|This Episodes Article is a B! This article is on its way to completion, but does need some minor changes.|
Valtor and the Trix take over Cloud Tower, ordering all of its students to attack Alfea. The fairies of Alfea must band together to save their school. Meanwhile, Miss Faragonda comes face to face in a battle with Valtor.
Valtor and the Trix become unsatisfied with Andros as all the magic spells are taken, and Andros in near total destruction. They decide to go and take over Cloud Tower. Disguising himself as a deer, and the Trix as wolves, they are let into Cloud Tower, and Valtor takes over by bewitching the girls and locking up Griffin. Under Valtor's power, he unleashes the attack on Alfea.
At Alfea, Ms. Faragonda suspects there is something wrong with the weather, and the other teachers suspect it too. The Witches start attacking Alfea, but with the barrier, they cannot attack the fairies. The barrier breaks due to the impact, Valtor challenges Ms. Faragonda and they fight in the forest. While the witches are attacking, all the Winx girls transform and, along with the other Alfea girls, attack the witches. Stella shows Aisha where Ms. Faragonda is fighting Valtor. Aisha goes to help but Stella says that they're needed at Alfea and that Faragonda can handle herself. They're pushed back by an explosion and they wonder what happened. The Trix show up and says that he finished her off. Griselda rallies the girls to keep fighting while Palladium takes some of the Alfea students and creates a new barrier around the school. The Trix manage to get inside the barrier and find the Hall of Enchantments to get the spells.
Princess Galatea finds the Trix first. The Trix make her show them the Hall of Enchantments. She sends sound waves, which catches the attention of Bloom and Musa. Musa confirms that the sound waves were from Galatea, and that they are a way of communication they use on Melody and that she was in danger.
As the Trix examine the books, a couple of books fall on them. Galatea tries to get away but Icy freezes her and breaks her wings with a snap of her fingers. The Winx comes in, and fight off the Trix. Musa helps Galatea, who is still in shock over losing her wings, get away. Darcy sets the library on fire and the Trix leave. Flora tries to put the fire out with leaves but they burn up. Bloom tries to use reverse magic and make the fire come to her, but the magic is too strong for her.The Winx gets out but Galatea runs into the fire. She tries to collect the spell books because she doesn't want her wings to be lost for nothing. Musa runs in after her to save her before it was too late. She tries to get out but the heat is too much for her. Galatea tells her to leave her and get out but Musa refuses. She receives her Enchantix and figures out that she can now stop the fire. With her Fairy Dust, she was able to stop the fire and get Galatea's wings back.
- Valtor and the Trix invade Alfea.
- Icy destroys Galatea's wings.
- Musa earns her Enchantix by saving, and refusing to leave Galatea behind, from a fire started by Darcy.
- Musa uses her newly acquired fairy dust to restore Galatea's wings.
- Glitter Dust - Used by Flora against the Witches.
- "Magic flow go spread and glow, send darkness back repel attack, evil detect and Fairies protect" - Used by the Alfea fairies and Palladium to make a protective shield.
- Sound Sphere - Used by Galatea against the Trix.
- Glitterize - Used by Flora to stop the storm created by Stormy.
- Power Shield - Used by Tecna to defend herself.
- Fairy Dust - Used by Musa to put out the fire and restore Galatea's wings.
- Sound Waves - Used by Musa against the Witches.
- Magic Shield - Used by Bloom to defend herself.
- Dragon Fire - Used by Bloom against Icy and Stormy.
- Liza Jacqueline as Bloom
- Christina Rodriguez as Stella
- Kerry Williams as Flora
- Michael Sinterniklaas as Riven
- Lisa Ortiz as Musa, Icy, Digit
- Vashty Mompoint as Layla
- Sean Schemmel as Valtor
- Caren Manuel as Darcy
- Suzy Myers as Stormy
- Rachael Lillis as Faragonda
- Rebecca Soler as Tecna
- Bella Hudson as Galatea
- Helena Evangeliou as Bloom
- Jennifer Seguin as Stella
- Holly Gauthier-Frankel as Flora
- Anik Mattern as Musa
- Jodie Resther as Tecna
- Lucinda Davis as Aisha
- Sarah Camacho as Roxy
- Danny Brochu as Sky
- Mark Hauser as Brandon
- Martin Watier as Helia
- Mitchell Rothpan as Riven
- Michael Tarmush as Timmy
- Todd Fenell as Nabu
- Molly C. Quinn as Bloom
- Amy Gross as Stella
- Alejandra Reynoso as Flora
- Morgan Decker as Tecna
- Keke Palmer as Aisha
- Romi Dames as Musa
- Larisa Oleynik as Icy and Ms. Faragonda
- Jennifer Cody as Darcy
- Kimberly Brooks as Stormy
- Sam Riegel as Riven
- Kari Wahlgren as Galatea
- Josh Keaton as Valtor
- This is the final appearance of Musa's Winx transformation and form.
- This is the only appearance of Mirta's and Galatea's fairy forms.
- This is the first group transformation that mixes both the Magic Winx and Enchantix transformations and music.
- This is the first time Musa uses her Fairy Dust.
- The Magic Winx transformation song for this episode in the Nickelodeon dub is instrumental.
- Griselda said in the last episode, for weakening the protective shield over Alfea in order to get back in from Eraklyon, they'd be punished the next day. However in this episode, they receive no punishment what so ever. This could also be because the witches attacked before she had time to and she dropped the punishment.
- After class, when the girls are talking, Flora's necklace is missing.
- When the Trix and Valtor were deciding where to shift, Stormy's tights are missing.
- When Stormy suggests Darkar's Fortress, for a few seconds she has no lips.
- In some scenes, Musa's fabric on her Winx outfit is missing.
- In one scene, Stormy's stockings are missing.
- In one scene, Mirta's pink hair in her fairy form changes to blue
- When Musa restores Galatea's wings, her Enchantix skirt turns pink instead of red.
- In one scene, Aisha's hair partly disappeared.
- This episode and "The Mirror of Truth" are showing the mistake with Musa's and Flora's missing wings during there transformation. This is only seen in Cinélume and Nickelodeon versions.
- In one scene, Musa's headphones are missing.
“It's too hot!”
“Go save yourself!”
“No! Never! I'm not leaving you! What's happening?”