In the second season, Ch'rell seeks to exact revenge on his species. He infiltrates the TCRI facility, where the Utroms' base is located, and encounter the Turtles and Master Splinter. Despite their efforts, an unconscious Shredder slips out a time bomb, set to detonate in ten minutes. The Turtles help the Utroms escape using the Transmat, a teleportation device, which Donatello activates. After the Utroms teleport back to their homeworld, the Shredder awakens and attacks the Turtles. In the ensuing fight, the Turtles use their weapons to penetrate his armor, which is then shocked by Donatello, disabling it. Afterwards, the Shredder reveals his Utrom form to the Turtles, intent on taking down his enemies with him. However, at the last few seconds, Donatello manages to power up the Transmat, through which he, his brothers and Splinter escape before the TCRI building implodes with Ch'rell inside of it.