"Would you two stop arguing for one second?!" Samara snapped.

Stella and Musa stopped talking and stared at her. They had been arguing together when Samara had flown in to warn them about the Trix.

"Thank you!" Samara sighed. "We need to get to the basement of Cloud Tower right now, the Trix are heading there to get the Codex."

Without another word, Samara turned around and flew away, Stella and Musa following her quickly.

"How do you know where they are?" Musa asked.

"Layla found them on the third floor and tried to stop them but failed."

"Is she okay?" Stella asked.

"Yeah but we need to hurry."

The three girls picked up the pace as they flew down a dark staircase. Voices could be heard and as they neared the end of the stairs they saw flashes of light.

"Seems we're late to the party." Musa said.

And indeed, as they entered the basement they saw the Trix fighting the rest of the Winx.

"There you are!" Layla said. "What took you so long?"

Samara was just about to answer when a flash of red lightning came her way. She dodged it just in time.

"Layla, why do you have that lovely purse?" Stella asked.

Samara looked at said fairy and saw that she had a pink purse around her middle. She also had some kind of amulet pinned on her shoulder.

"Later Stella!" Layla said as she fired a bunch of purple orbs towards Icy.

Samara created a shield just in time to protect her and Musa from another attack of Stormy.

"Don't think you'll get away with the Codex this time!" Bloom yelled. "We are together now and will stop you!"

"Oh really?" Icy asked with a smirk.

Samara was too busy holding off Stormy's attacks to notice anything else. The witch was giving it all she had and Samara noticed there were cracks forming in her shield. One bolt of lightning hit the shield and it broke with an audible crack. The fairy of the Moon was blown away and hit the floor. After that everything went dark.

"Samara, can you hear me?" "Samara, wake up!"

Said fairy slowly opened her eyes. Flora was sitting next to her.

"Oh thank goodness you're okay."

"What happened?" Samara asked.

"Stormy knocked you out." Flora said. "You were unconcious for quite some time."

Samara stood up and saw the other fairies prepare to leave the basement.

"What's going on?"

"The Trix managed to defeat us but when they wanted to grab the codex they found out it wasn't here at all." Layla said. "It's at the top of Cloud Tower."

"Let's go then no time to lose." Samara said.

The Winx flew out of the basement.

"But even if we get there in time, there's no way we can defeat them." Stella said. "They already beat us in the basement."

"We need to combine our powers, that's the only way we'll be powerfull enough." Tecna said.

"Oh boy, let's hope Faragonda's lessons were good enough…" Stella groaned.

The girls flew through the frontdoors out of the school.

"There they are!" Musa yelled as she pointed towards the sky.

"Let's get them!" Bloom yelled.

The seven fairies flew up.

"Trix!" Bloom yelled. "You're not getting away with this!"

The witches laughed.

"Seems like we've already have!" Icy said as she held the Codex in her hand.

At the top of Cloud Tower lay a pixy unconcious.

"What did you do to her?" Layla asked.

"Who cares about that stupid pixy?" Darcy laughed.

"Yeah we've got the Codex that's all that matters." Stormy said.

"Not for long!" Musa said.

The Winx launched their attacks but the Trix managed to avoid them easily.

"Since when are they this strong?" Tecna asked.

"Darkar must have given them some new powers." Bloom said.

The Trix laughed.

"Right on the money Bloom, there is no way you can defeat us now!" Icy said.

"We have to combine our powers now!" Tecna said.

"I don't think we're ready for that…" Flora said worried.

"It's the only way." Bloom said.

"But what if something goes wrong…" Stella agreed with Flora.

"Bloom is right, let's do this!" Samara said.

"Come on no time for doubts." Bloom said as she grabbed Stella and Flora's hand in her own.

The Winx formed a circle and started to gather their powers. Samara felt how the power was pulsating more and more.

"It's getting unstable, we should stop!" Tecna said.

Samara put every ounce of her powers in, ignoring Tecna's warning.

"Let go!" Bloom screamed.

As the Winx released the energy between them, it blew up. The fairies were blown away by it.

The Trix laughed and then disappeared with the Codex.

"No!" Bloom screamed as she flew to the spot where the Trix had disappeared.

"Is everyone okay?" Flora asked.

"I've been better." Layla said as she rubbed her head.

"I knew this was a bad idea." Stella complained.

"Dammit now they have another piece of the Codex!" Musa said.

"And who's fault is that?" Stella went on.

Defeated, the Winx flew down to the frontdoors of Cloud Tower.

"We really are in trouble." Musa muttered.

As they walked into the school a small smile appeared on Samara's face. Yes they were and they had no idea how much exactly.