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Great episode. The tension between Shredder, Karai, and Leonardo just left me guessing and I was shocked that Karai attacked the Turtles after believing she would get some weapons at that port and sneak back to the Turtles. This marks the second battle with Shredder against the Turtles, and at least the Turtles had better defense allowing him to retreat while also taking down the Krang ship. In a way, both the Foot and the Turtles had a moral victory since Shredder is destined to bring the Kraang to their side. I like the controls on the Shellraiser and felt that the explanation by Don telling Mike that all that he needs to understand was to launch the explosive and strike the enemies. It also presents the element of sacrifice by showing that while someone may seem friendly to you, the reality is that the big baddie is in charge and that you need to duel against them while giving up your wannabe partner.
Overall: 9/10
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