A/N: Hey guys! This idea has been floating around in my head for some time: what if Helia had lost his memories instead of Sky? So I had to write it down and I've planned out the major plot points of this story so hopefully it will be good haha. I hope you enjoy it!

Summary: "Helia, watch out!" Flora cried out in warning but it was too late. Now with his memories gone, all Flora can try and do is help him regain them and for him to remember her… and make sure he doesn't fall for Princess Krystal in the process. Alternate Season 5.


This is my friend… Flora.

My friend…

Flora… friend…

Friend.

Helia's words were flying around Floras head as Sky and herself trailed the rest of the Winx on their way to the Magic Archive. Did Helia really see her like that? As only a friend? Flora bit her lip as she watched her feet. How did her boyfriend… sorry, friend know the Princess of Linphea? And why had he never mentioned Krystal to her? It just didn't make sense to the Nature Fairy. Combined with stopping Tritannus and discovering they needed a new power and transformation just for that, it had been a stressful day for Flora.

Sky who was walking next to the shy fairy, was also stuck in a bit of a rut. Losing the pendant of Erakylon was weighing heavily on his mind. He couldn't believe that he had dropped it into Earth's oceans. He would probably never see it again. Glancing over to Flora, he couldn't but frown in concern when he saw the sad expression on her face. Suspecting it had to do with that girl who had called out to Helia, Sky struck up a conversation with Flora.

"Who is that girl with Helia?" He asked, motioning back to the courtyard.

"Princess Krystal of Linphea, they're old friends." Flora replied.

"Oh." Sky said, a bit surprised at the normally sweet fairy's bluntness. His frown grew deeper as he watched Flora look sadly at the ground before she quickly changed the subject.

"So… did you give Bloom the pendant?" She asked. Flora was the only member of the Winx that knew about the gift Sky was going to give to Bloom. She had seen him with it at the Frutti Music Bar before all the stuff went down at the oil rig.

Sky looked incredibly guilty as he looked up at the ceiling. "No. And you know, Flora, I could use some advice." He said, knowing that out of all Bloom's friends, Flora was the one he could trust with what to do after he lost the pendant.

"Ok!" Flora nodded, her sad expression changing to one of curiosity.

Sky opened his mouth to ask what he should do but Aisha interrupted their conversation. "Here it is! The Magic Archive!" She pointed to the wall in front of them.

"I'll ask you later." The Prince of Erakylon whispered to Flora who nodded as the wall transformed into a door way

"Whoa!" Sky gasped in amazement.

"Check it out!"

"Wow!"

"Amazing!"

The exclamations came thick and fast from the Winx and Sky. Flora, being the last one to enter the Archive, didn't bother closing the door behind her as she knew that no one was near. The Archive was filled from top to bottom of book shelves.

"Ugh, where do we begin?" Stella wondered as she looked around.

"We could look under 'S' for Sirenix!" Aisha suggested.

"Or 'F,' for fat chance." Musa replied smugly and Flora stifled a laugh as Bloom stepped onto a platform that started to move up so she could search higher.

"A special book should be in a special place." Bloom muttered to herself.

"Shall we?" Sky motioned to Flora as they began to look on the lower shelves to find the Sirenix book.

"Commencing scan!" Tecna called out as she used the scanner on her phone.

"Cool!" Flora smiled her first real smile in hours as Tecna's phone projected a search program.

"Nice to see you smiling." Stella whispered to the Nature fairy, she had also noticed how sad Flora had been and was planning on cheering her up later on… which also involved making sure that Krystal never made a move on Helia.

"Scan complete!" Tecna announced. "I believe an environmental analysis will reveal the location of the book." She said confidently. Just then, a purple lightning bolt blasted down behind them and revealed Icy, Darcy and Stormy.

Just when my day couldn't get any worse. Flora thought as she glared up at the Trix.

"Hey you guys, looking for something to read?" Icy greeted them, a lazy smirk on her face.

"The Trix!" Bloom growled and ran to the edge of her platform.

"Hello Winx!" Icy cackled as she glided up to where Aisha, Musa and Bloom were.

"Did you miss us?" Darcy crowed as she and Stormy circled Stella, Tecna, Flora and Sky.

Icy's laughter turned menacing as she fired some icicles towards Bloom, Mus and Aisha, causing the three fairies to leap off their platforms. Sky quickly drew his phantom blade and Icy then noticed the prince. "Prince Sky! New hair?" She asked as she fired more icicles towards him which Sky deflected.

"This is so not my day." Flora sighed as she stood next to Stella, ready to fight.


Meanwhile, in the Alfea courtyard, Brandon, Helia and Krystal were laughing at a joke that the squire had just told. Helia was leaning towards Krystal, a smile on his face as he caught up with his childhood friend. It was really good to see her, he hadn't seen her since they were children. In the back of his mind, he was wondering how Flora was going along with Sky and the Winx in finding the Sirenix book.

Just then, the three heard a crackle of lighting. Krystal gasped and Brandon and Helia quickly looked towards the noise.

"Trouble." Brandon muttered before looking at the pacifist. The two Specialists nodded before running towards the Magic Archive. "That could've only been the Trix!" Brandon said to Helia.

"But how did they get in… never mind, come on Brandon!" Helia shouted.

"Right behind you, bud!" Brandon replied as the two readied their weapons, Brandon's broadsword hummed dangerously while Helia readied his laser strings.

Behind the two Specialists, Krystal tried to keep up with the two. She was worried about Helia and wanted to help in any way possible. "Helia, wait!" She called out.

"There's no time, Krystal!" Helia called back. "Flora could be in danger!" The two young men reached the Magic Archive only to see Flora on the ground with Stella standing slightly in front of her to protect the Nature Fairy after she had been hit with one of Stormy's lightning bolts.

"Looks who's here!" Stormy smirked in delight noticing Brandon, Helia and some new girl. Fresh meat. Stormy thought, eying the two Specialists and the fairy in glee. Thanks to the boost of power she and her sister's had gotten thanks to Tritannus, Stormy knew that these losers couldn't touch her.

Helia gasped when he realised how much danger his precious flower was in. "Flora!" He called out.

Flora was on all fours as she tried to recover from Stormy's attack. It had packed a punch. Hearing Helia and then Stella's horrified gasp, she looked up to see Darcy behind Helia. Panic filled her. "Helia, watch out!" She cried out a warning but it was too late. Cackling, Darcy aimed and fired her attack directly at Helia.

It all seemed to happen in slow motion for Flora. She could only watch in horror as Helia turned around and get hit with Darcy's attack. Flora's scream filled the Archive as she watched her beloved hit the floor hard head first before skidding across it and coming to a halt, unconscious.

"HELIA!" Scrambling to her feet, the Nature Fairy ran over to Helia but Krystal had reached the injured Specialist first.

Turning Helia's body over, Krystal shook him slightly to see if he would respond. "He's hurt!" She exclaimed as Flora reached the two.

"Helia!" She cried as she knelt down by Helia's side.

"I have healing powers," Krystal looked at Flora. "I can save him."

"Thank you Princess Krystal." Flora looked at her gratefully as the two hoisted Helia onto their shoulders and dragged him out of the archive. Flora gently placed Helia onto the floor once they were out and moved away so that Krystal could use her magic.

Krystal frowned in concentration as she summoned her magic. "Healix Awake!" She said, placing her hands on Helia's chest.

Flora gasped as she watched Krystal before she turned away, unable to watch as Krystal had placed her hands where Flora's hand should be. She crossed her arms before she heard Helia gasp.

"I think he's coming around!" Krystal announced and Flora quickly moved to stand next to her.

"Thank goodness." Flora sighed in relief as Helia sat up. "Helia, how are you?" She asked as the pacifist looked around, slightly confused before resting his gaze on the two fairies in front of him.

"Girls! What's going on?" Faragonda and Griselda ran towards the three.

"Ms Faragonda, Ms Griselda, it's the Trix! They're in the Archive!" Flora explained. The two teachers nodded before heading into the Archive.

"…Who were they?" Helia asked and Flora's eyes widened at his question.

"It was Ms Faragonda, the headmistress of Alfea and Ms Griselda, the head of discipline here. Surely you should know that?" Krystal answered before addressing Flora. "He knows that, right?" She asked her in a low tone.

"Yes, he does." Flora said softly before kneeling down and taking Helia's hand. "Helia, do you know who I am?" She asked.

"…No. And who is this Helia you keep talking about?" Helia answered, a puzzled expression on his face and slipping his hand out of Flora's grasp. He had no idea who these two girls were and where he was… come to think of it, who was he?

"Oh no!" Krystal gasped, realising what had happened. "I thought I had healed him."

"Flora! Helia! Krystal!" The Winx, Sky and Brandon had made their way towards the three while Faragonda and Griselda chased the Trix out of Alfea.

"Flora? You ok?" Aisha asked her best friend in concern as Flora stood up, swaying slightly. Flora turned to look at her friends and their eyes widened at how pale the Nature Fairy had suddenly gotten.

"He doesn't remember." She whispered before her legs gave out from beneath.

"Whoa! Easy girl!" Brandon lunged over and caught her before Flora hit the ground.

"Krystal, can you help her?" Stella asked the other princess.

"No." Krystal shook her head. "I need time to have my powers at full strength before I can heal again." She sighed.

"What happened to Helia? I thought you had healed him?" Musa asked.

"I thought I did but Helia doesn't seem to remember who he is or who Flora and I are right now." Krystal replied.

"Shit." Sky exclaimed under his breath.

"I'm taking Flora back to your dorm girls, she doesn't look so good." Brandon said, adjusting the Nature Fairy so she was more comfortable in his arms. Flora's eyes fluttered closed.

"Alright. We'll go with you." Bloom nodded.

"And I'll help Helia." Krystal said before taking the pacifist by the arm, helped him up and walked away.

"What did Darcy do to Helia?" Sky wondered as the group walked back to the dorm.

"You saw how strong the Trix were Sky, we were lucky that no one else got hurt." Bloom sighed, opening the door for her friends. Brandon entered and gently placed Flora on the couch.

"Flora… time to wake up now." Aisha said, gently shaking her. Flora moaned and opened her eyes and looked around. There was Aisha, her eyes full of concern and worry, Bloom was stroking her hair, Stella, Musa, Tecna, Brandon and Sky were also at the end of the couch. But… where was Helia?

"Where's Helia?" Flora asked, her green eyes scanning the room as she sat up.

"He's with Krystal." Bloom answered.

"Oh no. No, no, no, no!" Flora cried in horror.

"Flora? What is it? Why is that bad? She is trying to help him regain his memories." Stella said in confusion.

"It's bad because…" Flora said as tears filled her eyes. "It's bad because he introduced me as a friend to her… not his girlfriend… his friend."

"Seriously?!" Musa growled and Sky suddenly realised why Flora had been so upset before.

"Helia wouldn't say that on purpose though…" Brandon frowned thoughtfully.

"And now he's lost his memories and what if he wants her now and doesn't remember who I am or what we had…" Flora began to ramble.

"Not good." Stella muttered. "Snookums, Sky, go get Helia and take him straight back to Red Fountain, make sure that… that, thing doesn't get her claws into him." She ordered. Brandon and Sky nodded, kissed their respective girlfriends goodbye, gave Flora a reassuring hug before they went off to find Helia.

"He doesn't remember me." Flora repeated over and over again.

"Helia's broken her." Tecna whispered to Musa.

"More like Darcy's broken her." Musa answered, just as softly. "And she's going to pay for it next time I see her." She vowed as she stalked over to the window and watched as Brandon and Sky grab Helia and placed him on Brandon's leva bike. Brandon mounted the bike and Sky mounted his and the three men took off towards Red Fountain.

"What am I going to do?" Flora looked up at the Winx.

"You're going to help Helia get his memory back." Aisha said. "And we're going to help you as much as possible."

"And the guys will too. I've messaged Timmy to tell him what's going on and to tell Saladin." Tecna said, sliding her phone into her pocket.

"Don't worry Flora, we're going to help Helia remember you." Stella vowed.

"Thanks guys." Flora gave them a watery smile. I'll help you Helia. I will get you to remember me.


A/N: And that's the first chapter done! I'm going to be exploring Flora's relationship with each of the Specialists in this story. I really wished they had made Helia lose his memories in Season 5 because I think that would've made much more sense than Sky haha. It seemed to be where they were going and then they changed their minds. I think the whole Flora/Helia/Krystal thing would've been so much better. Also expect to see cranky Flora in this a lot haha. Anyways, thank you so much for reading and don't forget to leave a review! xx