Friendship is the true magic!
A new professor has come to the Alfea School for Fairies, and the school is in an uproar. Professor Avalon is tall, handsome and can fly with shimmering, angelic wings. Even Bloom can't take her eyes off of him, much to Sky's disappointment. But is this new professor everything he seems, or is something amiss?
An old man standing atop a tall pillar, warns mankind to be weary of a man with glowing wings who will bring destruction when the three planets align.
At night, Bloom is fast asleep and dreams about her parents and Daphne. Her family crest is in view as a gentle melody is heard in the background. Bloom wakes up, gasping for air and after calming herself down she lays back down and cry happy tears to be able to see her birth parents.
The next morning is a rainy day and while Stella complains about Alfea lacking the right amount of food that is given to the students, Tecna is reading a book about observing planets and using them for predictions. Avalon then conjures flowers for each one of the students in the dining hall. He then walks in and greets everyone, Bloom thanks him and he reveals to her that she had dreamed about something "that touched her heart". Bloom tells him that it was about her parents and asks for his help to discover more about them. He agrees to help and tells her to meet him in his office after class.
Stella holding the flower with a wistful gaze, saying that "it's the best day ever" and Musa feels she will be able to listen to him without any trouble. Tecna interjects and reminds Stella that she mentioned Avalon had wings before. Digit also questions where the wings had gone. Tecna becomes highly suspicious of Avalon.
In the gardens of Alfea, Aisha and Tecna are helping Faragonda carry some books when Faragonda greets Avalon who was looking at the garden. He tells Faragonda of the missing tulips and rose with exact numbers. Faragonda compliments his cognitive acuity. Tecna however, is glaring at Avalon with great intensity.
In Avalon's class, the flowers that were missing from the gardens were actually made into a bouquet for Avalon by the students as a thank you for the flowers early this morning. Tecna becomes suspicious of Avalon even more due to the multitude of flowers at Alfea and yet he was able to figure out exactly how many were missing. Avalon begins his lesson and instills wisdom to the fairies that truth cannot always be found in words but a discovery in its own right.
After the lesson, Tecna is in her room researching about Avalon's missing wings. Digit brings up a book: Guide to the Anthropomorphic Winged Monster, that keeps appearing everywhere. She locates the book at the Alfea library, and the two head down there. When Tecna reads a book containing the prophecy from the beginning, she concludes that Avalon is the one referred to and fears for their safety. The two try to locate him with some contradicting witnesses - Digit says that Avalon just step into the gardens while Tecna says Avalon is in his office. Tecna gasps seeing Avalon walk right in front of her, smiles and then walks past her. Digit on the other follows Avalon in the gardens, who is seemingly appearing almost everywhere.
Tecna and Digit rushes to Avalon's office, fearing for Bloom's safety, and warns Lockette as well and who joins them. Standing in front of Avalon's door, Tecna peeks through the keyhole and sees Avalon helping Bloom with her lineage. Avalon uses a crystal and it reveals Bloom's family tree - including Daphne and her birth parents' names: Marion and Oritel and their coat of arms. It seems that all is clear but Tecna still has some suspicions against Avalon.
Tecna tells the girls what she had discovered about Avalon but the others do not seem to believe it. Flora is more worried about their invocation class when Palladium walks down the stairs and greets them. They are stunned to see him because he looks so different, as it is the result of one his many teacher transformations. He will also be teaching their invocation class. It is learned through Bloom's whispers to Musa that previously, Palladium's class lacked order and the students just played, paying no attention to Palladium's lessons, excluding Flora. Palladium goes over technical charms and the class is moved to the auditorium where he now magically demonstrates it. He asks for volunteers to try it. Stella volunteers first but takes it back after Palladium warns her that any miss pronunciation will expel all the air in the auditorium. She therefore, volunteers Amaryl who reluctantly gets up and by following Palladium's instructions is able to conjure up the plasma sphere. Amaryl launches the sphere at Stella but Palladium prevents it. He sternly warns Amaryl that if she repeats this she will be expelled.
In the library, the Winx and the Pixies minus Bloom, discuss about Avalon's history. Livy comes in and provides them with information that Griffin is an expert on astrology and prophecies, and to consult her about this prophecy. Tecna decides to go, with Livy, Digit and Zing. Timmy gives them a ride to Cloud Tower.
The others attend Avalon's class and who decides to have the girls perform an exercise with two swords. Bloom volunteers which startles the others, prompting Stella to grab Bloom's hand. Bloom tells Stella to let go and she does while trying to look normal. And Musa says that if Avalon does anything suspicious they all will tackle him.
At Cloud Tower, Tecna consults Griffin about the planets Orax, Falet and Rot, that were discussed in the prophecy. Griffin mentions that their convergence always bring bad luck, unfortunately, she cannot tell when they will align until it is dark. Digit hopes it will not be too late.
Bloom and Selene tests the two swords durability but pitying the two together. Bloom's sword is cut in half by Selene's. Avalon then explains to them that appearance does not attribute to strength, the dull sword is the stronger one as it shows its marks of battles that it withstood due to a special alloy that was used to create it. He advises them that in order to find the real truth one must look deeper and that trusting appearances will lead them nowhere. Flora wonders if there are clues to Avalon that might reveal who he really is.
Bloom is now in Avalon's office once more, this time, laying down on a long chair with orbs floating around her to discover more about her past. Tecna had just returned to Alfea. In a trance, Bloom hears her mother's lullaby and gently cups the medallion that bares her family members' names. She thanks Avalon for his help.
Nighttime approaches and Digit, Livy and Zing are still with Griffin. Griffin is finally able to see the three planets align and tells the Pixies that their alignment will bring a curse to the Alfea fairies tonight at eleven fifty-nine, giving them only ten minutes left. Digit is now certain that Avalon is the Creature of Destruction. The three pixies rush to Alfea and warns the Winx.
At Alfea, Musa, Tecna, Stella, Flora and Aisha plan to sabotage Avalon's attempts to bring doom. The five girls run to Avalon's room and Tecna breaks the knob. They enter and turn on the lights. Avalon is not present but has just finished taking a shower. He clothes himself in his pajamas and steps out of the bathroom, surprised to find the Winx in his room. They transform and ready to attack him. The three planets align. Avalon spreads his wings as the girls try to attack him, he flies and they chase after him. He stops at the dining hall, retracting his wings and the Winx are able to corner him. Avalon calls them "meddlesome fairies" and appears to be angry when Stella sarcastically apologizes for ruining his plans. Tecna, not noticing his wings are gone, attacks Avalon with her plasma sphere. She ends up burning everyone and shattering the windows.
The next morning, the girls minus Bloom get a stern talking to in Faragonda's office regarding their attack on Avalon the previous night. Since nothing happened despite Avalon fulfilling every requirement of the prophecy, Tecna demands an answer from her professors and they give it to her. Avalon explains that he uses his wings when needed, such as, when being chased. He also knew how many flowers were missing because of a spell that he was practicing, stating that he will teach it to them. And lastly, for the clones, it was due to Wizgiz's gadget that made multiple holographic projections of a chosen subject. Faragonda tells Tecna that she has forgotten to check the validity of the resource she based her assumption on, as it is actually a novel written by a famous comedian. The girls apologizes to Avalon and he punishes them by giving them an exam.
Bloom on the other hand, is somewhere in the forest looking lovingly at her medallion.
- Professor Palladium returns with a brand new look.
- The names of Bloom's birth parents are revealed.
- Marion (speaking role)
- Serius Facetus
- Creature of Destruction
- Koria (mentioned only)
- Anthropomorphic Winged Monsters
- Winx Club
- Cloud Tower Staff
- Alfea Staff
- Alfea Students
- Domino's Royal Family
- Claryel (mentioned in Avalon's lesson)
- Serius Facetus
- Creature of Destruction
- Plasma Sphere - Used by three people - Amaryl, Palladium, and Tecna. Palladium used it to demonstrate it to his class. Amaryl used it to attack Stella but failed because Palladium prevented it. Tecna used it against Avalon.
- Scenes from this episode, episodes 27, 28, 29, 31, 33, 34, 36, 37, 45, 46, 49, 50, 51 and 52 were used for the final Winx special "The Shadow Phoenix".
- After the Serius Facetus speaks the prophecy, three planets are shown. Two of the planets' appearances is like the planets Jupiter and Neptune in the solar system where planet Earth resides. However, the planets shown are the same size in comparison to the actual planets of which Jupiter is much larger than Neptune.
- In the Cinélume dub, during the transformation, one of Flora's scenes repeated a couple of times.
- When Bloom was laying down on the chair, she was not wearing her medallion, after the spell and she got up, she is wearing it.
- After confirming that Avalon is the Creature of Destruction, Digit is talking but Livy's voice is spoken instead.
- Right after the transformation, Musa's fabric on her Winx outfit went missing.
- After Bloom was done with her session all the other girls were up when Bloom was sleeping but in this scene Bloom has short Brown hair, different eyes, is Holding Piff but is in her pajamas.
“They never give us enough food around here!! My breakfast is gone but I'm still hungry!!”
“I won't have any trouble listening to him lecture all year!”
“Sometimes trust is all you have to carry forward but to really know the truth is an entirely experience, not to be taken for granted.”
“Hurry, Tecna, read it! My eyes are tired. I've been in a computer way too long!”
“Maybe not, but let's keep an eye on him, I still don't trust him!”
“Amaryl! Do that again and I'll have you expelled! That's clear, I hope.”
“Orax, Falet and Rot? They're an ancient planetary system, their convergence always brings bad luck.”
“Never trust appearances, look more deeply through other clues for the real truth.”
“You meddlesome fairies!”
“You weren't listening to Avalon's lecture, just because something's well-known doesn't make it the truth!”