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-First appearance of Dr. Baxter Stockman, who has been restored to his original comic design, he is once more black, and is more composed and self-confident, and also borders on delusions of his own importance.
-First appearance of April O'Neil, also restored to her original comic roots, no longer a reporter for Channel 6 as depicted in the original cartoon, but a well-meaning scientist working with Baxter.
Villains: Oroku Saki, Baxter Stockman, and Mousers
Prologue Narrator: Donatello
When the repaired mouser runs past Leo and Raph Raph is lying on the ground facing the door to the lair but when he jumps up he's facing the other way.
When Raphael says "Great, just great," his mouth doesn't move.
Raphael: Look, I'll go through you if I have to.
Leonardo: I'd like to see you try, hothead!
Raphael: Careful what you wish for, Splinter Jr!
Raphael: (about a Mouser getting away) So, you're just gonna let the Mouser roam free?
Leonardo: Master Splinter is so going to kill us. Well, you coming or what?
Raphael: If you insist.
Donatello: Turtle Cave? That is so lame.
Michelangelo: What would you call our new digs? The Shellter?
Donatello: Uh, how about the Sewer of Solitude?
Michelangelo: Turpin Station?
Donatello: The School For Gifted Reptiles?
Michelangelo: The Hall of Ninjustice!
Splinter: We will call this place, Home.
Michelangelo: Hmm, catchy.
Stockman: You can run, Ms. O'Neil, but you cannot hide from my Mousers.
April: (pointing a fire extinguisher to a mob of steel-eating mousers) Keep back! I know how to use this. (Mousers are moving closer. April fired the fire extinguisher but it's already out of carbon dioxide, so she whacks a Mouser with it.) Ha!
Donatello: Great job, guys. Let's just make sure to leave someone intact. (Raphael gives a blow to the last mouser and stomps it.) So much for tracking for their source.
(The Turtles jump into a pit of sewer water.)
Donatello: Guys, you OK?
Raphael: (after vomiting sewer water) Peachy.
April: Rat problem, my eye. What are you really up to, Stockman?
Stockman: Now, now, Ms. O'Neil, that would be telling. Suffice it to say my army of Mousers will make me a very rich and powerful man. (robotic arm reaches to a window)
April: But, aren't you already a very rich and powerful man?
Stockman: Ah, Ms. O'Neil, so brilliant, yet so naive. I will truly miss working with you.
April: What?! You mean I'm fired?!
Stockman: In a manner of speaking. (hits a button on a remote and the robotic arm grabs April which throws her to the Mousers) I'm afraid I can't let you live, Ms. O' Neil. You've seen far too much already and well, let's just say I have trust issues.
Stockman: The Mousers will be ready when I decide they're ready. My first field test was...
Saki: Was a complete failure. I do not tolerate failure.
Stockman: Which is why you would make a lousy scientist. The test was supposed to expose any possible design blowouts. As a result, I already upgraded the Mousers for greater irrability. (April was shown eavesdropping on Stockman) And I assure you they will perform flawlessly for the next phase of the plan.
Saki: They had better, Dr. Stockman. For your faith.
Splinter: We will resume your training in the morning.
Michelangelo: (imitating Splinter) We will resume your training in the morning.
Splinter: I heard that.
Raphael: I'd like to bust a few heads.
(with April in his arms)
Michelangelo: Hey, so... can I keep her?
Michelangelo: I'd sure hate to be a rat in this town, huh? Oh, sorry, Sensei.
Leonardo: Guys! The only way to stop them is to slice their heads off!
Michaelangelo: Well, aint that great news, for the turtles with the BLADES!
Donatello: (while thrashing the mousers) These mousers are incredible! The servo mechanics, the circuitry, the articulation...!
Raphael: Geez, Donny, why don't you just marry one already!
This two-part episode is based loosely on the second issue of the original TMNT comic book.
This episode can be seen on GBA Video TMNT Volume 1.
Michelangelo: Next time, let's leave the wall-crawling to the dude in the blue and red tights.
Michelangelo is making a reference the the Marvel Comics superhero Spider-man, a man with spider-like abilities, such as wall-crawling.
Michelangelo: I need more power, captain!
Michelangelo's dialogue, especially with his emphasis on the Scottish accent, is a reference to Scotty from the Star Trek television series.
When Michelangelo and Donatello are thinking up names for their new home, they reference several superhero hideouts.
The "Turtle Cave" is a reference to Batman's Bat-Cave, "Sewer of Solitude" is Superman's Fortress of Solitude, and "School for Gifted Reptiles" is the X-Men's "School for Gifted Youngsters". The "Hall of Ninjustice" is a reference to the Justice League's "Hall of Justice."
The canister that mutated the turtles from the second movie is TGRI and the canister from this series is TCRI
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