By the next morning, everyone knew who had stolen the relics from Cloud Tower, which made Marissa's nerves go wild. Fortunately, it was Saturday and their classmates had the entire weekend to get over it. The girls were spending the afternoon shopping for dresses. Unfortunately, they had to go together.

"This is so last minute!" Ace complained, staring at all the empty shop windows.

"Maybe if we hadn't gone on that stupid mission…" Piper grumbled.

"Look, a dress!"

The girls raced over to a shop window full of empty mannequins, save for one that sported a floor-length, black dress with a high collar and a see-through lace top.

"Ugh!" Sylvie groaned loudly. "It's a goth dress!"

"I don't know," Piper wondered aloud. "It's pretty chic."

"Of course, you'd think that," Delta grumbled beneath her breath.

Marissa pressed her fingers to her temples, trying to block out the sound of her squabbling roommates.

"I'll show you," Piper swore, marching into the shot.

Delta threw her arms up in frustration and complained, "Great! Now she's wasting our time! She knows we have to stay within ten feet of one another, yet she marches into the goth store anyway. How are we ever going to find cute dresses?"

Just then, four chattering girls that Marissa recognized from the cafeteria came out of the store with colorful gowns on their arms. The five fairies watched them walk away with a new interest in their eyes.

"Okay…" Sylvie was the first to say. "Maybe it's not such a waste of time."

Thirty minutes later, they were each walking out of the store with a dress bag in their arms. (In Delta's case, she had two.)

"I think the brown actually brings out your eyes," Marissa lied, trying to comfort Jane. Her dress was… subpar to say the least, but they were running out of time and had to get back to Alfea before three o'clock.

"My eyes are blue."

Jane put her headphones back on and clicked play on her Earthling music player. Marissa gave up.

"Check it out!"

Ace was once again running away, forcing the other girls to chase after her to maintain that ten-foot radius. The nature fairy took a sharp left turn. Suddenly, they were standing in a narrow alley with witches crossing back between shops and selling things from little stands. Ace was approaching a booth with potion bottles strung along the top and glass baubles on the shelf. Through the grime, the ornaments and bottles glistened in the dim light of the alley. Swallowing her disgust and fear, Marissa followed her roommates over to where Ace was standing.

"Where… exactly are we?" Sylvie asked as she surveyed the menacing shops and shoppers. An old woman in Whisperian clothing gave her the evil eye as she walked by. Sylvie whispered a quick prayer to the Great Dragon under her breath.

"It looks like the witchy underworld Professor Mirta was talking about," Piper answered.

"How much?" Ace asked the witch in the booth.

The witch turned around, revealing her haggard face and tired eyeliner. She eyed the fairy and her companions suspiciously. Marissa shrank under her dark gaze.

"For you? Twenty."

Ace reached into her purse, but Piper reached out to stop her.

"Don't waste your money."

"Don't tell me what to do," Ace protested, wrenching her arm out of Piper's grasp. Piper put her hands up defensively and backed away as Ace pulled out her money.

"Whatever."

As Ace haggled with the witch behind the booth, Marissa hung back with the other girls and tried to ignore the strange looks they were getting.

"Do you think any of them know we were the ones who broke into Cloud Tower?" Sylvie asked Marissa.

"I don't know if any of the witches know," Marissa said, shrugging. She got her answer soon after.

"You!"

Marissa whipped around to see the purple-haired witch from Cloud Tower pointing at them.

"You're the fairies that attacked us!"

Marissa began, "Listen…"

The witch actually waited for an explanation, which none of them were expecting. Marissa had nothing.

"That's what I thought," Avalon said after a beat, calling her inky purple magic to her hands.

"Wait, wait!" Sylvie said, throwing her hands up in front of herself. "We were just following orders!"

"Feral Breath!"

Marissa narrowly dodged the blast of foul-smelling energy that was shot her way. The girls stared bewildered at each other. With a sigh, Jane paused her music, took off her headphones, and cried, "Girls, Magix Winx!"

"Marissa, Fairy of the Fountain of Life!"

She felt the familiar magic surround her and then fade away to reveal the slinky red dress she wasn't exactly fond of. Marissa looked around at her roommates who were in their similar, short, tight, sparkly outfits. No one moved to do anything.

"Battering Ram!"

Avalon shot a blast that manifested as an inky purple ram's head. It hit Ace square in the chest at full speed, sending her flying into the glass booth. The glass witch ran screaming from her shattered livelihood.

"Aah!"

There were tiny cuts all over her body. Marissa felt a weird wave wash over her when she saw all that blood, leaving her feeling queasy and lightheaded. Sylvie rushed over to help her, but, not knowing what else to do, she just cradled Ace's head.

"Shellshock!" Marissa cried, but Avalon had a shield waiting to deflect her blast.

"Guys, what do we do?" Sylvie asked from where she sat with Ace. "We haven't even fought anything yet."

"Maybe it will all come naturally," Ace managed to say before Delta was slammed into the alley wall by another blast from Avalon. "Okay, so… not naturally."

"I want my cauldron, I want my crystal ball, and I want my spellbook," Avalon said, raising her arms into the air.

Purple magic swirled threateningly around her dark hands and made her many silver rings glisten. Marissa backed into the wall where Delta was rubbing her aching back. There was no escape.

"Burst of Shining Stars!"

An orange blast came at Avalon from the side, knocking the witch off her feet.

Looking to the left where they had come from, Marissa saw the four fairies who had been walking out of the dress shop earlier. Only this time, they were fully transformed and facing off against a sophomore witch.

"Of course," Avalon said as she stood from the ground. "There just had to be more of you."

"We're the Chirix Club," a blue-haired girl announced, "and we won't let you bully these fairies."

"Crystal Echo!" shouted a fairy behind her dressed wing to toe in purple. Her blast was weak, but it was aimed well and knocked the witch of balance. The fairy clenched her fist and a large crystal sprang up out of the ground, giving Avalon a rocky, painful landing.

Avalon stood and cried, "Call of the Wild!"

Widely sweeping her arms, she let forth a blast that shook the earth and sent the Chirix Club tumbling through the air. Marissa wanted to help. She wanted to. She didn't.

"Shells of Melody!" the blue-haired one cried as she released a melee of blasts on the witch. "Nicole, now!"

The blonde fairy who had fired the first shot let loose another orange blast that Avalon narrowly avoided with a shield of vines.

"You fairies are unbelievable!" she screamed angrily.

"Oh, you don't even know the half of it," another blonde said, clenching her fists and pulling them towards her body. Her leaf magic made Avalon's vine shield fall apart, just in time for Nicole to land another heavy blast.

"Nice, Lesley."

"Thanks, Nicole."

"Enough!" Avalon shouted.

Marissa looked around. The street had now been completely emptied, save for a few scared shopkeepers hastily closing up. If Avalon let her magic loose, there would be no witnesses. Marissa wanted to run. She wanted to. She didn't.

"Rabid Wilderness!"

From the end of the alley, Marissa could make out a dark purple light with swirls of green foam like the crest of the wave. It tore through the alley, blasting shop windows and knocking down booths as it went. The fairies didn't stand a chance.

When Marissa woke up, she was on the floor of the alley and Jane was shaking her.

"Oh, thank the Dragon," Jane gasped, sinking back and dropping her forehead onto her knees. "I thought you were in a coma."

Nearby, the other fairies were standing up and dusting themselves off, inspecting each other's bruises and scrapes. The witches were gone. The Chirix Club came over.

"Are you girls okay?" Lesley asked. "That witch was so mean."

"Yeah, she was awful," Piper said, cradling her arm against her body.

"At least we can all walk away from this one," the crystal fairy said. She had a slash above her eye that looked like it might need stitches.

"Woah, Krysta," the blue-haired fairy said, grabbing her friend's face and turning it left and right. "We need to get you to the nurse."

"Uh, guys?"

"I'm fine, Soley," Krysta said, pushing her leader's hands away.

"Guys."

They all turned to look at Sylvie, who was still sitting in the rubble of the glass booth with Ace. The nature fairy was struggling to keep her eyes open.

"I think Ace needs to see the nurse too," Sylvie said nervously. "Or maybe a doctor."

"Oh, it's not that bad," Ace protested, punctuating her sentence with a rough cough.

An hour later, sitting outside Alfea's nurse's office, they learned that Ace was actually right, and, with the proper treatment, her injuries weren't actually that bad. Ace was just psyched to have cool scars and, as she did the girls' makeup the next night for the gala, she would not shut up about the battle she had barely participated in.

"And then the part where the Chirix Club came in? That was so cool!" she gushed, taking a break from Marissa's eyeliner to recount the witch fight.

"You know what wasn't cool?" Delta said. "When all Faragonda had to say was, 'Be more careful next time.' What a loser."

"Delta, you can't call the headmistress a loser," Marissa said, rolling her eyes.

"Stay still," Ace instructed. As a self-proclaimed makeup artist, she had insisted she should do all the girls' makeup.

Looking at her face in the mirror now, Marissa realized she was right again. Her makeup looked fantastic. Thankfully, Ace knew from the few days they'd been together that Marissa's preferred style was the bare minimum.

Delta continued, "It's, like, who gave her the right to berate us for being in a situation she put us in. That's child endangerment!"

She was pacing around the room in a pink robe with a full face of makeup, silver heels and her hair pulled to the back of her head in an intricate bun. Her silver earring swung from side to side with every step. It was the first time Marissa had seen her without the Digidex.

"She's totally in the wrong here, girls. Can't you see? We should be fighting this."

"Actually, Delta," Piper chimed in from where she was sprawled on the couch, "some of us want to get through this school year without getting expelled."

"Yeah, Delta, why don't you just get dressed?" Sylvie added, walking into the main room as she fastened her pearl earring. She was wearing a pink dress of gathered tulle. The skirt was round and wide and the top hem was off-the-shoulder with a sweetheart neckline. It was rimmed by a tulle ruffle. The sleeves were long, puffy, and see-through. Marissa gasped and Delta stomped to her room to get dressed.

Saying what they were all thinking, Ace told her, "That looks really good on you, Syl."

"Right back at you," Sylvie said. Marissa could see a bright blush shining through her makeup, also courtesy of Ace.

Ace twirled in her dress, a mint green mass of silk that was off-the-shoulder with a sweetheart neckline. The bottom flowed like a river down her long tan legs.

"I'm so glad I kept these shoes from graduation last year," Ace said, showing off her white heels through the slit in the dress.

"I just can't decide," Delta lamented. She marched out of her room, having miraculously changed in the span of the five-second conversation. She was wearing one dress while holding another.

The dress she was wearing was a dark purple wrap dress that faded to a bright fuschia color towards the center. The other one she held up was a more classically Zenithian dress. It was a plum-colored velvet with a triangular neckline that led down to a thin diamond belt.

"Try on the velvet dress again," Piper said. Delta groaned as she went back into her room.

A knock on the door to their dorm pulled their attention away from their preparations. Sylvie went to open the door.

"Oh, hey…"

"Tessa."

"Yeah, Tessa. I knew that."

"I'm in the dorm next door."

"No, yeah, I know."

"Right… well, I was wondering if I could borrow a curling iron."

"Oh, of course. Um, come in. I'll be right back."

As Sylvie disappeared into her room, Tessa wandered into the dorm awkwardly. Marissa flashed her a quick smile before turning back to primping her hair in the mirror. A pair of pale hands grabbed Marissa's and stopped them from messing with her hair.

"You look great. Stop fussing."

"She's right," Tessa chirped from where she stood. The tan Lynphean looked like a vision in her sparkly green dress.

"I'm just saying that Faragonda is, like, so inconsiderate for-"

Delta stopped mid-sentence. Her second dress was just as beautiful as the first. It hugged her willowy body like a glove.

"Hi… And you are?"

"I'm Tessa… your neighbor."

"Right, well, you look fab," Delta said with a forced smile. She turned on her heel and hissed through gritted teeth, "Why didn't you tell me she was right there?"

Ace shrugged. Just then, Sylvie came out of her room with her curling iron.

"Found it!"

"Thanks," Tessa said.

As she turned to leave, Sylvie asked, "Wait, the Lolix Club has masks, right?"

"Uh, yeah. Everyone does. It's a masquerade ball."

Tessa laughed and Sylvie sighed with relief.

"This is actually going to work," she said, laughing in disbelief.

Jane came out of her room and asked, "What's so funny?"

"Oh, Jane."

Marissa tried not to make it too obvious that she pitied Jane, but she couldn't help it. Her dress was just so… bleh.

"You look beautiful, Jane," Delta began, "but that dress is atrocious."

It wouldn't have been that bad if it weren't for the awful color and tacky appliques, but Marissa agreed that it wasn't the best choice.

"Maybe some color-changing magic," Piper suggested, but Delta was not sated.

"There isn't a paint job in the world that could save that monstrosity."

"Thank you. Thank you so much, Delta," Jane said, rolling her eyes. "I really needed to hear that."

"Yeah, well, I really needed to say it."

Before the situation could escalate, a yellow box appeared in the center of the room. The six girls all stared.

"Uhh…"

"Finally," Sylvie said, crouching down by the box. "My mom really waited until the last minute to send these masks."

"I mean, she is also the queen of an entire planet. That's kind of a full-time gig," Marissa said as Sylvie handed her a periwinkle satin mask that matched her periwinkle satin dress. In the left peaked corner was the white embroidery of a girl hanging from a cliff. On the other was a pair of wings that Marissa vaguely recognized.

"Why is there a troll embroidered on mine?" Jane asked, holding up her mask.

"Yeah, and whose wings are these?" Ace added.

"My mom said something about including how she met your moms," Sylvie said. "Wait, there's something else in the box."

Sylvie reached in and pulled out a golden dress made of gilded scales.

"Oh my Dragon," Marissa gasped, turning in her chair.

"Of course," Sylvie grumbled. "Of course she would design a dress for me when I already told her I found one. My mom is always getting in my business!"

"Sylvie, that dress is gorgeous," Ace gasped, reaching out a hand to feel it. "Is this real gold?"

"Knowing my mom? Probably."

"Wait," Marissa said as Sylvie began to fold it back up. They all turned to look at her, so she swallowed her anxiety and said, "Maybe Jane can try it on."

"Oh, no, really, I-"

With a snap of Sylvie's fingers, the dress was on her body.

Jane tried to protest, but she couldn't hide the excitement in her sky blue eyes. With a snap of her fingers, Sylvie had the dress on Jane and fitted to her body.

"It's gorgeous," Piper said. Her mask was already on, but Marissa could tell how awed she was by her wide eyes and gaping mouth. Marissa probably looked the same.

"Take the bun out, take the bun out," Delta urged and Sylvie hurried over to start pulling pins out of her hair. The red locks cascaded over her shoulders like molten magma. With nimble fingers, Sylvie made a few warrior braids to rest in her hair. With her eyeshadow brush in handed, Ace added a few gold accents to Jane's makeup. Piper snapped her fingers to turn her shoes from silver to gold. Delta came out of nowhere with gold dragon earrings that crawled up the shell of Jane's ears and napped on the crests.

When they stepped back, Marissa was in awe of what they had accomplished. Jane looked like a dragon goddess with sharp gold makeup and gold jewelry dripping from her body. Marissa handed Jane her mask, magicked gold to match the outfit.

"Thanks, guys," she said bashfully. She twirled in the mirror. "I feel like a princess."

"Girl, you are a princess," Delta said with a smirk.

The girls all laughed and filed out, chattering about the night ahead. When she saw Jane lingering by the vanity, Marissa stayed behind.

"Jane, is something wrong?"

Jane shook her head and took a seat, hiking her dress up to the top of her thigh. Grabbing her bandana off the vanity, she tied it around her upper thigh.

Looking up, she explained, "For something familiar."

Arm in arm, they caught up with the others in the glittering ballroom.