Disclaimer: The Hulk is threatening to smash me if I claim to own the rights to either franchise. Clearly I don't.

Elyon let out a slow groan as she steadily regained consciousness. Her head was pounding and she wasn't really sure she wanted to open her eyes.

"Ah, you're finally awake, dear sister." A cold, mocking voice told her and Elyon's eyes snapped open sharply to see the face of Phobos looking at her. Suddenly pulling back, she felt her back hit the back of the chair she was sitting in. Which looked suspiciously like a throne. (I've spent WAY too much time thinking about this whole 'being royal' thing, she thought to herself.)

"Now, now dear sister, I'm your older brother." He said in a caring voice, but there was a distinctly threatening tone beneath the surface that send a shiver down her spine. "Now shall we begin?"

"Begin what?" Elyon demanded, only for Phobos to grin at her as he sat down. It was then Elyon really noticed the chair that she was in. Or more accurately, tied to. Black vines held her by the ankles and wrists. The chair itself had a high, black back and on the two solid armrests were various runic symbols that made the hairs on the back of Elyon's neck crawl, even if she didn't understand them.

As identical vines settled on Phobos, he let out a cold laugh. And an agonising pain shot through Elyon as the ceremony began.


Will, Irma, Taranee, Cornelia and Hay Lin spread out, desperate to find their missing friend. (Cornelia had finally managed to calm down enough to change back.)

"Elyon, where are you?" Will murmured to herself as she scanned the ground below her. Four hours searching and still there was no sign of her. And they were running out of time.


Eleven hours later

As Elyon slipped into merciful oblivion as she lost consciousness, Miranda slipped away from the proceedings and gazed at the sunset.

Swallowing hard, Miranda turned and stared into a pool of water, at her reflection. She felt…confused. The air Guardian had rescued her, despite the fact that Miranda was the enemy and it confused her. More to the point, it left Miranda in her debt.

"If the guardians don't get here soon, they will not survive." Miranda murmured to herself. "It's time for me to repay my debt."

Raising her hand to the sky, Miranda fired a bolt of white magic into the sky.

"What are you doing!?!" Cedric bellowed from behind her.

"Oh f-"


Cornelia was wiping away the sleep from her eyes when a sudden burst of white magic illuminated the sky, creating a sudden adrenaline rush that swept her tiredness away in an instant.

"That way!" Will bellowed, pointing towards where the light had come from. (Somewhat unnecessarily, Cornelia thought to herself. Everyone was flying towards it anyway.)

"Please let us get there in time." Cornelia prayed under her breath.


Miranda was pinned to the ground by Cedric, with her arm twisted behind her back.

"What did you do that for?" he snarled. "Now our lords ascent to his full potential is at risk!"

"Please, I don't care for Phobos!" Miranda said, tears running down her cheeks. "Only you. Please, I owed them a life debt, surely you can understand?"

Suddenly the pressure on Miranda's arm fell away, as Cedric stepped back.

"Damn you Miranda!" he cursed quietly, as tears slowly started to run down his eyes. "I LOVE you for crying out loud! But I need you guarantee that you will never endanger our plans like this again." And he pulled her into a powerful kiss.

A huge gust of wind sent them both flying. Turning, they saw the Guardians as they smashed their way into Phobos's lair.


Phobos's eyes turned towards the ceiling as the guardians smashed through the door. Flying in a V-formation, with their redheaded leader Will Vandom in the lead, Phobos grinned.

"Should've stayed away little girl." He sneered to himself. Glancing over to his sister, he stood up. With the amount of power he'd stolen, the girl was in a comatose state and wouldn't really present a challenge even if she were awake. Not yet, anyway.

Cornelia smashed herself unto the ground, anger coursing through her and the transformation occurred once more.

"Corny smash!" she yelled as she transformed into Corny once more.

Shagon shot forward to attack Corny. Will spotted his movement and dived to engage her. As Will thumped into Shagon, Shagon felt a wave of weakness flow through her. Turning to face Will, Shagon's face started to glow as she prepared to blast Will away from her, but Will smashed her fist into Shagon's face, the white crystal in her hand.

Shagon screamed in agony. Desperately pulling away from Will, Shagon simply melted like a candle.

"Well done my servant." Nerissa whispered to Shagon mentally.

With Shagon down and Cedric and Miranda trapped outside, the rest of Phobos's forces were easily taken apart by the rest of the Guardians. Tracker and his bats were swept up in a whirlwind from Hay Lin, while his dog was soaked and sent flying by a powerful stream of water from Irma.

Corny threw a punch at Phobos's face, only to hit a shield of pure magic. This was quickly followed by a blast of magic that sent Corny flying into the wall, a cloud of dust rising from where she'd fallen. With a confident grin on his face, Phobos turned to face the fire Guardian, who was sending fireballs at him as fast as she could.

"My dear…Taranee isn't it? I am more powerful than you could possibly imagine." He sneered and a sudden wave of magic hit Taranee and sent her crashing into the ground at Phobos's feet. Barely able to raise her head and clearly concussed, Phobos stepped up to her and opened his hand to deliver the killer strike.

Suddenly, as if from nowhere, a huge fist smashed into Phobos from behind. A very thick, trunk-like fist. That sent him flying into the wall opposite him.

"Corny smash!" Corny bellowed as she raised her fists once more. Rolling aside, Phobos narrowly avoided being smashed into the ground by Corny.

"Retreat!" he bellowed to his troops, before teletransporting away.

As Phobos's allies started to pull out, Cornelia changed back into her human form as a new emotion took its place. Concern.

"Please don't be dead!" Cornelia begged as she hugged her girlfriend, tears threatening to overwhelm her.

"C-C-Cornelia?" Elyon asked weakly. Cornelia hugged her even tighter.

"Quick, we need to get her back to Earth. Perhaps Yan Lin knows something that can help." Will ordered as Elyon slipped back into unconsciousness once more.

After restoring Cornelia to her Guardian form, W.I.T.C.H carried Elyon towards the portal back to Earth. And Cornelia made a mental prayer to whatever god would listen, that Elyon would be ok.


Yan Lin smiled as she saw the Guardians return with Elyon. Her smile faltered though when she saw that they were carrying her.

"Grandma, can you help us? Please?" Hay Lin pleaded. Yan Lin nodded and gestured towards the table, where they put her down. Placing her hand over Elyon's forehead, Yan Lin's hand glowed briefly and Yan heard an echoing sound, almost as though a stone had been dropped into an empty container. But there was a small, barely there, dripping sound as well. She turned to face the Guardians.

"Your friend Elyon is lucky to be alive. Phobos has drained almost all of her energy and it will be some time before she's back to her normal strength. She smiled at them. "You have done well girls. Phobos has become more powerful, true. But as he didn't completely drain Elyon, his powers aren't going to stay."

"What of this Shagon creature?" The tall, ivory skinned woman who gave Will the crystal asked coldly. "Is she still a threat?"

Will shook her head. "No she…" Will paused and swallowed hard. "She melted, literally." Grabbing the crystal, she pulled it off her neck and threw it at the woman. "Take it back. This thing has killed through me. I don't want to kill like that again. Ever."

The woman smiled a cruel smile as she picked up the crystal. "Oh you didn't kill Shagon at all my dear." She chuckled as she picked the crystal up. "But you have just given me your power."

Suddenly the woman's face began to change, assuming a liquid appearance, before reassembling into the features that Yan Lin recognised well.

"Nerissa!" Yan Lin exclaimed in horror. Nerissa chuckled. Holding up the crystal, there was a flash and suddenly Will vanished into the crystal. Placing the crystal on the end of a staff, Nerissa waved the staff at them.

"Farewell Guardians!" Nerissa exclaimed victoriously as she grabbed Yan Lin. And as Nerissa teletransported away, she blew apart the basement, bringing the whole Silver Dragon down on them.


Irma fell to the ground as the building collapsed. Hay Lin was crouched besides her, forming a small column of air that had saved both their lives. Unfortunately, Irma couldn't even see the others.

"Irma?" Hay Lin asked in a small voice. As in the kind of small voice that Irma knew was a sign that Hay was in serious danger of losing it. "W-w-what do you suppose has happened to the others?"

Irma hesitated. Hay-Hay might not take "I don't know." On the other hand, Hay Lin had known her for as long as she could recall and would easily be able to tell if she was lying. Fortunately, Irma was saved from having to answer that question by the next thing they heard.

"Corny smash!"

"I'm sure they'll be ok. As for our secret? Less so." Irma said reassuringly. Hay Lin gave her a small smile in return and sat down as they waited to be rescued.