Stella and Bloom teleport to Solaria and meet Stella's father, King Radius. Stella gives Bloom a tour of Solaria. When she shows her the Hall of the Universe, which can take one to any moment in time, Bloom asks to see what happened to her birth parents, Oritel and Miriam. It shows her the Ancient Witches attacking Sparks, and Oritel and Miriam standing there. Stella says they must still be alive.
As Baltor arrives on Solaria, Chimera is with her mother, Countess Cassandra, who dislikes Stella as much as she does. Determined to ruin Stella's party, Chimera tries to cast a spell on her, but it hits a mirror Bloom is holding up and rebounds on Cassandra, giving her a Medusa hairstyle. When Chimera expresses a desire to make Stella miserable, Baltor offers to help her with this in exchange for leading him to the second sun of Solaria, as well as their eternal allegiance. Chimera and Cassandra accept. As the three walk by Bloom, Bloom and Baltor briefly take note of each other. Chimera and Cassandra lead Baltor to the second sun of Solaria, the source of its power, which Baltor absorbs to regain some of his power that he lost in Omega. He then officially makes Cassandra and Chimera his minions, except they do not have to be brainwashed or transformed into monsters.
Sky, Brandon, Flora, Musa, and Tecna arrive at Solaria, but Helia's ship broke down. At the ball, Radius announces that he is going to marry Cassandra. Stella doesn't want Chimera to become her family. Chimera casts a spell on Stella to turn her into a hideous monster. As it rains on Solaria for the first time, Cassandra casts a spell on Radius and tells him that Stella is not his daughter. Radius sends his guards after Stella, but the other Winx transform and fight the guards without hurting them. The guards chase after them, and eventually Stella falls over the edge. Bloom flies after her.
- Chimera and Cassandra are now Baltor's allies, and Cassandra puts Radius under a spell
- Stella is transformed into a monster by Chimera
- The title of this episode is a reference to Beauty and the Beast