Krang and friends continue towards Earth. Krang tells Slash that the Turtles are responsible for the destruction of his home planet, which pisses him off, of course. They make a stop over on a planet that turns out to be where Rocksteady and Bebop are.
Meanwhile, back on Earth, the Turtles track down the Shredder and discover his hidden lair. Battls with Shredder. But then Krang and his cohorts arrive. Bit battle. While battle rages, Krang, Belly-Bomb, and Shredder sneak off. Belly performs some surgery, basically replacing Shredder's head with Krang...?