-At Cloud Tower-

"Ugh" those stupid pixies."

"Calm down sister, we now have a weapon against them and that would be, Stars older sister Luna." Electra said as she moved out of the way for the sister to see the newly fledged witch. Luna couldn't help but look at everything and everyone as she walked by, if any girls gave her a dirty look or glare at her, she gave one twice as bad, right back at them. She wasn't here messing around, she was here for business, to destroy the charmix and to become one of the most powerful Witch's in the Dark Dominion.

"SO what do we do now Electra? " Luna asked as she sat down on her new bed. This was everything she ever wanted, black magic, witches who act the same as her, learning evil, dressing in dark clothing, and not pink glittery shit like back at Alfia. The sister then looked at her and smiled./p

"We're going to be recruiting some more witch's who want to destroy all the pixies, their pathetic groups like the charmix, and the school themselves. Get revenge for their mothers, the Winx and the graduated faeries of Bloom, Stella, Techna, Flora, Roxy, Aisha and Musa's classes for defeating our mothers and all the other witches of Cloud Tower."

"Well I think I know some girls who will join for sure." Electra said as she smiled evilly and snickered a bit.

"Who Electra?" Onyx asked as she crossed her arms and looked at her sister.

"Why our cousins of course. Aunt Stormy's three girls and Aunt Darcy's four girls."

"Good idea...neither thought of that till now thanks to you, sister." Onyx said as she walked to the door leading to the halls of Cloud tower, thus opening it before looking back at the girls with an evil smile.

" Come on let's go recruit our new members." All the girls in the room looked at one another, shrugged their shoulders and looked at her nodding and got up thus following her out the door.

-Back at Alfea-

"Star come on out, you've been in that room for six hours by yourself, come on out please, so we can talk?" Musa said as she and the girls stood outside Star's locked bedroom door. There then came a loud bang which sounded like Star threw something hard and big at the door.

"LEAVE ME THE FUCK ALONE!" Star yelled as she buried her face deeper into the pillow wishing none of what happened last night happened at all. It was supposed to be a fun night, going to the ball, becoming an official fairy of Ufa, dancing with boys. But oh no the stupid bitch's had to change her older sister into a fucking witch and turn her against her family friends and fellow fairies. Melody then looked at the girls and shrugged her shoulders.

"I guess we just have to wait till she stops crying, and comes out to talk to us." The girl's looked at one another and nodded thus sitting on the couches around the tv and turned the tv on. Ember then sighed at looked at the girls.

"There must be something we can do to help her even if it's not much or seems completely stupid. Even a little tiny thing we do could make her feel better." The girls nodded once more and began brainstorming ideas on how to get Star happy again. Then Melody got an idea.

"Guy's you know how she adores shopping and that it's like her anti-depressant for anything right?" All the girls nodded, wondering what she was getting at.

"Why don't we take her on a huge shopping spree and a night out?" All the girls cheered and agreed on the idea.

" Star, come on out. We're going shopping!" Ember called through the bedroom door, as she grabbed her and stars purses and waited for her. Star reluctantly got up, and walked out the door and looked at everyone.

- In town-

"Come on Star, you usually love shopping, what up,?" Digit asked as her and the girls looked worryingly at Star who was mopping about and not looking like her, usual happy cherry and pretty self.

" If you don't remember, my sister just turned into a witch and wants to kill my family let alone us." Star said in a mad also looked like she was tearing up. Ember and Melody walked over to her placing a hand on her shoulder's smiling.

"Everything will be okay."Ember said as she smiled at her. "Now come on and have some fun, it's time for you to not worry about that for a bit."The girls all smiled and then ran off into a local clothing store to start off their long day of shopping.

"Does this look like it will match my hair? Star asked the girls as she pulled a frilly red and orange dress off the shelf. The girls looked at it pondering whether it did or not. Ember then took out a dress that looked like the colour of the sun.

"I think this will match you more, it's the colour of the sun and it sparkles in the sunlight." Ember smiled and handed her the dress. "Here, go try it on." Star nodded and smiled and walked into a changing room. A few minutes later she came out and smiled, she looked stunning in the sun coloured sparkling dress.

"Star you look so pretty." Melody said as she smiled and hugged Star. "And don't worry about your sister, we'll defeat her and bring her back home." Star nodded, now looking determined as ever. "Now let's go pay for that dress." Ember then looked outside the store window and gasped.

"Guys look!" she yelled as she pointed to where she wanted them to look. All the girls then quickly looked to where she was pointing and looked confused.

"Nothing's there Ember." Code said as she looked at her with a raised eyebrow, before looking at the girls with confusion on her face.

"Guys, I'm telling you I saw the witch's, there here in magix " Ember said as she began to sound nervous confused and scared.

"Maybe your memory bank is malfunctioning." Digit said as she picked out a purple dress and looked at it. Ember sighed maybe she was right, maybe she was seeing things. She then shrugged and smiled, as if pushing it away.

"You're right, let's just keep shopping and get our minds away from the thought of the witch's, at least for one day." Ember said as she went back to looking for dresses and pulled out a dark red and gold dress, as Melody and Star went to the cashier to pay for their dresses. After all the girls paid for their dresses, they all decided to go to a little cafe down the road for a drink and a bite to eat.

"Nothing can ruin this day for us."Said Rose as they all walked into the cafe and sat down ordering their drinks and food.

"Y-yeah...nothing" Ember said with a tone of nervousness in her voice, as she looked behind them as they left to go get food and drinks.

But little did they know what the future had in store for them.