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A Story of Knights and Ladies is the thirty-fourth issue of the comic series.


The Winx are tasked with an assignment utilizing the simulation room's features. The setting they chose is the medieval times and they must prevent an attempt to overthrow the kingdom's queen and reunite her with her beloved.


Now that the Winx have achieved their Enchantix powers, their study courses will change accordingly, starting with them training a lot in the school's simulation room. Stella is excited for their virtual adventures, believing that they can do anything they want without worry, until Palladium reveals that while the adventures may be artificial, the things they feel will be very real; especially pain. He then tells the girls that he can help them choose the setting of their adventures to make things easier on them since they are just starting out. Stella jumps at the idea of going to a huge shopping mall, but Musa does not like the idea. Flora suggests that they go to a lush tropical environment and Bloom suggests that they go on a medieval adventure, which catches Stella off-guard because she has never heard of such a place. Bloom and Musa explain that a medieval story includes beautiful princesses waiting to be saved by a knight as handsome minstrels sing ballads. Stella is convinced that she wants to go on such an adventure, so Palladium sets the simulation room to be set to Earth during the year 1000 as the Winx make their way into the simulation chamber. Palladium explains that the Winx will have to use their powers to solve a major problem but they must figure out what the problem is on their own, and he starts up the simulation.

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The Winx find themselves in medieval times.

Before they know it, the girls find themselves just outside of a medieval kingdom. Flora marvels at how beautiful Earth was in medieval times until Bloom explains that the world was full of forests which help burglars get away in some cases, which is why people live in walled kingdoms such as the one just down the hill from them. The girls quickly realize that they are unprotected out in the forests and that it is getting late, so they rush towards the walled kingdom.

Once inside, Musa comments on how crowded and close together the houses are. Bloom explains that the kingdom's people stay together for better protection, as she points out the nearby castle to explain that the monarchy living inside the castle control everything that goes on. They soon come across a tavern and Stella points out that they will be able to get food and rest inside. Bloom adds that they will also be able to learn more about the kingdom as well.

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Inside the tavern.

Once inside, the innkeeper settles them down at the only empty table and offers them turnip soup. He then tells the girls that the kingdom they are in is the Kingdom of Queen Alexia. As he explains that the queen cares deeply for her kingdom but is not happy herself, Stella complains about the turnip soup. Bloom tells her to listen to the chef's story but Stella asks him to bring her food like a hamburger and fries. The innkeeper obviously does not know what those foods are, but Bloom tells him to not mind Stella and continue this story. She asks why Queen Alexia is unhappy, to which the chef explains that it is because she has not gotten married. Stella is confused with how the queen has an entire kingdom she has to govern with no fiancee and suspects that she must be an awful lady. However, the innkeeper explains that Queen Alexia is actually a very intelligent and beautiful woman with many princes as her suitors, but she is in love with Count Beldar. The problem is that Beldar went to war to fight for the kingdom five years ago and has never come back and this problem even upsets the chef himself. One of the customers claims that the innkeeper is not upset as he keeps charging him twice as much in order to eat but the innkeeper insists that the man just eats too much and cannot pay. The man then tells the girls to forget what the chef told them, as he believes Beldar to already be dead and that Queen Alexia will marry a no-good man named Alarik. The innkeeper disagrees, believing that Beldar will return, marry Alexia and the kingdom will finally have an heir. The customer, however, thinks that this will not and cannot happen as long as Ukrain is around. Bloom, trying to follow up on the story, asks the innkeeper who Beldar and Ukrain are. Remembering that they are not native to the kingdom, the innkeeper explains that Ukrain is Queen Alexia's advisor who once ruled over the kingdom but had to turn it over to her once she became old enough to rule. He then slaps the loud-mouthed customer with a rag, telling him that it is foolish to talk about Ukrain in his tavern as he does not want his henchmen to come by and burn it down. Bloom asks the chef if Ukrain can be considered as an enemy to the queen, to which the innkeeper answers by saying that he is and he only acts like he does not want the power to rule the kingdom again. He is plotting on forcing Alexia into a marriage with a friend of his named Alarik so that once Alarik becomes king, Ukrain can go back to ruling the kingdom behind the scenes. However, the chef believes that Alexia will never agree to marry Alarik and that Beldar will return soon. As he leaves to tend to the food, he promises the girls that he will be back with the tavern's prized four cheese turnip soup. Stella obviously does not want to eat something like that and Bloom tells the girls that they have most likely identified the problem befalling the kingdom. Tecna agrees that they need to protect Alexia from Ukrain as they wait for Beldar to return from war until Musa asks how they will go about doing this. Bloom tells the girls that right now they need to focus on getting close to Queen Alexia and she asks the customer who had a loud outburst beforehand how they will be able to get close to the queen. The customer tells them that there is no way to get close to her thanks to Ukrain, but there will be a Spring Festival tomorrow, where Alexia will come out publicly as all of the kingdom's people come to pay homage. The innkeeper then comes back with the four cheese turnip soup he promised, leaving on their table and going back into the kitchen. As Stella complains about the smell, Bloom uses a spell that she learned from a magic cooking class, which makes the soup smell and taste like the pizza they would eat at Bloom's house back in Gardenia. Once they have finished up their food, the innkeeper leads the girls to their room.

Back at Alfea, Palladium and Faragonda are watching the Winx make progress. Palladium tells Faragonda that the girls have already been able to accomplish their first objective and that he will check up on them in the morning, where their adventure will become more difficult.

In the morning, the Winx open the window in order to enjoy the sun's rays until Bloom notices that the kingdom's Spring Festival is already underway, so the girls rush to get ready.

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Queen Alexia with her advisor, Ukrain.

Outside, trumpets are blaring as the royal announcer has come out to announce Queen Alexia's arrival. As she makes her way to her public throne with her advisor, Bloom notices how sad Alexia is. Stella notices Ukrain dressed in black robes, and already does not like him. Tecna sees how many guards there are surrounding Alexia and wonders how they will be able to approach her. Bloom gets an idea and whispers the plan to the rest of the Winx.

The merchants of the kingdom come to pay homage to the queen as the guild of woodworkers salute her afterwards. As the royal announcer announces the millers and the stonecutters, Ukrain suggests that that she go back into her room as the festival is rather boring. Alexia, on the other hand, believes that the festival is wonderful and that she should be spending more time with her citizens since they respect her enough to throw an entire festival dedicated to saluting her. She starts to feel saddened by all of this and wishes for Beldar to be by her side.

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Winx Enchantix!

The royal announcer then announces the coming of pilgrims and travelers that have come to see the queen, and Bloom takes that as their cue to go. The girls then cast off their robes and transform. Everyone is shocked and amazed by the girls' sudden transformation, including Alexia herself, who is so excited that she wants to meet with them personally. Ukrain tries to convince her otherwise but Alexia cannot believe that beautiful girls such as the ones that have just transformed could possibly hurt her. Ukrain starts to panic and tells the queen that he would think that it would be a wonderful idea to invite the transformed girls to the palace. Alexia then commands one of her subjects to bring the Winx into the palace before they leave the kingdom.

Once the Spring Festival is over, the Winx are brought to the castle on Alexia's behalf. They meet up with Alexia in a room with a fireplace, where she asks them for their names. Bloom introduces themselves as the Winx Club and claims that they are fairy students on a field trip. Alexia is astonished to know that they are fairies as she invites them to sit down and tell her about themselves. She promises that once they do so, then she will tell them about herself and hopes that their magic can relieve her of her pain.

Alexia tells the girls of her story and her belief that her love, Count Beldar, is still alive somewhere out in the world. Bloom encourages Alexia to have faith and stay strong but Alexia insists that time is running out. Ukrain grows more insistent and impatient every day and, one day, she will have to give into his demands for her kingdom needs her to produce an heir before it is too late. She then pleads to the Winx if their magic could help her find out if Beldar really is alive out there, to which Bloom reveals that that is the exact reason why they are with her in the castle. She tells Alexia that their work is to help people out of serious problems and Musa adds that she is in that exact situation. The girls get up as Bloom tells them to form a circle around an open heat source.

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An ominous premonition?!

The Winx approach an open lamp post as Bloom begins to chant a spell over it. The rest of the Winx join in to finish the chant and smoke begins to rise up from the open lamp post. Suddenly, an ominous skull-shaped smoke cloud shoots up from the lamp post as fire springs from below it, startling the Winx. Alexia asks the Winx if the skull-shaped smoke cloud meant that Beldar is dead, but Bloom claims that the smoke cloud made it impossible for them to know, as the castle is under a spell that is canceling their magic. Stella suspects that Ukrain might actually be a wizard, which shocks Alexia, until Bloom and Flora assure her that they will be there to help her along the way. Alexia thanks the girls for their help and calls in her valet to show them to their rooms, as they will be sleeping in the castle as her honored guests.

Little do they know, Ukrain has been watching them from a hole high up in the walls. He calls the Winx amateurs, but he fears that they will still pose a threat to his plans, so he flees to try and finish them up before it is too late.

As Alexia's valet shows them to their rooms, the Winx have to go through very dark corridors. Stella comments on how thick the walls are for keeping the sunlight out and then she notifies the rest of the Winx that she wants to try something on them. She tries to use a spell that would make the walls more transparent in order to light the sunlight in and warm up the corridors, but a flame shoots out from where she was. Stella manages to dodge the flame and notices that Ukrain's dark magic protects even the walls of the castle. She also notices that there is another wall behind that one and she suspects that there may be a hidden passageway behind the wall. Stella searches for a secret switch until she accidentally pulls at the candle nearby, which flips one of the entrances open. However, once she goes through it, the secret entrance shuts behind her.

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Stella eavesdropping on Ukrain's plot.

As she makes her way through the hidden corridor, Stella sees a few streams of light shooting out from cracks in the wall to her right. She overhears someone talking and looks through one of the cracks.

A man reports to Ukrain that they have found Count Beldar, alive and returning to the kingdom with an escort. However, the rest of Ukrain's men had caught Beldar by surprise and locked him up inside Blackthroat Tower. Ukrain is excited by how well his plan is coming together and he reminds his servant that once all of this is over, they will eliminate Beldar before Alexia knows about his return.

Stella finds this to be a lucky break and runs to regroup with the rest of the Winx to warn them of Ukrain's plan.

Once she arrives in their room, Stella reveals to the girls that Beldar is alive. Bloom suggests that they tell Alexia of the news and Stella agrees but she advises them to be careful because if Ukrain discovers that anyone else knows of Beldar's return, he will have his henchmen kill Beldar. Tecna suggests that their first move should be to free Beldar from his prison in Blackthroat Tower and then expose Ukrain. Bloom agrees with this plan but they all cannot go as they still need to stay close to Alexia. Aisha, Tecna, and Flora then transform and head for Blackthroat Tower. Bloom, Stella and Musa try to figure out how they will stand with Alexia as her guards without looking too suspicious until they are interrupted by a loud horn. One of the castle guards orders the others to open the kingdom's gates as Count Beldar is approaching. Given the information Stella picked up, this should be impossible as Ukrain had Beldar locked up at Blackthroat Tower.

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Bloom wishing Flora, Aisha and Tecna luck as they head for Blackthroat Tower.

One of the guards notices that it is Beldar because of the coat of arms that he is carrying, as another one praises his return. The girls look on, more confused than ever, as Alexia runs up to the chariot, excited by the news. She approaches Beldar and is surprised by him wearing a heavy metal mask. Beldar claims that his face was disfigured in battle and he did not want Alexia to be horrified by its appearance. He assures Alexia that his face will heal quickly, but Alexia is happy enough just to have him again as she can recognize his voice and does not care about any wounds he may have. Ukrain then approaches the two of them and proposes that they celebrate at their wedding. Beldar is unsure and asks Alexia if she would still wish to marry him, even with a disfigured face. Alexia claims that she will not wait a moment longer for them to marry and Ukrain proclaims that the ceremony will take place tomorrow.

Bloom comments on how pleased Ukrain was to announce a wedding between Alexia and Beldar, which Stella finds suspicious because it is widely known throughout the kingdom that Ukrain cannot stand Beldar as he actively does whatever he can to prevent a marriage between him and the queen. She then suspects that there is possibly a fake under the mask, but Musa is confused because Alexia could recognise his voice. The girls head down to try and speak with Alexia about this sudden turn of events, but the guards insist that no one can speak with the queen as she needs to get prepared for the wedding ceremony. Frustrated, Stella threatens to turn the guards into mice but Bloom tells her not to be so rash, as an attack like that would allow Ukrain to arrest them. Bloom tells Stella that they need to learn more about the situation at hand and Stella agrees, claiming that she will take another trip down some hidden passageways.

Later in the evening, Bloom asks Musa if Aisha, Flora and Tecna have returned yet, to which Musa reports that they have not yet. She then tells Bloom that she managed to talk to one of Alexia's maids until she wonders why Stella has not come back yet. Stella soon arrives back in their room and tells the two of them that picked up some big news but before she can tell them, Musa insists that she share her bit of news first. Stella lets her go ahead, as Musa tells them that Beldar was wearing the clothes and the coat of arms that he wore when he left for war and he was even wearing the ring that Alexia left him. Stella then proclaims that the Beldar that arrived earlier that day is an imposter. More specifically, he is Ukrain's friend, Alarik, in disguise. She saw "Beldar" meeting with Ukrain from within the secret passageway as once he marries Alexia, Ukrain will once again have full power over the kingdom. Musa insists that they expose Ukrain before it is too late but Bloom is afraid that Alexia will be too lovestruck to listen to reason. Stella then tells them that there is still a way to unmask Alarik and Ukrain and she reveals to the girls that the grand priest who will be performing the ceremony also holds a great hatred for Ukrain. The three of them leave to speak to the grand priest as they hope that Flora, Aisha and Tecna will return soon.

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The girls find Blackthroat Tower!

Meanwhile, Tecna spots a horseman riding by himself in the countryside and suspects that it may be one of Ukrain's accomplices. The girls notice that he is heading for a tower in the distance and decide to follow him as he may be headed towards Blackthroat Tower.

The man arrives at Blackthroat Tower where one of his coworkers asks if Ukrain paid him already. Another one of the men then point out the three girls in the sky and Ukrain's henchmen realizes that they were following him. One of the men uses a crossbow to try and shoot down the girls but they all dodge it. Tecna then uses her Energy Shield to deflect another one of the arrows as Flora uses her Green Power spell to bind down the archer with vines. Aisha then uses her Morphix powers in order to form a warrior made of Morphix that scared the guards away. Flora notices that one of the guards dropped the tower keys as they escaped and uses them to unlock the front door. The girls climb the tower and free Beldar, who wants to know who sent them. Aisha claims that Alexia sent them as the three of them hastily try to get him and his men back to the castle.

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The wedding is already underway!

In fact, Queen Alexia and "Beldar's" wedding is already underway! The grand priest asks "Belder" if he will accept Alexia as his wife and he obviously accepts. The grand priest then asks Alexia if she will accept "Beldar" as her husband and she accepts, until the real Beldar barges into the wedding with Flora, Tecna and Aisha behind him. Confused, Alexia asks who the "Beldar" she was about to marry is and the man removes the metal mask to reveal that he was the Marquis Alarik this whole time. Alexia is horrified by the mistake she has made and tries to call off the marriage as fake, however, the two have already shared their "I do's," meaning that their marriage is official. Ukrain pretends to be horrified by the news and claims that Alarik is correct, but Bloom interrupts Ukrain by claiming that the grand priest is not an actual priest, so the marriage is not valid. She confesses to Ukrain that they are indeed amateurs compared to him but she tells him that they figured out a way around his magic. Just as he disguised Alarik to sound like Beldar, the Winx used their magic to disguise the castle bell ringer as the grand priest, as the real grand priest hid somewhere else in the wedding hall, working with them in secret. The real grand priest reveals himself and calls Ukrain out to be a vile man who will spend the rest of his days in prison. He then steps up to the altar, ready to perform the wedding ceremony he and the rest of the kingdom's residents have been waiting for for over five years: the marriage between Queen Alexia and the real Count Beldar. Just as Ukrain and Alarik are being apprehended by the castle guards, the space around the girls begins to distort and they find themselves back inside the simulation chamber.

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The Winx arrive back in the simulation chamber.

As the girls express their disappointment that their medieval adventure ended so abruptly, Palladium enters the chamber to tells the girls that they passed the test with honors. The girls are excited by the news and Flora asks when they can go back to the medieval kingdom. Palladium tells the girls that they can return whenever they would like to as it makes for a very effective learning tool, until Stella suggests that the next time they use the simulation chamber, they should go to some place different; some place with cute boys, otherwise it would not be as fun.

Spells Used

  • "Show us, oh smoke, in your spirals, things unknown and far away. Show us Beldar, the beloved. Guide us, oh smoke, we pray!" - Used unsuccessfully by the Winx to check if Beldar is still alive.
  • Energy Shield - Used by Tecna to protect herself and Aisha from Ukrain's accomplices. 
  • Green Power - Used by Flora to bind the crossbowman with ivy to prevent him from shooting any longer.
  • Fluid Power - Used by Aisha to create a warrior made of Morphix to attack and scare off the remaining two henchmen.


  • As the Winx settle on taking a medieval adventure for their test on pages 2 and 3, Stella's shirt tends to lose a few of its blue jagged stripes.
  • Flora's medieval outfit has a stripe on the top of the dress that is the same color as her skin tone, making it look like an actual split in it.
  • Throughout the issue, the borders of Flora's Enchantix wings are often colored in as purple rather than their usual pink color.
    • Also, in a few panels, Flora's dress is colored in as purple instead of pink as well.
  • Throughout the issue, the borders of Stella's Enchantix wings tend to disappear, making them look grey in some scenes.
  • Throughout the issue, Aisha's Enchantix wings often look either completely purple or mostly transparent as opposed to their usual color.
  • When the Winx use a spell on the open lamp post to check if Beldar is alive on page 22, most of their Enchantix outfits are drawn incorrectly.
    • Instead of wearing her flowing floral pink dress, Flora is in a rainbow top and light lavender skirt as her wings' borders are colored purple instead of pink.
    • Aisha is missing her Enchantix wings.
    • Stella's Enchantix wings are missing their orange border, causing them to appear grey.
    • The bottom pair of Tecna's Enchantix wings are colored in as yellow instead of their usual lavender color.
  • When Aisha, Tecna and Flora agree to split up and go free Beldar from Blackthroat Tower on page 28, Aisha's eyes are brown instead of blue.
  • Throughout the issue, the tips of Tecna's Enchantix wings are a light yellow color rather than being purple.
  • As the Winx watch the castle guards apprehend Ukrain and Alarik on page 43, Tecna's hair is much shorter, resembling her usual hairstyle in her civilian form rather than being at shoulder-length as it is while she is in her Enchantix form.



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