Okay, this is my first crossover fic, so we'll see how it turns out. First things first...

Disclaimer: I do not own W.I.T.C.H., Winx Club, X-Men, or anything associated with them. In fact, about the only thing I do own is this computer, a television set, 5 seasons of Smallville, a diamond necklace, and a platimun ring with a Sapphire stud.

Next item of business, bolded items are
a) an Author's note at either the beginning or end of a chapter
b) a scene change indicating where
c) a noise (usually this will be Bamf!)

Most W.I.T.C.H. characters come up in some form or another considering that the story takes place in that universe. The Winx Club members are Bloom, Stella, Layla, Riven, Helia, Brandon, and the Trix. The X-Men characters are Kurt, Kitty, Rogue, Bobby, and Amara. Other characters appear right before and after the characters come from and return to their own universes, but that's it.

Also, anyone notice how you can make Alchemy a main character but not Aldarn? I find it disturbing.

Reviews are much appreciated and I usually at least try to check out the stories of people who have reviewed my work... note the usually. I sometimes come across stories where I can't get past the third paragraph because of bad grammar, and I am a hard core Caleb and Cornelia fan so I will be wary to read Will/ Caleb stories. For noting other stories, I mostly enjoy Musa/Riven stories, Kitty/Lance or Kitty/Kurt sometimes, as well as random couples of the new recruits. The point is, if you have a Will/Caleb, Flora/Riven, Rogue/Kitty/Kurt threesome crossover... chances are I will steer clear unless you indicate that you have just written one because I placed the possibility here.

A Mis-Teleportation

"Guardians unite!" Will yelled as Miranda charged at the five Guardians. It had been a normal day in Heatherfield when a giant, hairy, evil spider had decided to drop in on the picnic the five girls were sharing. Meridian was completely safe… it was just that even the Guardians deserved a break once in a while. They had been the Guardians for four years now, and not too much was different in their lives before they entered their junior and senior years of high school. It was about a month earlier that a new dark power had stripped Elyon of her powers, though it failed to capture it for itself. Instead, Elyon's powers were trapped in a stone, and the whereabouts of the stone were completely unknown.

"Where is the stone?" Miranda demanded.

"You think we'd tell you?" Irma asked.

"Ha!" Cornelia laughed. Then continued, "If we knew where the stone was Elyon would have her powers back by now."

"Cornelia," Taranee growled. "We were trying to keep that a secret."

"The secret's out," Miranda laughed before launching herself at Hay Lin. "And so are you."

"I don't think so," Hay Lin said with a smile as she flew out of Miranda's path. "But have fun on this next ride." With that, she created a tornado, throwing Miranda high in the air.

"My turn," Taranee said blasting Miranda's webs with fire as the webs flew in different directions trying to catch the girls.

"I hope you don't mind being a little wet," Irma said dousing the spider. "Because the forecast now calls for torrents of rain all focused at you."

Miranda rolled away from the Irma's attack, then threw more webs, this time at Cornelia. Before she could fly out of the way, she was wrapped tight. "Like, eww, get me out of this stuff."

"Not likely," Miranda said jumping over her so the other four couldn't reach her.

Meanwhile in an entirely different dimension:

"Get us out of here, Stella," Tecna yelled as her digital shield began to crack. The Winx Club, plus their boyfriends, were fighting against the Trix… again, only this time, the Trix had back up, and a lot of it. The Winx Club was losing without the help of their schoolmates.

"Right," Stella nodded and held up her scepter. However, just as she was transporting them out of harms way, the Trix cast a spell. Instead of helping all of them, she only transported half of them, and into an entirely different dimension, leaving her exhausted when they arrived.

"Oh, I'm gonna kill that girl," Musa growled seeing that Stella was gone, along with Bloom, Layla, Brandon, Riven, and Helia.

"But, we have a slightly larger problem to deal with right now," Prince Sky said pointing to the surrounding enemy.

"Maybe we could just talk about this," Flora said as the enemy closed in.

"Or we could just get out of here right now," Nabu said, grabbing Sky's arm and taking to the air. Flora and Tecna each grabbed one of Timmy's arms and they, along with Musa, followed.

Back in Heatherfield:

"What's that?" Bloom asked as she saw fire not too far.

"I'm more interested in where we are," Brandon said as he looked around.

"Or why Musa isn't," Riven said with a growl.

There was an explosion where the fire had been a few moments earlier. "It doesn't matter about that now," Bloom said. "There's trouble and we're going to handle it."

"Brandon, you keep Stella safe," Layla said before taking off after Bloom.

"Come on, Riven," Helia said taking off down the street after Layla and Bloom. "People might be in danger."

"And Musa isn't, wherever it is that Blondie left her?" Riven growled. "Mind you, your girlfriend is stuck there as well." When Helia didn't respond and just kept running, Riven rolled his eyes and took off after him.

"Don't you look delectable when you're absolutely helpless," Miranda said spitting more web at the guardians.

"Looks like you need some major spider repellant," Bloom yelled before hurling several fireballs at Miranda.

"What in the…?" Will questioned as Bloom and Layla flew into the battle and pulled Miranda off Cornelia.

"Cornelia, are you alright?" Hay Lin asked using a tornado to pull the webbing off the blonde.

"I will be," Cornelia said picking herself off the ground. "But who are they?"

"We are the ones saving your butts," Layla said blasting Miranda into the fold she had used to get to Heatherfield.

"Thank you for the help but we are perfectly capable of kicking Miranda's butt ourselves," Irma said.

"Oh yeah?" Layla asked, flying up to meet Irma.

"Yeah," Irma practically growled.

"Hey," Hay Lin yelled. "Stop fighting!"

"Look, people are bound to come see what those explosions were," Taranee said looking at Will. "So we might want to power down."

"Right," Will nodded. She called their powers back into the Heart of Kandrakar. Bloom and Layla looked at one another, before following their example and returning to their human forms.

Someone burst through the trees and looked around, his black hair blocking his eyes. The five Guardians looked at him oddly. They weren't too accustomed to seeing young men in what seemed to be a spandex body suit with a cape. A moment later, another young man appeared with spiky red hair and the same suit.

"Helia, Riven, you just missed the battle," Bloom said.

"Not that you could have helped," Layla said, looking pointedly at Riven. "Bloom and I handled everything."

"We had everything under control," Irma said slowly.

"It wasn't you that blasted the spider through that portal," Layla snapped.

"It's called a fold," Irma said with a growl.

A smirk grew on Riven's lips. "You made an enemy even faster than I did, Layla," he said with a laugh. "Congratulations."

"Okay, stop it with the fighting," Cornelia said. "Let's get to the who are you and why do you two have wings and shiny outfits?"

"Why do we have wings?" Bloom asked. "We're fairies. What about you five?"

"We're called Guardians," Will said looking at the four.

"But we like to go by WITCH," Hay Lin said happily. "We're Will, Irma, Taranee, Cornelia, and I'm Hay Lin. How about you four?"

Bloom and Helia both smiled. Hay Lin's happiness could be contagious. "I'm Bloom," Bloom began. "Those three are Helia with the black hair, Riven with the red, and my girl here is Layla."

"Your girl?" Cornelia asked, one of her thin eyebrows rising slightly.

There was a pause; Riven was snickering. "Not like that," Layla snapped quickly. "Just friends," she further ensured that they wouldn't have that misunderstanding again.

"Sure," Irma nodded before turning out of the park. "Since our lunch has been totally ruined, I'm thinking Won Ton soup. What do you say we go to the Silver Dragon?"

"You have Won Ton soup here?" Bloom asked excitedly. She looked around. "Where is here, exactly?"

"Heatherfield," Will said.

"You're not from around here, are you?" Taranee asked.

"What tipped you off?" Riven asked.

"I've never heard of Heatherfield. What planet are we on?" Layla asked after a moment.

"Earth," Hay Lin said happily.

"That's your specialty, Bloom," Riven said.

"But, I thought I was the only one from Earth with any powers," she said after a moment of thought.

"Are you guys coming or not?" Irma yelled when she was at the edge of the park.

"Wait for me," Cornelia yelled turning and following the brunette.

"Want something to eat and we can talk at the Silver Dragon," Hay Lin said.

"Is there anything for a vegetarian?" Helia asked following the three girls not in a hurry to get to the restaurant.

"Um, I think you three are forgetting something," Riven said speaking to his, well, teammate, friend's girlfriend, and girlfriend's friend. They looked at him.

"Stella and Brandon are still where we appeared," Layla suddenly remembered. "We need to get our friends."

"I'll go with you," Will said. "That way I can take you to the Silver Dragon afterwards."

"I think I'll follow whoever is getting food first," Riven said following the direction Irma and Cornelia had disappeared to.

"No surprise there," Layla murmured turning toward where Stella and Brandon were still. Bloom and Helia joined her, along with Will.

"So, you three are fairies?" Will asked after a few minutes of silence. Walking was nowhere near as fast as flying or sprinting.

Layla and Bloom laughed as Helia blushed slightly and coughed to clear his throat. "Um, I'm not," he finally managed. "I'm a Specialist."

"A what?" Will asked.

"Basically, he's a hero," Layla said. "Or, supposedly, they're heroes. Usually we end up doing all the saving."

"Sadly, that's true," Helia admitted shaking his head and looking toward the ground.

"What about you?" Bloom asked. "You're Guardians?"

"Uh, yeah," Will nodded. She showed them the Heart of Kandrakar. "Our powers originate from this. It's the Heart of Kandrakar. We each have an element."

"There are five of you," Helia said. Will just nodded. "There are only four elements."

"Well, there's a thing called Quintessence," Will explained. "It's like lightning."

"My power comes from my home planet, Sparks," Bloom said. "It's called the Dragon Fire."

"I get my powers from Tides," Layla said. "I can control and shape a substance called Morfix."

"Bloom! Layla!" Stella voice was heard when they turned the final corner. Stella was sitting on a bench and Brandon was pacing behind it. Stella jumped to her feet and ran to her friends, until she noticed Will. "Did Riven turn into a girl?"

"Unfortunately, no," Layla said. "Stella, this is Will. Will, our friend Stella."

"Fairy as well?" Will asked. "And I'm assuming he's a Specialist." She motioned to Brandon.

"Yep," Stella said. "Um, where are we?"

"Earth," Helia, Layla, and Bloom said together. Bloom continued, "But not in Gardenia."

"I don't know what those witches did to me," Stella said pulling her ring off and inspecting it as she spoke. "But I don't think I shouldn't use it until we've lifted the spell."

"Riven's not going to like that idea," Boom said.

"Ah, the poor boy will live," Stella said.

"Let's get to the Silver Dragon," Will said. "They'll be wondering where we are." As if on cue, Will's phone rang. She reached into her pocket and pulled it out. "Hey, Matt. You're at the Silver Dragon too? We're on our way. Give us ten minutes."

"Who's Matt?" Layla asked as they turned back.

"My boyfriend," Will said, her cheeks flushing a little.

Meridian:

"Come, Queen Elyon," Aldarn ushered Elyon to hurry through the tunnels. "We can't allow this evil to capture you."

"Take her to the Infinite City," Caleb instructed Aldarn. "You go with them, Dad, to help protect Elyon. Drake and I will hold off the charge as long as we can."

"Be careful, Caleb," Elyon said as she followed Aldarn.

"He'll be fine, your Majesty," Jullian assured her. "He always is."

Caleb and Drake stood ready for the attack they knew was coming. They had escaped from a battle not long before, and the evil, whoever, or whatever it was, had failed, yet again to capture Elyon.

Before he could react, a green glowing mace wrapped around Drake's neck and pulled the warrior to the ground. Caleb ran to help his friend, but was then attacked by the evil itself. That's when he heard the laughs, the distinct laughing of three females.

What do you think so far? I do love constructive criticism. Also, the story isn't near done, so I don't know how often I will be able to post and I am open to suggestions. I might even be open to co-writing this if my time begins to get stretched too thin because I do have other fanfics, as well as a fictionpress account and school on top of all that.

Also, title suggestions, anyone?