The Turtles and Splinter activate the internal fail safe of the oracle pod chamber only to find the TCRI building besieged by multiple enemies. The National Guard stands outside the building trying to get in while the Shredder leads an attack with the Foot at the heart of the Utrom's base. The Turtles and Splinter help the Utroms evacuate and escape the Shredder's wrath, and they soon learn of the Shredder's true form.