|This Episodes Article is a B! This article is on its way to completion, but does need some minor changes.|
The demonic Lord Darkar kidnaps Bloom. The remaining Fairies, along with the Pixies and the Specialists, set out on a rescue mission. Sky is especially worried. However, in order to reach Lord Darkar's underground fortress, Brandon will have to ask for help from the high-strung Princess of Downland, Amentia.
After the events of the last episode, the Winx Club prepare to go back to the Under Realm for the last time and the pixies go with them. They prepare to board the ship but Tecna notices it is too big to fit in the caves.
Brandon, Sky and Aisha go ahead to get approval from the Princess while the others follow behind. While Brandon, Sky and Aisha get to see the Princess again, the others have to get out of a trap set by the witches.
- Darkar corrupts Bloom again, transforming her into her evil and sinister alter-ego, Dark Bloom.
- Bloom is shacked to a table and her mouth is gagged with a light purple muzzle.
- Flora transforms into her Charmix for the first time.
- Winx Club
- Liza Jacqueline as Bloom/Dark Bloom
- Christina Rodriguez as Stella
- Kerry Williams as Flora
- Vasthy Mompoint as Layla
- Dani Shaffel as Tecna
- Lisa Ortiz as Musa, Icy, Digit
- Dan Green as Sky
- Frank Frankson as Brandon
- Sebastian Arcelus as Timmy
- Michael Sinterniklaas as Riven
- Jason Griffith as Darkar
- Caren Manuel as Darcy
- Suzy Myers as Stormy
- Marc Thompson as Evil Professor Avalon
- In the 4Kids version the title of this episode is based off "Desperately Seeking Susan", a movie from the 1980's.
- Darcy had the same color scheme and sounded like Stormy, in one scene but this was noted as a "goof".
- Scenes from this episode, episode 27, 28, 29, 31, 33, 34, 35, 36, 37, 45, 46, 49, 51 and 52 were used for the final Winx special scene "The Shadow Phoenix".
- This is the first time Flora's Charmix transformation is shown.
- In a scene, Tecna's top is reverted to her civilian top in Season 1 and the first few episodes of Season 2.
- In one scene, Musa's hair is long, although it is not yet lengthened until Season 3.
- When Bloom is strapped down to the table, her socks appear and disappear throughout the scenes.
“Hey Brandon, have you kept in touch with your friend, Amentia?.”
“Friend, are you kidding? I never want to see her again.”
“Be nice buddy, we need her help.”
“Hey, how fast do you think we can destroy that ship?”
“In like a second, but that wouldn't be fun would it?”
“Right, let's make them suffer first.Be nice buddy, we need her help.”