1 (27)- "La fenice d'ombra" ("The phoenix of shadow")("The Shadow Phoenix" / "Back to School")
Airdate: April 19, 2005
The episode begins with Aisha, a fairy, scaling the cliffs of Shadowhaunt. She is currently on a solo mission to rescue her friends, the pixies, who have been taken prisoner by the season's antagonist, Lord Darkar. Aisha manages to free the pixies and avoid capture by the shadow monsters patrolling Shadowhaunt, but then runs into Darkar himself.
He makes short work of Aisha, not only recapturing the pixies (minus Piff), but also tossed Aisha off the high cliff supposedly to her death. At Alfea, it is the Winx's sophomore year and it is getting ready for an orientation party. Bloom and Kiko are happy to be reunited with everyone else. Tecna is helping set up the main square, Musa is practicing her musical number, Flora is decorating the main hall, and Stella is panicking over what to wear.
Bloom then goes off through the school where she encounters a flying seahorse and follows it, leading her to accidentally find a hidden archives room. There she meets her first pixie, Concorda, who was surprised to see someone found her room.
Concorda then explains to Bloom all about the pixies and the Pixie Pets as this was the first time she's encountered them. Bloom then realizes the time and quickly leaves to get ready for the party.
The Winx girls then reunite with the Specialists, Sky, Brandon, Riven, and Timmy, who with Red Fountain have been invited to the party. Faragonda then presents the newly rebuilt Alfea and declares it open. After the party was over and everyone left, Flora tells Bloom that she felt a disturbance in the trees nearby.
Bloom then walks towards the forest surrounding Alfea and gasps in shock when she sees a battle-worn Aisha limp her way into the clearing before collapsing. Bloom and the others try to wake her up until Piff bounces out. The episode ends with Bloom wondering who Aisha was and what she went through.
2 (28)- "Il ritorno delle Trix" ("The return of the Trix")("Up to their old Trix" / "Princess of Tides")
Airdate: April 21, 2005
Aisha is having nightmares again about the Shadow Phoenix and the pixies. The Winx try to comfort Bloom, as she is worried about Aisha. Meanwhile at Lightrock, the Trix are miserable and are trying to escape. They think about the times where nothing could stop them. Professor Wizgiz says that everything has an opposite.
Aisha starts to wake up and then falls right back asleep. She wakes up again and the Winx all meet her and her bonded pixie, Piff. She explains all about the pixies and their village. The Winx offer to help her and she tells them her story and how the pixies got captured by the Shadow Phoenix.
Down in Shadowhaunt, the Shadow Phoenix learns the Codex is in four parts and knows the pixies are hiding one of the pieces. The Shadow Phoenix attacks Lightrock and takes the Trix away from Lightrock. He gives them Gloomix powers to multiply their powers. He then takes the Trix back down with him. Meanwhile, Bloom starts to get a bad feeling.
3 (29)- "Rescue Mission"("Rescue Mission" / "Into the Under Realm")
Airdate: April 26, 2005
The episode opens with Aisha waking up in the clinic and then rushes out to stop Piff from sleeping in mid-flight, which she succeeds after interrupting Wizgiz's class.
Now recovered, Aisha talks with Faragonda in her office, begging Faragonda to let her try to rescue the other pixies from Darkar.
Faragonda then arranges a rescue mission, but only allows for Bloom and Stella to accompany Aisha due to their magical affinities.
Faragonda has Tecna stay behind to help monitor the mission at Alfea. Flora and Musa ask why they couldn't come along, and Faragonda shows them by giving the girls a magical simulation of the Under Realm environment.
Flora couldn't use her powers due to lack of living plants, and Musa's powers proved to be too dangerous to use in an enclosed cavern. Before Musa could get crushed by a falling boulder, Faragonda dispells the illusion, then reassures Musa that her powers will be needed in other missions, just not now.
Saladin drops by as Bloom, Stella, and Aisha prepare to leave. He offers Sky and Brandon as escorts to Under Realm.
The five are then dropped off at Under Realm where they try to make their way to Darkar's fortress. Things don't go smoothly as they soon run into some monsters, which they managed to fight off.
Unfortunately, the fight had also caused the girls to lose a huge portion of their magical energies, leaving them drained and vulnerable.
The five come across more monsters, and Brandon falls down a chasm after killing a monster. In desperation, Stella jumps down after him, despite the fact she couldn't transform. Bloom screams in horror as two of their group had fallen into the chasm.
4 (30)- "La Principessa Amentia" ("The Princess Amentia")("Princess Amentia" / "Queen of Perfection")
Airdate: April 28, 2005
Stella and Brandon falls into an underground river at the bottom of the chasm which sucks them down the current into a whirlpool and onto the shores near an underground kingdom called Downland. Here, they are found by a palace guard and a centry named Sponsus who takes the couple to Amentia, the princess of Downland. Amentia develops a crush on Brandon, takes him as her groom and has Stella banished from Downland. Once Stella finds a way out of Downland, she recharges her energy in the sunlight and gains back the ability the transform into her Winx form again. Meanwhile, Bloom, Aisha and Sky are chased by two of Darkar's monsters, but are rescued by Stella.
5 (31)- "Magico Bonding" ("Magic Bonding")("Magic Bonding" / "Rescuing the Pixies")
Airdate: May 3, 2005
Aisha, Bloom, Stella, and Sky successfully reach Shadow Haunt. Aisha then literally swings into the main citadel to rescue the pixies. Before the others could reach the main citadel, they get confronted by the Trix, now armed with the Gloomix.
Bloom, Stella, and Sky were shocked to see the Trix free from Light Haven, but then the three vindictive witches attacks. Even with Aisha rejoining the battle, they were no match for the Trix's latest power upgrade.
Before the Trix could finish them, they get defeated by a mysterious paladin, who then frees Bloom, Stella, Sky, and Aisha, then leaves as quickly as he had arrived.
Afterwards, the pixies then fly out and reunite with Aisha. It is then that Lockette bonds with Bloom and Amore with Stella. Now with the pixie rescue completed, they now have to complete another before heading home: rescue Brandon from a loveless marriage with Amentia.
6 (32)- "Il matrimonio di Brandon" ("The wedding of Brandon")("Runaway Groom" / "My Boyfriend's Wedding")
Airdate: May 5, 2005
Stella, Aisha, Bloom, and Sky go to Downland to rescue Brandon from marrying Princess Amentia.
When they arrive, Amore sees Sponsus who tells Amore that he is heartbroken. Amore, as the pixie of love, tries to help and gets out a true love flower. Then Amore puts the flower into the bouquet of flowers for Amentia.
When Amentia smells the flower, she falls in love with her true love, Sponsus, and marries him instead of Brandon.
7 (33)- "La pietra misteriosa" ("The Mysterious Stone")("The Mysterious Stone" / "The Dark Tower")
Airdate: May 10, 2005
This story is told by Livy. The Winx return to Alfea with the pixies. Three pixies bond immediately.
Futhermore, as the Winx's first assingment, they must destroy a mysterious tower that appeared in the lake. None of them succeed.
Bloom, frustrated, goes alone to take out this tower. She uses too much of her energy and faints. The mysterious man who was watching them in the shadows then returns Bloom to her dorm room.
The next day Faragonda asks the new teacher (the paladin who saved the Winx from the Trix in Shadowhaunt) to destroy the rock.
He chants a spell and destroys the rock. He then reveals himself to be Professor Avalon, who will teach them consummative analysis and a mix of Magic and Philosophy.
8 (34)- "Il guasta feste" ("The crashed party")("Party Crasher" / "Party Monster")
Airdate: May 12, 2005
It is the opening ceremony of the new and improved Red Fountain. Professor Avalon brings the Winx to Red Fountain ceremony. They meet up with the specialists. Stella and Brandon tease each other about the amount of people have flirted with. Bloom goes off on her own to find Professor Avalon, which upsets Sky.
Darkar pans to use this opportunity to get the Red Fountain's piece of the Codex. He would need a distraction to allow the Trix to get the piece, so he transforms Kerbog into a monster, Ledragarus. The Trix transform into disguises and enters Red Fountain.
The Winx and specialists enter the stadium and Brandon introduces the Winx to Helia. Helia is a returning student to Red Fountain, as he had dropped out to pursue the arts. It is revealed that he is Saldin's nephew. Flora and Helia become affectionate with each other, as Amore and Chatta hint at it.
Bloom is still looking for Avalon with Lockette. They pass the Trix who are in disguise, but Bloom does not notice however Lockette seems suspicious.
The ceremony starts right as Bloom finds the Winx, and Red Fountain is transformed into an improved school, which now flies in the air. The ceremony takes a break, allow the Specialist to prepare for a presentation. The Winx lay back, Tecna playing a game, as Musa and Aisha go get a drink. They also pass the Trix and start to chase them but fail.
Soon Specialists start to battle each other. Sky and Riven battle, and Sky wins. Brandon is about to start his match but is interrupted by the Leodragus. The Winx transform and battle with the Specialist. Flora is blindsided by the monster and is about to be attacked but Helia saves her by holding the monster back. However, he lets go of the monster, angering the Winx. The Leodragus is defeated.
Icy discovers the Codex room, but fails to get the Codex since the room is too heavily gaurded.
At the end of the episode, Bloom tells Avalon everything that had happened, which concerns Sky very greatly. Flora sits by a tree, enjoying the environment around her and a paper plane flies past her and reveals a portrait of her. She grabs the portrait and hugs it with a smile.
9 (35)- "Il segreto del professor Avalon" ("The secret of professor Avalon")("Professor Avalon's Secret" / "The Angel of Doom")
Airdate: May 17, 2005
The episode starts with an old man making a prophecy that a man with glowing wings will bring ruin to anyone he meets. Tecna becomes highly suspiscious of the latest recruit to Alfea's faculty, Avalon.
When she reads a book containing the prophecy from the beginning, Tecna concludes that Avalon is the one referred to and fears for Bloom's safety.
She confides what she knows to the other four girls and plans to expose Avalon, but it all doesn't end well.
Soon, the girls minus Bloom get a stern talking to in Faragonda's office regarding their attack on Avalon the previous night as Faragonda told Tecna that she had forgotten to check the validity of the resource she based her assumption on (it was actually a novel written by a famous comedian).
10 (36)- "La cripta del codice" ("The crypt of code")("Crypt of the Codex" / "Reaching for the Sky")
Airdate: May 19, 2005
Bloom and Sky are on bad terms, so Bloom decides to go to Red Fountain, accompanied by Flora and Tecna.
However, the Trix show up and create a dark sphere to attack Red Fountain, which serves as a distraction so that they may get the Codex.
Bloom, Flora, Tecna, Brandon and Sky try to hold them off, but fail. They catch up with Trix, though, and they wind up in a battle, but Sky is fatally hit by Icy.
With the others knocked out, they access the Codex room, and while Icy was busy taking the Codex, the Red Fountain pixie, Athena, attempted to stop her, but is knocked out by Darcy.
The Trix gets the Codex, but Timmy has the drop on them. He, convinced they’re too strong, lets them leave, devastating Tecna.
Bloom, traumatized by Sky's condition, awakens her new Dragon Fire power to heal. The Trix get away with the Codex, but Sky is revived and back together with Bloom.
11 (37)- "Corsa contro il tempo" ("Race against the time")("Race Against Time" / "Homesick")
Airdate: May 24, 2005
The Winx Club sits in Palladium class, learning how to unlock a padlock using the correct spell, and the importance of saying it correctly. Flora daydreams, thinking about Helia but her thoughts are interrupted when Palladium asks her to say the spell. She says it incorrectly by saying Helia's name, and becomes embarrassed.
After class, the Winx discuss what they will be doing. Aisha and Flora talk about Helia. Aisha knows that Flora likes Helia and is willing to help Flora express her feelings towards him. Meanwhile, Bloom finds a book about healing.
The pixies are playing Bomboozle Ball, except Piff who is sleeping in the goal hole. The spell created in Darkar's lair attacks the pixies one by one, putting them out.
It is now night. Bloom is studying and trying out spells from her healing book. Stella interrupts stating she can't find Amore and Aisha could not find Chatta. The pixies awake and are under Darkar's spell. They become homesick and head towards Pixie Village.
At Red Fountain, Timmy and Brandon discuss how confusing girls are. Timmy feels uneasy about his relationship with Tecna, thinking that Tecna is dissapointed in him. Brandon tries to change the appearence of Timmy but Timmy refuses to change, even for Tecna.
The Winx follow the pixies, asking the pixies where they were going. The pixies reveal that they are homesick. In disbelief, the Winx refuse to let the pixies and goes after the pixies. They capture them one by one. Aisha reveals that Piff was pretty easy to find since she constantly naps. The pixies are upset that they have been captured. Faragonda watches over them, and explains about Darkar's motives: the four pieces of the codex. Faragonda states that Red Fountain's Codex has been taken away, and the other three places: Cloud Tower, Alfea and Pixie Village are in danger.
Aisha sneaks into Helia's room at Red Fountain, Aisha finds a poem and starts to read it, but before she finishes reading it Helia enters the room and Aisha leaves.
The pixies are afraid as a figure walks up to where they are. Bloom is having troubles with her book, and goes to Faragonda. Faragonda states that the book was not part of Alfea's library and instructs Bloom to check on the pixies. They are gone but found again.
12 (38)- "Unite per la vittoria" ("Together for the victory")("Winx Together!" / "Truth or Dare")
Airdate: May 26, 2005
The Winx are in Faragonda's class about Convergence. After class, Bloom, Stella, and Musa runs into Jared and finds out that he is a student at Red Fountain. Stella ends up setting up on a date with Musa. Much to Musa's dislike towards the idea, she discovers that he is the editor of the "Red Fountain Sentinal", the school's newspaper. Jared decides to hang out rather than go on a date so he can interview Musa.
Meanwhile in Shadowhaunt, Stormy informs Darkar it is Darcy's birthday today and, as a present, she wants him to send her to Alfea and wreak some havoc. Darkar approves of this.
At the convergence class, Flora and Tecna are partnered up but their convergence doesn't work. Neither does Aisha and Musa's nor Stella and Bloom's. So, for a surprise, Faragonda has the girls go through a special test in the Magical Reality Chamber. Stella has an idea on how to get the girls to bond better: have a slumber party.
But when she accidentally says "five of us", which inadvertently excludes Aisha, Aisha bursts into tears and runs out the door. Musa goes to comfort Aisha and she gladly accepts her invitation to Stella's slumber party. Back at Red Fountain, Darcy hypnotizes Jared with a magic crystal. That night Stella tells a story from the days of her youth: her first crush, unfortunately it doesn't end in the way she wanted it.
In the MRC (Magical Reality Chamber), Darcy channels her power through Jared and sabotages it. The next day the Winx girls begin their convergence test. Unfortunately the test doesn't go as planned thanks to Darcy's meddling.
The Winx have to fight a giant monster by making a titan of their own and each of the girls put a power into it: Aisha makes the body, Flora gives it support, Tecna gives it brain, Stella gives it sight, Bloom gives it a will to fight, and Musa gives it the ability to speak.
The girls learns convergence and passes with flying colors. Jared apologizes to Musa for wrecking their test and Musa forgives him because it wasn't his fault. After that The Winx congratulate themselves for being an awesome team.
13 (39)- "La dama del ballo" ("The lady of the ball")("Invisible Pixies" / "Gangs of Gardenia")
Airdate: May 31, 2005
Aisha has a nightmare about her childhood. She is a young child being pestered by her care-givers. Her nightmare turns for the worse as her care-givers turn into Lord Darkar. Piff sees Aisha tossing and turning in her sleep and calms her down. In another room, Flora has troubles sleeping and decides to write a love letter to Helia.
The next morning, the Winx are stressed out due to the recent fights and their classes. Musa stops at the table with mail, giving Flora a "mysterious letter" and another letter to Bloom written from her mother. Musa reveals that Tecna is at breakfast with Timmy. The Winx decide to skip school and go to Gardenia, except for Flora and Tecna who stay back at Magix.
Bloom reveals that her mother is testifying in court, and she wanted to be their for support. Aisha than suggests to Stella and Musa that they should go to downtown. Stella tries to fly, but the girls are reminded not to use magic in Gardenia.
Meanwhile, Tecna is at breakfast with Timmy. Timmy offers her a present, made for her computer, which Tecna acts awkward. The situation becomes awkward, especially when Timmy goes further in-depth about computers. Tecna leaves, which confuses Timmy.
Bloom departs from the group, but notices that the pixies are gone. Only Piff is with Aisha. Lockette was spooked by the environment around her, so the other pixies went after her. This freaks out the group, noting that magic is unusual on Earth. It is revealed that only children can see pixies, not adults. Aisha, Musa, and Stella go to the mall, however the police officer stops them. Aisha talks them out of trouble.
Aisha falls asleep. She dreams of her childhood, and remembers a childhood friend, Anne. Anne offers her to dance. Stella and Musa joins her, asking her how she learned how to herself out of trouble. Aisha reveals that she was raised to be a princess.
Bloom stays with her a mother after court. Her mother's shop was burnt down. Her mother tells Bloom that she has grown up. Bloom tells her mom that a lot had happened. She then shows her necklace and talks about her birth parents.
Aisha, Musa and Stella go to a dance club. Musa and Stella feel nervous, but Stella decides to go find Bloom after picking up "a little something for my Brandon".
Back at Magix, Flora decides to go to the woods. She has her books and a letter to Helia. She sees Helia, and is very happy. She drops her stuff and becomes nervous. As Helia picks up her stuff, he looks at the envelope and Flora is flustered.
At the dance club, Aisha and Musa try to dance. Using magic, Musa changes the music, surprising everyone.
The scene flips back to Flora and Helia. Helia asks Flora what was wrong, and Flora chokes up. Helia returns the letter and walks away. Chatta appears, telling Flora that she missed her chance.
Aisha and Musa talk. Aisha tells Musa that she used to dance to escape the princess life.
Headmistress Farigonda and Grizelda realize that the Winx are missing and that they would be in trouble.
Aisha and Musa continue to dance. Musa uses magic to attack a person. Soon Aisha and Musa are cornered. Musa is taken away, and Aisha has a flashback of Anne and her. Scared of the dark, Aisha uses her powers and goes out of control, and the pixies arrive. They all fight back and try to escape. Bloom and Stella arrive to help, but they are trapped. Farigonda and Grizelda arrive, and the Winx are in trouble.
Back at Magic, the Winx are punished with cleaning duty. It is morning again, and the Winx are all asleep, except Tecna, who appears not to have been punished. Aisha and Flora remain awake. Flora tells Aisha that she is too scared to talk to Helia.They then talk about their fears, and Aisha reveals that she didn't have friends, but she felt much more comfortable being part of the Winx. Flora is about to tell Aisha that she had nothing to be afraid of but the two fall asleep.
14 (40)- "Battaglia sul pianeta Eraklyon" ("Battle on planet Eraklyon")("Battle on Planet Eraklyon")
Airdate: "The Wrong Righters"
Airdate: June 2, 2005
After Bloom is tormented by a rain dance spell, she and Flora meet up with Sky and Brandon, who tells them that there's trouble on Eraklyon.
The girls, Chatta, Lockette, and Zing go with. Upon arrival they discover Diaspro has been kidnapped by a special team of techno-ninjas. Bloom embarrasses herself again in front of Sky's parents.
The Winx then use a location spell - using Diaspro's broach. The group then goes to find Diaspro, but her kidnappers found them instead.
They challenged them, but they were just too strong for hand-to-hand combat. Flora, using her special flower she found on Eraklyon, allows Diaspro to switch position with someone else - namely Bloom.
Bloom, Brandon and Sky prepares to fight the techno-ninjas, but Zing arrives with a ransom note, revealing that these ninja's were kidnappers. Diaspro is saved and Sky's parents thank Bloom.
15 (41)- "Lo spettacolo continua" ("The show continues")("The Show Must Go On!" / "Magic in My Heart")
Airdate: June 7, 2005
Musa was invited to perform at a concert at Red Fountain, but her father, Ho-Boe, forbids her from doing so. He threatens her that if she performs at the concert, he will pull her out of Alfea. At the same time, Stormy planned to attack her at her concert and disguished herself as a fairy. At the concert, it was goes smoothly, but Stormy come and attack her. Finally, with help and encouragement from Riven, the audience assists Musa by singing and Stormy is forced out of Red Fountain. Afterwards, Musa and her father go to Melody to visit her mother, Matlin's grave.
16 (42)- "Hallowinx!"("Hallowinx!" / "The Fourth Witch"==
Airdate: June 9, 2005
Jolly does a card reading that foretells danger to people going on a journey and feels that it will come true when the Winx Club are invited by Mitzi to her Halloween party in a haunted house.
17 (43)- "Gemellaggio con le Streghe" ("Twinning with the Witches")("Twinning with the Witches" / "Exchange Students")
Airdate: June 14, 2005
Faragonda sends the Winx Club on a special mission: attend Cloud Tower to provide extra security for that school's Codex piece as she and Griffin believe it to be Darkar and the Trix's next target.
Mirta escorts the girls to the school as a liaison. Despite the incident with the Army of Darkness the previous season, the Winx were not at all welcome at Cloud Tower, and the witches being slaves to pride are disgusted that they have to have fairies help out.
Things get even more awkward as the Winx experience what it's like to take classes at Cloud Tower, which were nothing at all like taking classes at Alfea.
Unfortunately, the Trix pay Cloud Tower a visit to steal the Codex. Even more unfortunately, there's been a bit of friction within the Winx, which cause them to all go off and act on their own at the worst possible time.
18 (44)- "Nel Cuore di Torrenuvola" ("In the Heart of Cloudtower")("In the Heart of Cloudtower" / "The Heart of Cloud Tower")
Airdate: June 16, 2005
The Trix continue to attack Cloudtower in order to obtain the second piece of the Codex and the Winx Club's constant bickering prevents them from stopping the Trix.
19 (45)- "La spia nell'ombra" ("The spy in the shadow")("Spy in the Shadows" / "Shadows in Bloom")
Airdate: June 21, 2005
After Bloom is put under a therapeutic spell cast by Professor Avalon to learn more about her parents, she is controlled by an evil force to steal the third piece of the Codex from Alfea.
20 (46)- "Il villaggio delle Pixies" ("The village of Pixies")("Pixie Village" / "The First Charmix")
Airdate: June 23, 2005
After the events of the last episode, the Winx girls were still arguing with each other. Faragonda decides to take drastic measures: she's decided to send the girls to the Wildland resort realm for a vacation and the boys will be there for an escort, but they can't socialize. Their first part of their vacation was skiing, but before they could reach their final run, the cable car cable was breaking. BloomCharmix Kool PrincessAdded by Kool Princess
Bloom comes up with a plan to save them and after her plan worked she got her Charmix. Chatta explains that fairies get their Charmix when they get in touch with their true selves.
Meanwhile, Professor Avalon is hit by the fluid of a Poisonous Norscithia and Palladium tries to cure him. In Shadowhaunt, Darkar sends Icy to retrieve the Codex from Pixie Village. Things were going well for her until she ran into Princess Amentia and her guards, but Darcy and Stormy arrived to help her and they get the last piece of the Codex.
21 (47)- "Il potere del Charmix" ("The power of Charmix")("Charmix Power" / "Trouble in Paradise")
Airdate: June 28, 2005
As the Winx's vacation continues, Darkar tries to open the portal to Relix but fails. He needs the Dragon Flame to open the portal and sends the Trix to the resort realm.
The next day, the girls decide to make postcards for their parents, but before that, Darcy manages to put the creatures under her control.
When Aisha suggest that Stella make a postcard for her parents, Stella rudely says that her parents are separated. Feeling bad about it, Aisha walks into the woods. Stella feels bad about what she said to Aisha and goes to apologize to her.
Stella finds Aisha and admits to her that she acts like a snob because she's insecure. She apologizes to Aisha, accepts her friendship, and earns her Charmix. Meanwhile Musa and Riven have another argument about feelings. Riven goes off and notices animal tracks.
Meanwhile, Brandon talks to Musa about the way Riven acts and asks her to tell Riven she likes him.
Musa finds Riven spying on Darcy who is hypnotizing the animals and Musa goes to warn them, but before she leaves she tells Riven she likes him. After that she earns her Charmix.
Stella calls for help and everyone arrives, only to be chased by the monsters. Musa joins up with them and tells them the monsters are being controlled by Darcy.
Riven later joins the group and informs them that the monsters were luring them into a trap. Luckily Riven knew where the tripwires were and they all avoided them. Unfortunately they got to the edge of a cliff. Surrounded and with no way out, is this the end?
22 (48)- "Wildland: La grande trappola" ("Wildland: The great trap")("Danger in the Wildland" / "Last Resorts")
Airdate: June 30, 2005
When the Winx and the Specialists are cornered by the Trix's wildland army, Timmy comes up with a plan, but Tecna has no faith in him.
Aisha got lost, so Bloom went to find her. As Timmy's plan continues, Musa finds out the Trix's plan to capture Bloom.
As Aisha continues to dwell through the canyons, she heads into an cave, searching for her childhood friend.
Aisha then thinks about her friends and the pixies and how she's there stuck in her fears.
She gathers her courage and earns her Charmix. She reunites with Bloom and the pixies. Out of curiosity, the pixies flew into a strange plant and became ill.
While all the above was happening, the Winx and Specialists worked together to build traps and a cabin. As the Trix approach our hereos, Musa creates a soundwave to splash the Trix.
They then chase Timmy who were taunting them, whilist sending an emergancy call to Helia.
The Trix chase Timmy up to the cabin, but fell through the roof. As they were about to strike, Helia attacked them from above and the Trix were successfully repelled. Tecna then admits her feelings for Timmy, saying she didn't like dislikeing him and earns her Charmix, and they all return to Alfea.
23 (49)- "Il momento della verità" (The moment of truth)("The time for truth" / "Darkness and Light")
Airdate: July 5, 2005
A masked figure is stuck in Darkar's dungeon. He is chained up, and his magic is very weak.
Flora, Aisha, along with the Specialists: Brandon, Sky and Helia, arrives at Pixie Village, with the sick bonded pixies. Livvy is in fear, thinking she would be punished for leading Icy to Pixie Village's codex. Flora reassures that Livvy would not get in trouble but however is led to the Tree of Life, which is sick.
The masked figure manages to get out of his chains and manages to set up an illusion spell, hoping Darkar would not spot him. Meanwhile, Darkar speaks to Professor Avalon, telling him they need one more piece to enter the relix.
Faragonda holds a meeting, congratulating the Winx Club, minus Flora, for earning their Charmix. They then start training very hard to defeat Lord Darkar. Grizelda and Avalon starts the training, creating a monster using the Winx's powers. They successfully destroy "their worst enemy", as Bloom refers to it. The Winx are than directed to Faragonda's office, where their is a message waiting for them from Pixie Village.
Faragonda is informed that there is no use in saving the Pixies as the Tree of Life cannot be healed. Faragonda reminds Flora that she is the only one that can save the Tree of Life. Flora is flustered; she doesn't have her Charmix nor does she know which parts of the tree is sick.
Under a lot of preassure, Flora has troubles making decisions on what to do. Helia goes by Flora, which Flora regains her confidence and transforms. Using her powers, she is able to heal and save the Tree of Life. As Faragonda and Grizelda observes, they are very proud however Faragonda states that there is one more step to be taken towards Flora's Charmix.
The pixies are able to be healed by drinking their tea. They are all happy, and living in harmony. The Tree of Life then gives birth, and is revealed how pixies and pixie pets are made. The Specialists then leave, before "Red Fountain sends out a search party". Aisha goes to say farewell as Flora is too shy.
Chatta urges Flora to talk to Helia, but Flora is too shy but runs after him, calling his name. Helia returns and the two talk briefly. Flora, unable to find the words, doesn't confess her feelings, frustrating Chatta. Flora then sums up her courage and tells Helia that she loves him. Helia smiles and tells her that he loves her too, blowing her a kiss. Flora earns Charmix.
The mysterious figure journeys all the way back to Alfea, and is found by Tecna, Stella and Musa. It is revealed to be the real Avalon. They are confused to why Avalon was with them eleven minutes ago and why he is now sick and weak. Stella finds the fake Avalon and is also confused. Musa helps Avalon but is confused at the fact that Avalon doesn't even know her, and the fact that he didn't teach yet.
Faragonda is also confused, and questions the real Avalon. Faragonda finally believes the real Avalon, by giving her the signed letter. They all figure out that the fake Avalon was Darkar's spy. They also figure out that the fake Avalon was out to get Bloom, as she is the final piece to open the portal to the Relix.
Bloom is led to an empty room by fake Avalon. She comments how she feels weak and cold and is taken to Darkar's fortress. The Winx fail to come at the right time.
24 (50)- "Prigioniera di Darkar" ("Prisoner of Darkar")("Darkar's Prisoner" / "Desperately Seeking Bloom")
Airdate: July 7, 2005
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's too big to fit in the caves.
Sky had an idea Brandon didn't like at first: Ask Queen Amentia for help since her Guard Worm was as big as the ship and they could use it to burrow through to Shadowhaunt.
Brandon objected at first since he remembered how forceful Amentia was and didn't want to go back but then he saw there was no other way.
Brandon, Sky and Aisha went ahead to get approval from the Queen while the others followed behind. While Brandon, Sky and Aisha got to see the Queen again, the others had to get out of a trap set by the witches.
After beating Amentia, she agreed to help, and fight alongside, the Winx Club. In a B-story Darkar uses his evil and dark magic to corrupt Bloom again, turning her into her evil alter-ego, Dark Bloom.
25 (51)- "Faccia a faccia con il nemico" ("Face to face with the enemy")("Face to Face with the Enemy" /"Storming Shadowhaunt")
Airdate: July 12, 2005
TThe invasion of Shadow Haunt begins as Amentia's guard worm burrows a hole to Shadow Haunt for the Winx to travel through.
Darkar and Dark Bloom prepare to open the gate to Relix but the Trix inform him that the Winx managed to get into Shadowhaunt, and Darkar wanted the Trix to use all their Gloomix power to power up the shadow monsters. They do so and feel exhausted.
When they confront, Darkar he tells them that their services are no longer required. As the Winx struggle to get into Shadowhaunt, Darkar summons Kerborg and transforms him into another monster.
The Winx manage to use convergence to beat the monsters and land in Shadowhaunt.
The Winx are about to go find Darkar, but say farewell to the specialists. Flora and Helia share their first kiss, as Riven shows a lot of compassion towards Musa. Sky is worried, but Aisha tries to reassure him that everything will be okay.
Upon entering, they discover that Darkar and Dark Bloom had left for Relix. They run into Kerborg's new form, an extinct Opticeratops. Kerborg overpowers them but the Winx are saved by Faragonda, Griffin and Codatorta. The Pixie Elders are with them.
26 (52)- "Le ceneri della Fenice" ("The ashes of the Phoenix")("The Phoenix Revealed" / "The Ultimate Power Couple")
Airdate: July 14, 2005
Continuing from the previous episode, the Winx meet up with Faragonda, Griffin and Codatorta. Faragonda urges the girls to continue their search of Bloom. The Specialists are fighting against Darkar's monsters. Helia states that these monsters were simply a distraction, wasting their time. Sky agrees and they all decide to go find the girls
As Dark Bloom and Darkar prepare to enter the Relix, the Winx are stopped by distractions. Wanting to use their Charmix, they can't because their Charmix power would not last. Tecna stays back to fight as the rest go on. The Trix, after being rejected and replaced by Dark Bloom, they transform into the Megatrix. Flora and Musa fight the second round of monsters, leaving Aisha and Stella to continue their search.
The Codex Pixies help out Aisha and Stella to find Dark Bloom and Darkar. They reveal that they have a second copy of the Codex. They present a puzzle. Aisha underestimates Stella, thinking that this puzzle is too hard. However, Stella, who is good with colors, solves the puzzle and opens the passage. Aisha and Stella enters, along with Lockette.
Darkar and Dark Bloom begin the ritual, summoning the Ultimate Power, however Stella and Aisha interrupts the ritual. With their thought of defeating Darkar, he tricks them and attacks them with Shadow Tar. As Darkar is about to strike, the Specialists come in at time, along with the rest of the Winx. Darkar attacks, leaving Flora and Musa to fight back.
Meanwhile, Faragonda, Griffin and Codatorta destroy Kerborg once and for all after realizing that physical strength is more effective than magic. They then catch up with their students.
Flora and Musa creates a barrier, but as Dark Bloom says the ritual, Darkar grows powerful. As Flora gets knocked out, Musa can't hold on. Riven sacrifices himself for Musa and gets knocked out himself. The Megatrix appear, confusing the Winx. Tecna then comes to the conclusion that they are not helping the Winx, rather that they hate Darkar more.
Darkar turns into the Shadow Pheonix, summoning enough power from Dark Bloom. Just as they are about to lose, Sky talks to Bloom and reveals that he believes that she is still in there. He grows weaks and faints. The love given to her, along with the memories, help break the spell on Dark Bloom and gives up the Ultimate Power, in addition to healing everyone else.
With the Ultimate Power gone, and the Charmix Convergence, Darkar is finally defeated, and the fortress begins to crumble. Everyone leaves just in time, however the Trix are left behind, defeated.
The Winx celebrate with another end-of-year party, and, this time, the witches are invited, hinting that witches and fairies are now starting to become friends. Tecna and Timmy play a video game while Brandon, Stella, Riven, and Musa dance, Flora and Helia socialize, and Sky and Bloom discuss what happened in Shadowhaunt. Bloom reveals that she loves Sky, as well and they have their first kiss. The episode ends with a picture being taken for the yearbook.