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Move your eyes and open your heart.
Believe in yourself.
That's how it starts.
Dreams will come true.
Just wait and see. Cause the magic's in you and the magic's in me.
We are the wing. We are the wing. Come join the club. We are the wing. We are
the wing. We are the wing. Come join the club. We are the wing.
Magical flower.
Digital power.
The sun and the moon Magic shapes and shifting
know what dark journey awaits you, Bloom, but I do know that to overcome
darkness, one must get to know it first.
So is that why fairies will be taking classes at my school next week? You know
I hate it when you appear out of the shadows with no warning like that.
Well, I didn't get any warning about this little exchange program you
arranged. You should have asked me.
If I had come to you, you would have said no, correct?
Of course I would have, but now I have no choice.
You want us to take classes at Cloud Tower this week?
What is that about?
Can you see me in some gothy witch outfit?
You must understand the dark arts if you are to face Lord Darkar. But
couldn't the witch professors come to Alfea? It's so much more pleasant here.
You must immerse yourself in darkness to learn about it.
I can go with you guys as sort of an unofficial guide.
You know, if you study at CT...
You'll learn stuff about witches you couldn't learn any other way. You know
what a witch once wrote on my locker?
Are you familiar with the story of the gnoll and the trolls?
Think of yourself as that gnoll, living among his enemies and learning who he
was by learning who he wasn't. Yeah, but Miss F, in that story, the gnoll ends up
getting eaten by the trolls?
Well, look who's back.
Myrta.
This old dangerous winding walkway above a chasm of spikes does not a warm
welcome make. At least some decorative handrails would be nice. So why did you
come, Zing? Because I want to be a witch!
Fire burn and cauldron bubble!
Real witches don't fly around on brooms, Zing. You've been watching too many of
Bloom's Earth DVDs.
How come the other pixies didn't come?
They were way too scared.
I ain't afraid of no witch!
Yeah, well, you're all... little... What's the word?
Insane? Hey, Stell, try to keep the fashion comments to a minimum, okay?
I'll try, but I can't let five-inch spiked purple boots go unmarked. Witches
do have some good qualities.
Is ganging up on a person and humiliating them a good quality?
Did that happen to you, Musa?
We're gonna mess you up. Get your hands off me, you witch!
There!
Too late. No spell can help you now.
It's like they say in every fairy tale.
The end.
Look, guys, it's all about pride with witches. They're just always trying to
prove something.
Yeah? Well, they better not try to prove anything with us. What do you call a
fairy without her wings? Dragon food.
Exactly right. And what do you call a fairy with her wings?
Dragon food.
Cute.
I am Professor Edeltrude, and this is Professor Zerothstrom. We're here to
escort you and to warn you. You'd better be careful where you wander, little
fairies. We're not scared of witches, but thanks for the advice. We'll keep it
in mind.
Actually, I was talking about Cloud Tower itself. It's a living creature
with a heart of its own.
This place is alive?
And it doesn't take well to unwanted guests.
Now, let us show you to your dorm.
A witch's magic comes from dark energy, which can be
conjured up from mayhem or misery, or by tapping into one's own dark feelings.
Man, this is so bunk!
Okay, is it just me, or is everyone in this room staring at us?
They're just admiring our fashion and flair. If you came across a hungry
little kitten crying pitifully in an alley, what would you do?
Flora? Take it home and feed it and give it a really cute name. Oh, Flora, that's
so sweet of you. But no!
That kitten's misery would give you enough dark energy to cast at least
three skin rot spells.
Oh, right, skin rot spells.
Wouldn't want to pass up on those.
Why do you think we're really here? We're going to conjure dark energy using
our own feelings.
Exchange students beware.
Bad things happen to those who can't control their dark energy.
Go away, traitor!
Remember, ladies, focus on the thing you detest. Zero in on how much you despise
it and use that disgust to create your energy.
Pretty good. Not dark enough.
Yours is strong. What despicable image are you using?
Wicked.
Clever. Now remember, everyone, the secret to powerful witchcraft is to
embrace darkness and suppress anything light.
I wasn't cut out for witchcraft.
Well, then try thinking of something you despise, Stella.
The problem is I despise darkness and embrace the light.
Professor Griffin, I think something's wrong with mine.
Hmm.
Interesting. Even senior witches don't summon magic that dark.
Well, I've had a bad week.
Get a grip, Stormy. Do you want us to get caught?
I'm sorry, but being in this room is bringing back potion class nightmares.
Well, get over it, Weot.
I'll get over it when we're out of here. Now let's do what we came here to do.
Wicked idea.
But what about the fairies? We can find the codex and still take out a few
fairies while we're at it.
Nice.
Let's pull it off.
Huh?
Well, look who it is.
No way am I working with a fairy.
But what about the project?
We're supposed to make a group presentation on Gandrake Root. It says
here that Gandrake Root grows in Thorn Valley.
You fairies would never survive Thorn Valley.
Come on, let's all just work together and try to get this project done.
Who made you the boss, Bloom? Somebody needs to be the boss, and I don't see
any of you stepping up. Hey, don't be dissing us! Especially not on our turf.
Compared to us, you're a bunch of weaklings. Are you witches calling us
weak? Who saved your butts last semester?
Wouldn't have had to if Bloom hadn't given up the dragon fire.
You know, they kind of have a point there. The dragon fire was taken? Yeah,
that's right! The dragon fire was taken, witch! Well, that doesn't change the
fact that you're a preppy...
Huh?
My girl is not a punk! Got it! You want to step outside?
Everyone needs to chill.
What are you guys doing?
Working together on a project. Well, it doesn't sound like it to me. These
witches won't cooperate.
It's an insult to the school that they're even here.
Think about your differences as positive things. Think of all you can learn from
each other.
Myrta's right. Look, we need to learn more about dark magic. So teach us what
you can and we'll, uh, take you on a shopping spree courtesy of Stella.
Yes! I think I'm gonna puke.
Fairies working with witches?
Sickening! But it gives us more people to witch up before the day is done.
Know what I was listening to the other day?
What?
That first Broken Bones CD.
Remember sneaking out to go to that concert and screaming like idiots?
Junior high rotten.
Better than elementary school, that's for sure.
Oh, what are you talking about? You were friends with the most popular girls back
then. So they found out I was a witch.
Oh, that's how we met, sitting alone in the lunchroom.
Remember the first lunch day here?
You tried to eat with Darcy and she turned you into a dragonfly. You kept me
in a jar for three days.
You know, it was a fairy spell that finally changed you back.
Oh, don't tell me you're here to convert me. Don't worry.
I mean, don't you remember, Murda, witches for life? I'm still a witch,
just different.
I was so mad at you for going to Alfea and ditching me. We were supposed to be
friends forever.
We still are.
Yeah, but you deal in fairy magic now. But I'm still me, Lucy. And I miss my
best friends.
Your combat boots untied, dork.
How's it going, loser?
We hear your big stuff on campus now. Yeah, we saw the trophy case in the main
hall. That most cold-hearted trophy of yours, that was supposed to be mine.
What do you want from me? I didn't do anything.
It's not what you did, reject.
It's what you're going to do.
Just like the old days. We tell you to do something and you do it. No!
You just shot my plate.
Dormy, why don't you remind Lucy what happens to little witches when they mess
with us? No way.
I'll do whatever you want.
Anything, I swear it.
We're going to focus on turning your personal demons into, well, demons with
big horns that will do your evil bidding for you. But fairies don't really have
any demons.
Everyone has demons, my dear. Now close your eyes and focus on your friends.
Think of all the times your friends hurt your feelings or betrayed you.
Think of when a friend tried to make you feel dumb in front of others. Think of
when they tried to steal your boyfriend.
Stop, Professor. That's enough.
Never interrupt the meditation.
She's trying to spell you into getting into fights with each other. This isn't
part of the course.
What? Really? That was a cat fight spell, you guys.
That's not cool.
True.
But I do believe the spell has already worked on you.
I heard about Zarathustra's antics.
I expect every teacher to cooperate with the fairies. We don't like their
presence here. Our accreditation is in danger ever since last year, and
welcoming them here looks good to the council.
If this has anything to do with the Codex, you needn't... Quiet, I think we
have a visitor.
Doraxus Badasho.
You!
Were you eavesdropping?
I'll get her.
Don't bother.
Lucy's not the spying kind. Someone else must be behind this.
Icy, where are you?
No!
Lucy, what's wrong?
Icy, Darcy, and Stormy. They're here.
What?
No. They made me spy for them.
They're after something called the Codex. Who's after the Codex?
Icy, Darcy, and Stormy are here.
Let's get them.
Murtaugh, why don't you go warn Professor Griffin?
Everyone else, let's bust up some witches.
Let's bust up some witches? How exactly are we supposed to do that when they
have that super-powered gloom?
Let's just find them first, but... Well, actually, I find that those witches are
adept at not being found.
Well, do you have an idea?
Yes, I do. We can ambush them at their destination.
Yeah, but they're after the codex.
And we don't know where that is.
I think I can figure it out, but I'll just need a little time.
We don't have time for calculations, Tecna.
Besides, we could end up leading them to the codex. Check this plan out. We
pretend we know where the codex is and then go there and set up a trap to...
Oh, great thinking, Musa. Icy's not an idiot, you know.
If you have a better plan, Stella, just say it.
You know what? Forget this. I'll go find him on my own.
Looks like that cat fight spell did have an effect on us. Whatever. I'm going to
where Lucy laughs all the witches.
Hmm. Hmm? Hmm.
No one even listened to my idea.
Hmm.
My plan is clearly the most logical one of them all.
Hmm.
Hmm. Hmm.
Hmm.
There's some kind of dark life force in the tower.
Aha! It's like Edeltrude said.
Cloud Tower has a heart of its own. Literally.
All the energy in this place flows to and from one center. The codex must be
there. Good job, nerd.
You found the codex. So where is it, mainframe?
Like I tell you.
Booyah.
Check it out, ladies. She left us a map.
Even nerds have their uses.
The codex is ours.
Oh, great. Look who it is.
Nice. Even their student hangout lounge is totally creepy.
I can't get through.
Griffin must have put a barrier around that room.
Well, there are other ways we can get to the tower's heart.
Like what?
We send our power into its veins and take control. It might take longer, but
it's bound to work.
Then let's go take over this tower, ladies.
With pleasure.
Techna! Good goodness.
What happened here, Zing?
Icy knows where the codex is.
Techna figured it out.
It must be at that hard thing.
We've got to break her out of that ice.
Yeah, but Flora, Icy's on her way to the Kodak. Right, but... Go find Stella.
Have her melt the ice.
I'm going to go stop Icy.
Wait for me!
No, you need to stay here and guard Tetna.
What are you talking about?
We never jumped you.
Like I'd forget your ugly face.
You just don't get me, Lisa.
Does anybody else hear that noise?
What's going on? Something bad. Look what this school has come to.
Disgusting. Fairies hanging out in the witch lounge.
Ready, Layla? Let's get them. Yeah, let's do it.
know why everyone has to do it. There you are. What's wrong?
Stupid sophomores.
One down. You're gonna pay for that.
Our power should have reached the heart by now.
So, then let's take control of the tower.
Take statues.
Fight for us. Sweet, it's working. That means the tower is ours. Look out.
We're always rules at school.
witches destroy the statues.
Did your little friend ditch you? Keep her busy.
Peek-a-boo, Bloom.
Optical darkness.
My eyes.
This is going to be so much fun.
Yup.
Let's enter.
I'll never let you get the codex.
All right. Ready, ladies? On the count of three.
We're just about to finish her off for good.
Let's take them out.
Don't bother. The Heart of Cloud Tower is opening.
Now!
You've got to be kidding me. It's an all-new Ninja Turtles, coming up next.
Sonic and friends travel into the intergalactic cloister and into another
dimension.
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