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Previously on Winx Club.

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What?

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You want us to take classes at Cloud
Power this week? What is that about?

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You must understand the dark arts if you
are to face Lord Darkoth.

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Now remember, everyone, the secret to
powerful witchcraft is to embrace all

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darkness and to suppress all light.
Let's find the Codex and take out a few

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losers while we're at it.

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I see Darcy and Stormy. They're here.

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Look out!

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It's like Edeltruth said. The Cloud
Tower has a heart of its own. Literally.

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And all the energy in this place flows
to and from that heart.

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The Codex must be there.

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Let's take him out.

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Don't bother. The heart of Cloud Tower
is opening.

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Not here, I see. And not anywhere where
the likes of you will find it. The likes

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of us? Yes.

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Girls I kicked out of school who run
errands for Lord Darkar. We'll be doing

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the kicking this time. Don't forget.

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you should revive you pretty quickly.

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My head's killing me.

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Hate to say it, but that's what you get
for trying to face those witches alone.

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You did not just say that. I mean, where
were you, Stella?

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Guys, I feel like my powers are
weakening.

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All our powers are weakening.

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It's Cloud Tower Syndrome.

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What's important is that we stop arguing
and work together from now on.

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Exactly, Techno. That's precisely what
I've been saying this whole time.

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wonder run off. Come on.

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Detailed.

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That stupid peckna tricked us. Yeah, as
if.

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I wouldn't give that loser robo-nerd
that much credit.

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So you don't think it was a trap? You
think those fairies really have no idea

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where the codex is hidden? They're just
as clueless as we are.

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What's our next move?

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What if we keep sending our energy into
the heart? We could seize full control

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of the tower.

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And then we could just get the power to
hand the codex over to us and destroy

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everyone else.

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Musa, are you awake?

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At least one of us is able to sleep in
this creepy place.

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Good morning. I trust you all enjoyed
your complimentary continental

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breakfast.

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Sorry, witch humor.

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But I do hope you were able to rest and
recover your strength.

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Surprisingly. Well, not all of us. Too
bad, because I'm counting on all of you.

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Very early this morning, I see Darcy and
Stormy launched an attack on Cloud

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Tower. They're sending their dark energy
through its veins in an attempt to take

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control of its heart. We must stop them
at all costs.

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What happens if they manage to get
control of the tower's heart, Miss

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Griffin? Cloud Tower itself becomes our
enemy. Whoa, wait!

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And the tower together?

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There's no way that we could survive
that. It's not going to happen.

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These ruby coins will help you track the
witches. They light up whenever powerful

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dark energy is nearby.

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Know what I'm thinking?

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A necklace. I want you to split up into
pairs and hunt those witches down.

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But we just agreed last night to stick
together.

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That's right. Is there some way that we
can at least keep in touch with each

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other? I will teach you a simple spell
that will allow you to communicate using

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the walls of the tower.

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Exclamo!

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Okay, you just made a weird ear thing on
the wall.

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It will allow you to keep in touch with
your friends. Help is one spell away.

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That is so sweet. They're splitting up
into groups of two.

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Not only sweet, but dumb. We'll pick
them all one pair at a time.

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I think these witches study with all
these spooky, creepy noises and things

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all the time. I don't know. It probably
inspires them or something.

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Uh, it sounds like a haunted house.

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Don't worry.

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The ghouls and goblins mostly come out
at night, Flora.

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Mostly.

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Something's coming.

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What is it?

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Feeling a little jumpy, are we?

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I didn't think strong fairies like you
scared so easily. Scared? What do you

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mean scared?

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Who's scared? We're not scared. Not
really.

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Don't let this tower's negative energy
get the best of you. Oh, we won't. Good

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luck.

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Okay, Flora. We seriously gotta pull it
together.

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No way! You're out of your musical mind!
Mind, Excessive Baggage is a much hotter

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album than Anger Management.

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Speaking of Anger Management, I think
it's safe to say that our good friend

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Stormy blew through here.

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You shouldn't be so hard on yourself.

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Guessing the codex was in Cloud Tower's
heart was a good guess. I made a

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ridiculously illogical leap in reason. I
assumed... We all make mistakes, Hefna.

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Not me!

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I don't!

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Hey, weren't you saying something about
digitally enhancing the ruby's power

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earlier? That's right. I'm glad you
reminded me. I almost forgot.

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This may take a few moments.

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Did you hear that?

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Bloom, wait!

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I'd rather not spend another afternoon
encased in ice. Don't worry, I'm not

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going to leave you alone.

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Headmistress Griffin.

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Where are you taking the Tome of the
Coven? To the heart of the tower.

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I must try to repel Icy's magic.

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It's likely she's focusing on picking
off those Winx girls.

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Yes, that's exactly what I'm counting
on. Using live bait to buy yourself some

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time? How wicked.

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Wait, what's that?

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I thought I heard something. You don't
have to be scared, Lucy.

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It's just that... Icy and her friends
always bully me around.

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And now they're here and they're
stronger than before. Hey, so are you.

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Professor Griffin. You seriously
startled us.

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So how's this work exactly?

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The hologram is a simulated synthetic
energy model of Cloud Tower.

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Okay, I have no idea what that means. By
channeling the ruby's magic through a

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digital hologram, we can monitor the
entire castle from this room. You're

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about to tell me there's a cat, right?
Well, we'll have no warning system while

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the two sync up. Oh, great.

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Did I just hear a growl?

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I've been watching too many movies.

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The negative vibes in this tower have
got me so on edge.

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Yeah, me too.

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Forget this splitting of the pairs bug.
I'm going to contact Myrta and Lucy.

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Try to meet up with them.

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Yeah, good idea.

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Exclamo, Myrta!

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Myrta, it's Layla. Can you hear me?

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Ground control to Myrta. Over.

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Why wouldn't she answer?

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Something is not right.

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How can you say Drop It is the single of
the year that lo-fi, inner-realm, sample

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-heavy crunk is so less decade? Do you
even know what any of those phrases

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mean, Stella? I don't need to be a
musical expert to know a bad song when I

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hear one.

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Hmm. What are you doing? I'm not going
anywhere until you admit I'm right.

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Is your brain candy-coated? We're trying
to save the universe and you want to

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argue top five?

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I resent that you always think your
musical opinion is, like, superior to

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everyone else's. I can't help that I
have good taste.

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Sorry. I can't hear you, darling.

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All right. We're online.

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That's awesome.

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So how is it looking?

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I can see activity in the whole tower.

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So what are the witches up to?

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Uh-oh. What uh-oh? They're ambushing two
fairies in the cafeteria.

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Oh, no.

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Our new wall decor really ties this room
together.

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So, should we keep adding to this hip
wall collection?

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Or send more energy into the heart of
the tower so we can get the codex? Well,

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the codex isn't going anywhere, right?

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Good point.

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Let's motor.

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I don't believe this.

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Not that I have a finger to point, but
you know whose fault this is, right? Not

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mine. You were the one in charge of the
ruby, but instead you're arguing top

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five. We're stuck now.

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You want to keep going? Why not? Let's
do top five one-hit wonders.

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Layla, I'm really worried about Myrta
and Lucy.

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Maybe they just didn't hear us.

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I know, but why wouldn't they hear us?
Tecna, I think I'm going to check up on

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Flora and Layla.

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Exclamo, Layla!

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Is that you, Bloom? I think the witches
got Myrta and Lucy.

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They got Stella and Yusa, too.

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Where are you? I think Tecna and I are
in the classroom that belongs to that

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weird witch teacher.

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We're on our way.

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Um, Bloom?

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Speaking of which, pun intended, we have
some strange activity here.

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Tell me, why is it that my puns are
never considered funny?

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I see magic is taking hold.

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Tome of the Coven, I ask you to send me
your power and help me protect the heart

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of our great fool.

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Tracy's getting control.

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She's going to use the tower to delete
us all. Yeah, and then they can just

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steal the codex without even a fight.
What do you mean by codex? Forget that.

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What do you mean delete us all?

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There's no time to explain right now.

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Isn't there a way to use the ruby
hologram thing to find the codex before

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the witches do? The ruby stones only
track dark magic. We need to think

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there's got to be another way.

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Did somebody order some annihilation?

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Ready to be frozen again?

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if I wipe out Bloom myself.

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Darcy, do you mind? Go right ahead.

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This is gonna be great.

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Lightning shock!

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You don't stand a chance against the
Gloomix loser, and you know it.

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Heck not. New plan.

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Their rate of acceleration is
accelerating.

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Okay, and that means... They're going to
catch us. And when we do, we're gonna

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put an end...

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losers once and for all. Dominic DiExo
Discalabon Dindalabon DeExo.

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Bolt of lightning. It looks like we're
done for, Blue. Ah!

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What is that? Some kind of wall.

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Poor Bloom and Tecna. The witches must
have beat us here. Don't worry.

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We're okay, you guys. Yeah, and it looks
like Griffin regained control of the

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tower. For now.

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I will not let Griffin beat us. We're
stronger than her. We've got to be able

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to take control back. Forget control. I
say we pour everything we've got into

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that heart and destroy it.

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Good idea. If we can't control Cloud
Tower, no one will.

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Are you guys all right?

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The witches are trying to destroy the
heart.

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It's going to get ugly. Get back to your
dorm room immediately.

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Huh?

203
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Uh... There was, like, a door here just
now, wasn't there?

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You mean that door?

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Don't see the...

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The tower's going nuts!

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00:16:24,220 --> 00:16:25,900
We've got a bucket, you guys!

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What?

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Look at the tower.

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It's so thick.

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Hey, have you ever noticed that there's
four spires up there?

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And yet there's only three stairwells
inside the tower.

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What do you think they're hiding?

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Let's go find out.

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00:16:53,880 --> 00:16:58,120
We're flying in the mines of the tower
right now. It's like a void. The only

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way out is through visualization.

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What are we supposed to visualize? Just
picture yourself back in a normal

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hallway and you'll be there.

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A fire?

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No stairs.

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The codex has got to be in there. For
sure.

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So how do you suggest we get inside?

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Let's politely knock.

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Brig! I am Discord, a pixie of Cloud
Tower and guardian of the Codex. Back

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off, witches!

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Why stick me in a wall?

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You're gonna pay for that!

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Their power is so strong, girls, we're
going to have to use Convergence. Wait,

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but... We can't defeat this stealth.
There's no time. Just do it!

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A meditating fairy is such an easy
target.

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So is an overconfident witch with her
back turned.

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Stupid pixie. Come on. Let's blast these
witches into oblivion. No, let's just

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capture them. We should put a shield
around the codex first.

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But I thought you needed harmony to do
that. You do.

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Let's book!

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They must return to Alfea to replenish
their wings. Now Darkar has two of the

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00:19:15,470 --> 00:19:16,329
four pieces.

238
00:19:16,330 --> 00:19:20,090
And he'll soon have the third if they
don't figure out how to fight together

239
00:19:20,090 --> 00:19:23,090
and trust one another. Why do you say
that, Headmistress?

240
00:19:23,450 --> 00:19:26,490
Because he'll be attacking Alfea next.

241
00:19:30,910 --> 00:19:31,950
Hey, fight fans!

242
00:19:32,290 --> 00:19:34,970
It's Leonardo versus the new Shredder!

243
00:19:45,270 --> 00:19:48,510
So my friends and I were in for a rude
surprise.

244
00:19:48,970 --> 00:19:51,130
Patina no longer owns the magic shop.

245
00:19:51,180 --> 00:19:55,730
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