The Turtles discover that the pod chamber is a Techno-Organic room - made of living material!
Stockman attacks the Shredder, leaping onto his chest and activating deadly energy rays that engulf the pair.
The Turtles wonder if they've finally defeated their enemy, but the suit begins to open up - revealing the Utrom inside! Don has been busy at the controls of the Transmat and calls to his family that it's time to go! Part of these episodes comes from Teenage Mutant Ninja Turtles #7 of the original comic series.
Leonardo saves an Utrom from an attacking Elite Guard and tosses the alien to Donatello for safe keeping.
The Turtles radio April and Casey and inform them that the building must be evacuated - it's going to disintegrate in six minutes! The Foot attack, and the Guardians prepare to defend their masters, but Leonardo tells them to stay put and let the Turtles handle this.
As the alien emerges, we see that it's the very same criminal that caused the Utrom's ship to crash on Earth all those centuries ago. The brainy ninja states that he's programmed a better escape route this time, and the TMNT and their master jump onto the Transmat's platform.
April O'Neil dresses up in a yellow jumpsuit and poses as a TV reporter for Channel Six, and Krang (2003 TV series), makes a cameo as an Utrom complaining about how he hates walking on his tentacles. Captured in vibrant neon hues and lace for after dark styles, the shoot stars models Josephine Skriver, Taylor Hill, Behati Prinsloo and Romee Strijd. Michelangelo and Raphael are attacked by the Stockman spider 'bot - which packs quite a punch! Our heroes begin to pound on the living walls with a specific rhythm that gives the room indigestion - causing it to hurl the Turtles through the ceiling and to safety. The Utroms put up a brief fight, but they're no match for the evil Foot Clan and they're quickly rounded up and forced onto the platform of the teleportation machine. April informs the commander that she's been informed that a terrorist organization has threatened to blow up the building and it must be vacated immediately. The National Guard General looks at April and asks how much time he has to evacuate his men. Mortu invites Fugitoid to return to the Utrom homeworld, and the scientist is overjoyed at the opportunity to live among a technologically advanced and peaceful civilization where his work can be utilized for good.


Shredder attacks, but the combined efforts of the TMNT and Splinter knock the villain back. The Shredder Utrom remembers that the building is about to implode and rushes towards the Transmat in effort to escape. The Shredder gets angry when he sees Stockman fighting and orders him to implement phase four of their plan - Stockman refuses and continues firing at the Turtles, until Shredder activates Stockman's safeguard system which electrocutes the evil brainiac. Hun asks for permission to attack, but Shredder growls that the Turtles are his and orders Hun and the Elite to fetch Stockman, as he can still be useful.
The alien leaps into the air as the Transmat beam begins to teleport the Turtles away - with only seconds to go! In a matter of seconds, the entire building has disappeared, leaving behind broken water pipes and a giant crater! In a virtual reality, we witnessed as the Utroms transported their most dangerous criminal back to their home world to stand trial, only to crash land here on Earth, several hundred years. O'Neil hands Casey a video camera so he can pose as her cameraman in order for the pair to gain entry into the Utrom HQ. However, before they flee, a small electronic device slips from the Shredder's lifeless fingers.
Inside, the Utroms begin using the Transmat to teleport themselves home and escape the impending implosion. On their way out, one grunt gets a shadowy glimpse of a gigantic, reptilian figure making its way deeper into the building. Mortu gives Master Splinter a gift - a crystalline ball that the Sensei can use to activate the Utrom's collective memory of their time on Earth, memories that include Splinter's master Hamato Yoshi. Hun and the Elite run off in search for the Stockman robot while Shredder renews hi attack on the Turtles.
Leo tries to free his brother, but the Utrom Shredder snaps at him with vicious, pointy teeth. April and Casey worry about their friends, just as a beam of energy comes down from space and the Turtles and Splinter fall from the sky, landing heavily on top of the Battle Shell. Captured in vacation destinations like Hawaii and Tulum, Mexico, the images starred Josephine Skriver, Taylor Hill and Sara Sampaio.
Mortu and the other Utroms rush out to stop Stockman while the Turtles prepare to battle the Shredder and his crew.
The sensei focuses for a moment and sees his master training, the two bow to one another and Splinter returns to the present, shedding a grateful tear.


Donatello now has the opportunity to activate the Transmat, and its beam engulfs the Council, Mortu and the remaining Guardians. The evil warlord has other plans and uses a nearby control panel to explode pods and call a portal to the room, which he and his cronies use to escape.
The thoughtful ninja sneaks behind the Transmat and asks the Fugitoid if he's programmed to emulate any sound - fortunately the 'bot can do this, so Don tells him to impersonate the Shredder to order Stockman away from the machine. Mortu climbs onto the Transmat and Donatello begins punching in the coordinates on the control panel - but just when Don is about to send his friends home, some throwing stars fly through the air and smash into the board, sending sparks flying.
The Shredder's control over Stockman is voice activated, so when Fugitoid uses the Shredder's voice, the scientist is compelled to listen.
Spidery, red lines of energy begin emanating from it and creeping all over the floor and walls. Shredder is livid and states that the TMNT have only been a thorn in his side until now, but since they've destroyed his millennium old plan for revenge, he will now kill them! Don rushes to try to stop it, but Mortu yells to him not to touch it, as it's a techno-organic device that contains a virus that could kill him. Shredhead attacks and dishes out some punishment to our heroes, but Donatello comes up with yet another plan. The bomb has already infected the Utrom headquarters and Mortu explains that the device will cause the entire building to implode when it goes off! He tells his allies to pierce Shredder's armor, and everyone focuses their efforts on that task.
The Fugitoid then tells Stockman to override all voice-controlled protocol, freeing Baxter from Shredder’s control. Shredder is left standing with numerous weapons stuck into his armor which sparks with escaping energy.
The villain initially shrugs off this strategy as a pointless endeavor, but Donatello tells his nemesis not to be so sure. Don then he takes to wires from inside the Transmat and uses them to create a powerful arc of electrical energy that leaps onto the Shredder's armor and electrocutes him!




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