[The episode opens with the injured Shredder still on the bed as the lightning rages.]
Stockfly: How are you feeling on this fine evening, Master Shredder?
Shredder: [labored breathing.] I want [Open his eyes.] my strength back, Stockman. Give me the rest of the mutagen.
Stockfly: As your doctor and chief caregiver, I refuse. This new mutagen formula is too unstable. The effects could be disastrous. You could mutate into a monster.
[Shredder chokes Stockfly by grabbing his neck.]
Shredder: [angrily] Do it.[pulls the fly close to him as Shredder gets up partially from his bed.] Or I will pluck off your limbs until you are nothing left but a buzzing head.
[Shredder lets him go and rest back to his bed.]
Stockfly: Oh, uh, [buzzes.] you're right, sir. [chuckles.] Mutagen it is. Who needs the slow, safe approach, anyway, right?
[With few buttons pressed on the console, the rest of the mutagen was administered in Shredder, clenching his fist as his entire left arm slowly sprout out blades.]
Shredder: It.. It's working. It's-
[Shredder yells in pain... Suddenly, his eyes turn green and he stands up from his bed and grab his twitching left wrist, as Stockfly watches in worry with his master.]
Stockfly:[worried] Master!
[As the mutagen kicks in, Shredder thrashes around wildly, knocking off the IV machine and takes his helmet as he screams in pain, lightning strikes as Stockfly backs away and watches in horror. Shredder mutates into something horrible. A demon. Rocksteady enters and is shocked by Shredder's mutation. A bladed foot stomps in the camera.]
Stockfly: I'll help you, sir.
[Shredder punches him away toward the window as Rocksteady watches. Now Super Shredder, he screams furiously with his new mutation. Super Shredder is a muscular mutant with blades all over him and a new mutated Kuro Kabuto.]
[Theme song.]
[In the dojo, Splinter meditates along with his sons and April.]
Splinter: Focus. Do not let your attention flitter away from you. All random thoughts are transitory, like dreams. Let them disappear. Bask in the emptiness of the void.
[As Splinter meditates, he sees a premonition of the Super Shredder violently attacking him. Splinter himself then falls into darkness... He gasps in revelation.]
Splinter: That is enough for today.
Donnie: Really, sensei? Cause we only meditated for, like, ten minutes.
Splinter: Yes. I am not feeling very well.
April: Are you okay, Master Splinter? You seem worried about something.
Splinter: My dream last night, it was very powerful. I fell into a vast pit, where I fought the Shredder. My memory is hazy, but I did not survive.
Leo: But it was nothing. Just a dream. Right, Sensei?
Splinter: Do not fret, my family. Dreams are often symbolic, not literal. I am not going anywhere.
[Tiger Claw burst in the room and saw what was happening. He looked at his mutated master with horror.]
Tiger Claw: Master Shredder! [to Stockfly, angrily] What have you done to him, you fool?
Super Shredder: This is what I desired. [Spouting claws from his hand.] With this new body, Splinter and his wretched Turtles won't...ARGH!
Stockfly: I told you, sir. The mutagen formula is unstable. I need to finish the dosage.
Super Shredder: No! [walks away from Stockman and Tiger Claw.] I am better. Better than I've EVER been.[He look over his shoulder at his minions.] Fetch Bradford. It is time to bait a rat.
[Razhar is watching one of his old shows.]
Rahzar:[happy] Oh, man. I remember recording this. One of the top five episodes of all time, according to the fan sites.
Stockfly: Master Shredder summons you, Bradford.
Rahzar: [now annoyed] Oh, right at the good part!
Chris: Stop, Ninja Commander! Chris Bradford is finally going to take down your cruel socialist empire. For truth, justice, and boatloads of cash money!
Ninja Commander: You're so high and mighty, Bradford! How about I chop you down with my buzz-saw blaster?
[Ninja Commander fires saws at Chris, which he dodges them]
Chris: I'm going to kick your communist butt so hard it'll fly up and land on your head like a giant butt beret. That's right. Action-kick! [kicks Ninja Commander] Hi-yah!
[Splinter comes over and blocks the television]
Mikey: Aw, Sensei! You're ruining our cartoon-a-thon!
Raph: We're missing the best part!
Splinter: No, the best part is when you get your lazy shells off the floor and do something! Too much television is a poison that ruins both body and mind!
Leo: We already cleaned our rooms and took out the trash. What do you-
[The lights suddenly go out.]
April: Oh, great. Now what?
Mikey: It's like the whole universe hates TV!
Raph: I bet it's Donnie messing with some kind of experiment. Come on.
[In Donnie's lab.]
Donnie: I didn't do it. I'm checking the grid now. There's a pretty big power outage over ten square blocks, all the way up to Shredder's old lair.
Leo: Karai!
Splinter: Go. See if she is all right.
April: Hai, Sensei. We're on it.
Raph: Meh, probably just a waste of time. Good-bye, "Bradford" marathon.
[In the Shredder's old lair, Shini comes to Karai.]
Karai: Shini. Any word on the power outage?
Shini: No, but it appears to be the entire neighborhood.
Karai: Suspicious. Double the guards. Send them out to cover both ends of the street.
Shini: Yes, Karai. But I'm sure it's cool. It's just a power outage.
[Red ninjas collapse as Tiger Claw and Rahzar arrive.]
Tiger Claw: Greetings, old friends.
Shini: Tiger Claw and Bradford?
Karai: Foolish move coming in here, freaks.
Rahzar: Oh, we thought this would be the perfect time for a family reunion.
[Shredder emerges from the shadows slowly walking toward his daughter. Karai, Shini and Foot Clan watch in horror by their enemy #1 Shredder as a mutant. His full appearance is that he has green veins glowing on his body. His black helmet has fused into his face and his mouth can be seen on each side.]
Karai: You... You've become everything you loathe. Everything you hate. A mutant!
Super Shredder: My daughter, please. I did this for you. To destroy our enemy, the monster who took your mother's life. Hamato Yoshi.
Karai: You're insane![Pointing her wakasashi blade at S. Shredder.] You are the monster! You lie to yourself so much, you come to believe an entire dream!
Super Shredder:[Triggered.] Silence! I was there! I saw what happened! The night he took your mother's life![Then looks down with sadness.] I saw it. I...
[Karai and Shinigami were unconvinced at S. Shredder's lies.]
Shini: Let's take this crazy akuma down.
[Tiger Claw and Rahzar are about to attack but Shredder raises his arm up.]
Super Shredder: No! They are mine.
Karai: Foot clan, attack!
[The ninjas attack but they get overpowered. Karai and Shini took charge to attack S. Shredder. They get thrown back.]
Shini: I'll destroy you, monster! For everything you have done to Karai!
[Shini disperses into bats, swarming around Super Shredder....reappearing to attack him. Shini lands a good hit with her kusarigama, directly at Super Shredder's exposed heart. But she is knocked out in the process. Karai pounces at Super Shredder in her serpent form, but he still gains the upper hand, slamming her to the ground three times. Super Shredder keeps a tight grip on Karai as she shifts into her human form.]
Super Shredder: I will let your friend go as a gesture of my love. But if you struggle, I will hunt her down and crush her into out. Understood?
[With Karai captured, she comes with them.]
Tiger Claw: [shoving Karai] Move it, girl.
[Shellraiser arrives and the turtles and April are completely shocked to see Shredder (now mutant)]
Mikey: [holding Donnie's bo, horrified] Holy Cheesy Balls! Is that some kind of Shredder clone monster?
Donnie: No, Mikey, I.. I think it's the Shredder himself. He must've mutated himself.
Raph: What do we do, Leo?
Leo: We ram him, obviously.
[They go for it but Shredder used his super strength and heaved the Shellraiser up.]
Super Shredder: Tell your Master I have my daughter back. If he desires to see her one last time, come to where I last defeated him.
[Super Shredder flips the ShellRaiser over. The team exit the vehicle and dive into the sewers, just before the Shellraiser is set ablaze by S Shredder.]
[Back in the Lair...]
Donnie: Are you okay, April?
Splinter: What happened?
April: Shredder, he used mutagen.
Mikey: He's turned into some kind of Super Shredder! He's got huge muscles and blades everywhere, like a buff cheese grater.
Donnie: He has her, Sensei.
Splinter: Miwa.
Leo: He said he wants to meet you in the last place that he beat you. The sewers.
Splinter: Then let us make haste.
[Super Shredder and his team enter the sewers, where they meet up with Fishface and Stockfly.]
Super Shredder: Xever. Stockman. Report.
Stockfly: All is in readiness, Master.
Super Shredder: Good. Keep an eye on them. Make sure they follow the plan.
Stockfly: [buzzes.] Of course, Master Shredder.
[The group began to search for Karai.]
Donnie: Up ahead. It's not far.
Splinter: Stay diligent. The Shredder is clearly baiting us into a trap.
Mikey: I get the feeling we're being watched.
[Up on the ceiling, Stockfly is eyeing them out. The group had arrived at the same place where Splinter fought Shredder during the Kraang invasion in season 2.]
April: No one's inside.
Splinter: Even so, be ready, ninja.
[As they enter the water basin, Splinter looks at the surroundings in shock. There are pictures of him and Saki, and moreover.]
Raph: What the heck is this?
Mikey: Okay, this is weird.
Leo: Psycho is more like it.
Super Shredder: Gaze upon these images, rat. First you take Tang Shen away from me, and then you steal my daughter!
[The bars closed on them. Mikey and Raph struggled to pull them out, but it won't budge.]
Splinter: Show yourself, Saki!
April: Oh, no. Everyone, look out!
[A blazing fire emerged. They jumped into the water and saw the photos burning in flames.]
Donnie: This way. Hurry!
[They climb up to the train station.]
Raph: Look. More freaky photos.
Donnie: This is the same station Karai held us captive. Remember? When she poisoned us.
[More flames begin to burn on the photos, this time, with Yoshi, and Miwa's eyes crossed out.]
Mikey: Oh, man, this is totally horror movie style right here. What's next, a photo of Splinter with his eyes X-ed out? Oh, snap. That's crazy, yo.
Super Shredder: You turned her against me. You brainwashed her! Karai is my daughter.
Splinter: How many lies can you tell yourself, Saki?
Karai: Aah! Just wait until I get free, Shredder.
[Flames begin to lead to where Karai is.]
Leo: Karai!
Splinter: Miwa!
Leo: Sensei!
[They start to follow Splinter.]
Donnie: Sensei, hold up. Splinter!
Raph: You guys hear something?
April: Oh, no.
[An incoming train started to come at them. They dodged at the very last second until MIkey was grabbed by Rahzar.]
Raph: Mikey!
[They begin to attack as Tiger Claw shoots lasers. Splinter heads to the same dome station and finds Karai.]
Karai: Father! [struggling.] It's a trap!
Splinter: I will not leave you!
Karai: Behind you!
[Splinter gets into a battle stance. In the darkness, Super Shredder slowly strode through the dark corridor while dragging his mutated claws on each side. Super Shredder emerges from the darkness as Splinter is horrified by what his rival has become.]
Splinter: Saki? What have you done?
Super Shredder: I have molded myself into perfection, rat man. Look upon me, and know fear.
Splinter: You must be proud. You are finally a monster, both inside and out.
[Splinter and S. Shredder circle around.]
Super Shredder: I want her to see you fall. Then, finally, your brainwashing will disappear, and she will remember that it was I who raised her, it was I who made her who she is.[Looking up to Karai.] I sacrificed EVERYTHING for her. Out of absolute love!
Karai: Father is right. Your transformation into a monster is complete!
[Upset, Super Shredder look down...then his blades come out, he attacks Splinter, who dodges it, tries to hit him, but due to his mutation, he can't, but then Splinter hits him, then mutant smacks rodent to the exit, Splinter pants as Shredder attacks him as we cut to the train, Rahzar overpowers April and Donnie and pins Mikey to the ground.]
Rahzar: I've always wanted to see a turtle without its shell.
Mikey: You wanna see me naked? Weirdo!
Donnie: Down, boy!
[Donnie knocked Rahzar off of Mikey.]
April: Sorry, no ticket!
[April slammed Rahzar down, knocking him off the train. Leo and Raph battle it out against Tiger Claw. Tiger Claw manages to knock Leo down to the side of the train, but Raph appears and knees T.C off the train.]
Raph: Stupid cat!
[Leo yelps. Raph approaches to help him up, but Tiger Claw recovers, snags Raph and throws him inside the train and presses him painfully. He holds Raph outside the track.]
Tiger Claw: Good riddance, brat.
Leo: Raph!
[Leo arrives and slices Tiger Claw's jetpack, causing a malfunction and sends T.C out of the train, getting hit by the oncoming one.]
Mikey: Dead end!
[They escape the train just as it crashes,]
Mikey: Leo!
Leo: Thanks, Raph. Come on! We gotta move!
[Back with Splinter, still fighting Super Shredder, he is almost exhausted.]
Splinter: You are deranged, Saki.[Dodging every attack S Shredder throws at him.] But I can help you. We can end this fight. [Then gets knocked out.]
Super Shredder: Now that I am your master, you'll do anything to stop this.
[Splinter tries to jump away, but Super Shredder grabs his tail and throws him off. Karai watches in horror that her father has been beaten up, she closes her eyes. Splinter falls.]
Super Shredder: It is time my revenge comes to fruition.
[Super Shredder is about to crush him with his sprouted claws, but Splinter throws the smoke bomb, leading him to escape.]
Super Shredder:[He coughed at the smoke bomb and growls angrily that Splinter escape.] Coward! Face me!
[Karai transforms her legs into a snake tail and frees herself.]
Karai: I'm on my way.
[Turtles and April come to her.]
Leo: Karai!
Karai: Guys, the Shredder, he's just too powerful. Splinter couldn't even fight him.
Donnie: We saw what Shredder's become. What if we can't stop him? It's gonna be, like, weeks before my latest batch of retro-mutagen is ready.
April: I can sense him, somewhere, deep underground. I think I can track him.
Raph: Great. Then let's head down and kick some bladed freak butt.
[Lights go out, making them look up.]
Mikey: Well, that's not terrifying or anything.
[Elite bots arrive]
Donnie: Um, Leo, you have a plan?
[Super Shredder bursts through a door to the Undercity, the same place where Splinter fought the Rat King.]
Super Shredder: Splinter! Splinter, I know you're here. It's not just muscle and blades the mutagen gave me. I can hear you. I can smell you.
Splinter: Can you smell a rock?
[He gets hit by a rock and Shredder growls. He started to leap to another platform.]
Super Shredder: Come out! Face me like a man. So you do not fear me. You were leading me into your own kind of trap. Fight me!
[Splinter began to attack.]
Splinter: A pity. Miwa is not here to see... how evil you truly have become.
[Shredder growls. In the dome. The turtles continue fighting the elite bots.]
Donnie: These guys are tough.
Mikey: Back off of me, chrome domes!
[Mikey climbs up to the ledge as April cuts the bots with her tessan.]
April: I've got a fix on Splinter. He's in the Undercity.
Donnie: That's where he fought the Rat King. Come on, I know a shortcut.
[Splinter is thrown down in many directions.]
Super Shredder: Now, finally, my nightmares of your proud, leering, loathsome face will finally end!
Splinter: Finish me, yes. But Miwa will live on. My daughter. Mine.
[Super Shredder's hand starts to shake violently. Then it distorts, weakening Super Shredder. He loses grip on Splinter, (as he diverts) as he screams in anguish.]
Super Shredder: What? What is happening to me?
Splinter: Saki. The mutagen. It is unstable. Out of control.
Super Shredder: Be silent, rat!
Mikey: Super Shredder's kicking Sensei's tail in.
Leo: Come on!
Karai: Father!
Splinter: You must listen, Saki.
Super Shredder: I need nothing from you!
April: Oh, no.
[Footbots come as turtles, April and Karai fight them off! Super Shredder crushes Splinter's leg as Splinter yells in pain.]
Super Shredder: You will die. And then all of your loved ones.
[Splinter gazes his look on his family, then grabs kunai and throws it to the bombs, which explode as two mutant men fall. Cut to Donnie and Mikey watching in horror at Splinter's fall.]
Donnie:[horrified] SENSEI!
[Super Shredder tries to escape to safety, so he can chase after turtles, April and Karai, but Splinter grabs him right before they fall to the abyss.]
Splinter: Saki, we die together!
[Both mutants fall to the abyss, disappear to the clouds, presumably to their deaths! The Hamato family are horrified by Splinter's sacrifice.]
Karai: Father!
Leo: No!
[Footbots shoot arrows at them!]
Raph: Everybody move!
[They close the doors.]
Leo: He has to be alive, right?
Donnie:[sadly] That drop is at least 1,000 feet down. Even he couldn't survive a fall like that.
Karai: We have to keep going. For Splinter.
[The doors explode open as the Footbots and Bebop and Rocksteady surround our heroes.]
Mikey: Oh, sewer apples.
[Rocksteady snorts as the episode ends.]