceraton refuses to fly the craft, so Leonardo tells Michelangelo to grab the controls. Mikey enthusiastically takes the steering wheel and blasts off - unfortunately the terrapin doesn't know what he's doing, so after numerous near crashes, the Triceraton pilot becomes exasperated and takes the steering apparatus from the disappointed ninja. The alien then presses an “emergency” button while none of the Turtles are watching. Donatello is shackled and being lead to the Prime Leader on the Triceraton Homeworld. Zanramon violently demands that Donatello reveal the whereabouts of the Fugitoid, the scientific mutant tries to explain that the robot is not on the planet, but he doesn't believe him. The Turtles' appropriated spacecraft is surrounded by three other Triceraton fighters that have come up behind them to investigate. The other ships ask (via radio) why the Turtles' ship has its emergency beacon activated. Mikey grabs the communicator and tries to bluff the aliens (and does a very poor job of it, much to Raph and Leo's chagrin). The captive pilot pushes the gregarious Turtle aside and screams at his compatriots to destroy his rogue ship. With that, the other fighters peel off and take offensive action towards the Turtles' vessel. As the Turtles' ship is getting shot at, Mike grabs the steering column and evades the attackers while Raphael finds the gunnery controls and begins firing back at the aggressors. Raph successfully shoots down the attacking Triceraton fighters while Mikey learns how to effectively pilot the spaceship. At the United Nations headquarters we once again see Zanramon pop up on the video screen. This time the saurian dictator has Donatello in his grasp, "proving" that the Fugitoid is on Earth. The U.N. members suddenly become more confused because not only do they not know who the Fugitoid is, they have no idea who Donatello is. In a darkened corner of the room, we see the mysterious Agent Bishop reporting to his superiors regarding the loss of the Turtles. Outside, the Justice Force launch their assault on the Triceraton Mother Ship orbiting the planet. The battle goes well for the superhero team initially, but eventually the Triceratons break out their big guns and blast the heroes back to Earth. The Turtles' ship is flying towards the Triceraton Homeworld’s shield. The U.N. launches a full-scale nuclear attack. A barrage of nuclear missiles zooms up into the atmosphere, right behind the Turtles' spacecraft! Pushing forward, the Turtles hit the shield's edge just as the missiles do! The nuclear weapons fail to penetrate the shield and begin exploding against it - the attack was a complete failure and it seems as if the Earth has lost this war. Everyone at the U.N. is shocked by this outcome. In New York City, we see the Foot headquarters. Shredder is on a balcony watching the sky light up. Karai approaches and asks her sensei what they should do. Shredder replies that they will wait and see what opportunities arise. In space, Mike has gotten the Turtles through the shield. The Green Team is close to their objective, but they don't know how to get aboard the Triceraton Homeworld. Leonardo spots a freighter that's making a landing run into the mothership. Leo instructs Mike to fly in on its heels. Mikey pilots the craft expertly and stealthily lands the ship on the huge carrier, which carries the Turtles inside. The Turtles safely find access to a sewer system on the Homeworld. As they ponder their next move, a group of Triceraton guards close in and aim their weapons at our heroes.

Open with Stockman’s lab inside Bishop's Command Post. Agent Bishop enters and walks through the huge warehouse that's filled with containers holding countless numbers of different alien species. Bishop addresses Stockman and explains that his latest scheme will ensure that their work will gain unlimited funding. The purpose of Bishop’s force is to protect the planet from invasion, but since there currently isn't an invasion, they will create one! Bishop observes a nearby stasis chamber, holding Stockman's latest bioengineering creation — a ferocious life form that resembles a gray alien. Back in New York City, the Ninja Turtles dodge government security agents stationed around the rooftops in hopes of catching a glimpse of the President's speech. The Commander in Chief is in New York to discuss the future of space exploration. The President and his entourage arrive in limousines, but before the Commander in Chief can reach the podium, a huge flying saucer appears above the scene! Dozens of smaller space craft come out of cloaking to reveal themselves — it appears there's another full scale invasion taking place! The Turtles watch from rooftops while the "alien invasion" unfolds. The security men push the President back into his car and zoom off as pods are fired from the saucer. The pods are actually the creatures that Baxter created for this elaborate ruse. The "aliens" quickly surround the President's car. The Turtles decide to act and their plan is to take out as many aliens as possible. Cut to Long Island where we see a black military vehicle sitting near a pier. Its roof has a satellite. Bishop is inside with some men and they're using it as a command post to control the fake invasion. Thus far Bishop is pleased with how things are proceeding. The driver floors the gas pedal and escapes, with the aliens firing at the car with lasers. The President’s limo crashes into an alley. The Turtles jump down to help, but before they can pull the Commander in Chief to safety, a group of S-Grays closes in. With the President and his men knocked unconscious from the crash, the Turtles and aliens battle. Donatello notices that the aliens (S-Grays) are carrying Triceraton and Federation weapons, which doesn't add up. As they fight, the aliens begin to explode into goo! Bishop is shocked when he sees the Turtles intervening and ruining his plan. The Agent calls Baxter to find out what's wrong with the S-Grays and the scientist informs him that his directive was to create automatons that could fire weapons — not compete in mortal combat. Apparently their systems are unstable and cannot take the physical punishment and thus they explode. After the Turtles have disposed of the S-Grays attacking them, Don prepares to take a sample of the goo and finds a transmitter. Something definitely isn't right, but there isn’t time to figure it out as a group of military vehicles pull up to the alley to recover the President. The Turtles slip out of the alley just as the giant saucer fires a tractor beam that captures the President's limousine and begins lifting it skywards. The beam pulls the vehicle inside its hull and then flies away (but the other spacecraft remain stationary). Don grows ever more suspicious and pulls out some equipment and quickly discovers that all of the smaller saucers are holograms - only the mother ship is real! Using the transmitter Don found, the Turtles track the signal back to Bishop and his command vehicle. Raphael and Leonardo attack Bishop and his men while Don and Michelangelo knock out the satellite broadcasting the holographic saucer images. Unfortunately the satellite was also controlling the real spacecraft and now it's falling straight towards our heroes on a crash course! Bishop runs for cover and the Turtles dive into the water. The UFO crashes into the pier. Once the smoke clears, the Turtles break into the saucer and begin their search for the President. They enter a control room and find a group of frozen S-Grays. Don deduces that the creatures are in stasis now that they're no longer receiving orders from Bishop's satellite. On cue, Agent Bishop appears carrying a small transmitter. Bishop states that it's time for him to save the President so he can get his funding and then activates the device. The group of S-Grays spring to life and attack. As Leo and Mikey battle the aliens, Raph and Don chase Bishop. After a quick fight, the ninjas kick Bishop down a ventilation shaft. Cut to the President in a futuristic infirmary. As the Commander in Chief regains consciousness, two S-Grays hover over him with ill intent. The Turtles come running in to save the President - but he thinks they're just more aliens. Suddenly Bishop arrives with some of his troops. The agent tells the President that he's here to save him and the men open fire. The Turtles are forced to flee, leaving the President to fall for Bishop’s nefarious plan. Back at the Turtles' lair, the guys watch the President on television. It seems Bishop’s plan has worked perfectly despite the Turtles intervention. The President is now convinced the potential for invasion is very real and that the Turtles represent the alien threat! An artist's rendering of the "alien menace" is shown which depicts four fanged anthropomorphic turtles. The TMNT are astounded by this development. On the surface, a street cleaning truck is washing the goop from the fallen "aliens" into the city's sewers...

While Donatello focuses on collecting Splinter’s data bits, his brothers head out on an eastside rooftop run. Hearing an alarm, Leonardo, Raphael, and Michelangelo go to investigate. They quickly discover that the Purple Dragons are robbing a jewelry store. when they step in to stop the robberies, the Turtles learn, to their misfortune, that the gang and Hun are carrying new high tech weapons. When Hun uses his high tech gauntlets to punch a hole in the floor, the Turtles fall to the floor below. There they discover that the store houses a vault kept by the Foot Clan. Several Cyber Foot ninja are tied up inside the vault. The Purple Dragons were actually robbing the Foot Clan. The Turtles soon find themselves pulled into a war between the Foot and the Purple Dragons. But things get a lot worse when the Cyber Shredder finds a way out of the digital realm by taking over the powerful robotic body of his old crony, Baxter Stockman. With Splinter’s data bits just within his grasp, Don is forced to make a terrible choice, help his father or help save his brothers from the Shredder.

In the lair, Donatello is working at his lab screens while the rest of the Turtles sleep. He locates something on a map of cyberspace and excitedly runs to wake his brothers up. He explains that he traced the source of the transmission he had with Splinter. Raphael angrily asks why Splinter isn't talking, so Donny clarifies that this is only one fragment of Splinter, and that the data containing Splinter's essence is scattered all across cyberspace. He tells the rest of the Turtles that their mission is now to go into cyberspace and collect Splinter's data bits. Donny begins putting the finishing touches on the Cyber Portal, and immediately powers it up. The rest of the Turtles are hesitant, but Don is determined to head straight into cyberspace to help Master Splinter. He uploads his body into cyberspace, and the others follow. Serling comments on how there's finally peace and quiet, but he can't enjoy it. In cyberspace, Michelangelo comments on how cool everything looks, but Raphael disagrees, describing the place as creepy. Suddenly, an energy surge rapidly approaches the Turtles. Don pushes them all out of the way, telling them to stay close. As they walk, Don explains how everything around them is what makes up the Internet. Leonardo and Raphael look around in dismay, realizing how large cyberspace really is, but Don reassures them he has a solution. He showcases the Code Runner and Cyber Ripper. Now in their vehicles, the four Turtles decide to race. Don tells them to stop messing around and focus on finding Splinter's data bits. As they approach the data, a more dangerous energy surge blocks their path. Mikey skids to a stop, and in front of him, the surge reveals itself to be Cyber Shredder. The rest of the Turtles catch up, staring in awe and confusion. Don says that they're there for Splinter, not to fight, but Cyber Shredder ignores this comment, threatening the Turtles. Cyber Shredder then begins to explain how he came back once more, saying that long ago, he used a mixture of Earth and Utrom technology to upload a backup version of himself to a data vault. This version of himself was locked away up until Viral attempted to break into the vault, which activated its defenses, killing Viral and bringing Cyber Shredder to life. He threatens to destroy the Turtles, so the brothers activate their Cyber Weapons, initiating the battle. The Turtles attempt to fight, but it's clear that Cyber Shredder is much too powerful in the digital realm, so they attempt to flee into a kind of cyberspace transport. Before they can go, Cyber Shredder grabs Mikey's legs, causing Mikey's body to begin to fade away. Don closes the doors of the transport on Cyber Shredder's arms, releasing Mikey and allowing his code to go back to normal as they move to another part of cyberspace. When the doors of the transport open, it's revealed that Don brought them to some sort of accounting program, which is the safest place he could find in the spur of the moment. Raph asks why they're still in cyberspace, and Don retorts that Splinter's data bits are still here, so they can't leave yet. Mikey recalls how Cyber Shredder just almost dissolved his code altogether, so Leo says that they have to find some way to fight Cyber Shredder if they're going to stay in cyberspace. Don agrees, and activates the group's Cybernaut armor. Once returning to where they were before and making sure there is no sign of Cyber Shredder, the Turtles hop on their Cyber Vehicles and rush to collect the three Splinter data bits. Don tells the other three to watch his back while he creates a conduit to collect the data bits. Suddenly, all of the Turtles' Cybernaut armor detects Cyber Shredder's power surges approaching in all different directions. As the surges race forward, they merge to form Cyber Shredder, blasting the Turtles, and the data bits, backwards. Don charges after the data bits, while the other three Turtles attack Cyber Shredder to hold him off. Raph realizes they have to think like Cybernauts, and ends up landing a hit on Cyber Shredder, but gets knocked back. Mikey uses his Cybernaut armor to turn invisible, attacking as well. Leo kicks Cyber Shredder over, but his victory is short-lived when Cyber Shredder rises into the air and throws energy blasts at the Turtles. Don almost loses the data bits, but successfully absorbs them into his Cybernaut armor. Cyber Shredder knocks out Mikey, angering Raph, and he attempts to use his Cybernaut armor to teleport above Cyber Shredder and attack. He is unsuccessful, so Leo hops on his Code Runner and rescues him from Cyber Shredder's grasp. Don grabs Mikey, and the Turtles race into the Cyber Portal home, Cyber Shredder hot on their heels. After passing through the portal, they're launched into Serling, who is unhappy about being used to break their fall. Don begins to upload Splinter's data bits into his computer, and says that they are going to find every last one, even if Cyber Shredder tries to stop them. It then cuts back to Cyber Shredder in cyberspace, now knowing that the Turtles can come in and out of cyberspace.