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PlotWinx assure her that it was not her fault, and the magical animals help comfort her. Musa shows up telling them that she just got off the phone with Jason Queen, and tells them that he's planning on having a music contest soon. The Winx decide to enter with their new band, and decide to go practice at the Frutti Music Bar.
As the Winx are practicing, the Major Fairy of nature Diana shows up. Diana unleashes sleep inducing pollen to knock out the people in the bar, Nabu recognizes this and tells the other Specialists to hold their breaths for as long as they can.
The Winx talk to Diana, who wishes to ask Roxy to join the Earth Fairies. Roxy refuses, and before leaving, Diana uses her powers to tie up the Winx with magical roots that drain their powers. The Specialists check on the girls, and Helia tries to encourage Flora to use her nature powers to break free, but she fails. Nabu manages to weaken the vines with his own magic enabling the girls to transform.As the Winx and Specialists go after Diana, they discover that she has turned Gardenia into a jungle. Bloom is worried about her adoptive parents, so the Winx and Specialists separate into two groups: The Winx and Roxy go check on Bloom's parents, while the Specialists go find Diana. Bloom finds her parents trapped in
a giant spider web, and manages to free them. Shortly afterwards, the giant spider shows up.
The Specialists find Diana in the Gardenia park, and try to convince her to release the people of Gardenia and restore the city to normal. She refuses, and they fight, however, Diana has the upperhand and manages to defeat Riven, Sky, Brandon and Timmy.
Helia and Nabu try to talk her out of her revenge once again, but Diana refuses to believe them. Nabu manages to hold his own against Diana's plant monsters, but Diana eventually decides to unleash her true power, knocking out Helia while Nabu tries to resist her attack.
Meanwhile, the Winx are trying to figure out what to do about the giant spider. Roxy tries to gain contact with it, but is unable to. The Winx hear Mitzi calling for help, and discover that her car has gotten tangled up in Diana's vines.
The Winx end up wrecking the car as they use it to try to knock out the giant spider. Seeing that nothing is working against the spider, they realize that only the area around Gardenia is currently enchanted, and if they teleport the spider out of the area, it might return to normal.
The Winx change into their Zoomix wings and teleport out of the city. The spider shrinks back to normal size, the Winx head over to Gardenia park to check on the Specialists.
However, by the time the Winx arrive, Diana has already left, and Nabu informs them that she and her warrior fairies captured the other Specialists and took them away to Diana's kingdom. Musa starts crying, as she is worried about Riven.
Bloom assures her that he will be okay, and that they will find the Specialists and rescue them. They talk to Faragonda, and learn that Diana's kingdom is somewhere in the amazons, and in order to fight a fairy as powerful as Diana, they will have to go beyond Believix.
- Winx Club
- Fairy Pets
- Fire Arrow - Used against the giant spider web.
- Mega Watt - Used to de-materialize the giant spider web.
- Dragon Wing - Used to save Vanessa and Mike from falling.
- Solar Storm - Used against the spider, but failed.
- Stereo Crash - Used against the spider, but failed.
- Harmonic Attack - Used against the spider.
- Techno Shock - Used against the spider.
- Plasma Barrier - Used to trap the spider.
- Summer Thunder - Used against the spider.
- Sun Dance - Used against the spider.
- Angela Galluppo 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
- Romi Dames as Musa
- Morgan Decker as Tecna
- Keke Palmer as Aisha
- Liliana Mumy as Roxy
- Matt Shively as Sky
- Adam Gregory as Brandon
- Charlie Schlatter as Timmy
- Sam Riegel as Riven
- Will Blagrove as Nabu
- Daniella Monet as Mitzi
- Justin Prentice as Andy
- Tara Strong as Diana
- James Patrick Stewart as Mike
- April Stewart as Vanessa
- One of the members of the Gardenia gang from Season 2 can be seen trapped in Diana's vines.
- In one scene, Flora's socks were missing.
“Um girls, could you adjust your aim, just a bit...”