Amentia and her guards fight and kill the Spit Monsters while the Winx and specialists enter Shadowhaunt through the guard worm's tunnel. Batlike shadow monsters of the same race as Kerborg attack, but the specialists fight and destroy them with the ship's blasters.
The Trix inform Darkar that his shadow monsters are being destroyed, and are jealous that Darkar cares more about Dark Bloom than them. On Darkar's orders, the Trix give their Gloomix power to the shadow monsters, which weakens the Trix. Angry about this, the Trix confront Darkar, who tells them that Bloom is his only main witch now and sucks them into a void leading to limbo.
As the specialists fight the shadow monsters, Darkar turns Kerborg into a knightlike monster called an Opticeratops, instructing him to stay behind and guard the castle. Darkar and Dark Bloom open the portal to Realix.
Having bought the Winx and specialists all the time they can, Amentia and her guards retreat.
With the shadow monsters too strong for the ship's blasters, the Winx transform, activate their Charmix, and use Convergence to take away the shadow monsters' Gloomix power, enabling the specialists to destroy more of them.
The specialists stay at the entrance to Darkar's fortress to fight shadow monsters should they appear. The Winx say goodbye to them for now.
Darkar and Dark Bloom go through the portal to Realix.
As the Winx make their way through Darkar's fortress, Kerborg attacks them, withstanding all their magic attacks. Tecna realizes he is the same monster they fought at Red Fountain. Then Faragonda, Griffin, and Codatorta arrive with the elder pixies and trap Kerborg in a sphere. Faragonda tells the Winx to find Bloom before Kerborg breaks free.
- Darkar betrays the Trix
- Darkar and Dark Bloom open the portal to Realix and enter