The Winx continue their world tour alongside Annabelle and Louise with their popularity skyrocketing as their albums fly off of the shelves and their performances are broadcast live in major cities like New York.
After their latest concert, Annabelle and Louise thank the Winx for bringing them unimaginable success and say their goodbyes as the Winx need to continue their world tour. Louise tells them that she and Annabelle will be taking inspiration from the Winx for their next concerts and is sure that they will get to perform on-stage together again someday. Stella even promises on it.
The next day, the Winx go about their daily routine as Bloom reads Peter Pan's last letter to Wendy and, from the letter, she comes to learn that Peter Pan used to call himself "Peter Barrie" and has a son named Matt. Bloom asks Tecna if anything has come up in her search when using "Peter Barrie" as a clue but nothing comes up, not even an email. Aisha deduces that Peter's final letter was that of a farewell and asks Stella what she thinks, only to realize that she was not paying attention as Stella just asks Aisha if she should add more yellow spray paint to her canvas. Flora approaches Tecna, trying to hand her one of her cupcakes as she guesses that Peter may have been in danger, but Tecna believes that he simply wanted to vanish into nothing, pushing Flora's hand back. Bloom comments on how he did such a thing perfectly if that were the case and Musa, removing her headphones, claims that the only clue to Peter they have left is his son, Matt. Tecna then searches of the name "Matt Barrie" and finds that he had set up an internet profile just a few days ago. Flora jumps up excitedly over how lucky that was until Tecna corrects her, claiming that the red screen on her monitor means that incoming danger. She informs the girls an "FF Code" approaching them and Stella jumps in surprise, accidentally spraying a stripe of yellow paint onto Aisha. Bloom advises for the girls not to panic as they take their places while, in another part of the Winxmobile, Stella peers out of a nearby window and screams at the sight of five of "them" outside. Aisha looks out of another window and corrects her, pointing out how there are now ten of "them," and Tecna begins to panic, believing that they will never be able to get out of this situation. Things go from bad to worse once Stella shouts that there are now twenty of "them" outside and this turns out to be a crowd of their adoring fans that has surrounded the Winxmobile in the hopes of getting autographs from their favorite musicians.
Tecna turns to the girls and asks what their next move should be, to which Musa insists that they have a mission to carry out while Bloom believes that they cannot just let down all of their fans. That is when Flora gets an idea—one of which causes the Winx to dread what is coming next.
All large billboard showcasing the Winx's album cover rises from the top of the Winxmobile as Flora announces to the surrounding crowd that they will be hosting the Winx Club: Backstage event tomorrow. There, they will have the opportunity to meet each of their favorite bandmates and partake in personalized activities like watching Musa improvise, get tip on the latest fashion trends from Stella and take selfies with Tecna. Though they may not like Flora's plan, it did end up making the crowd leave, giving them the opportunity they need to start searching for Matt by nightfall.
And so, night falls and the Winx begin their search by leaping from rooftop to rooftop looking for clues. Strangely, London is completely deserted and fog begins to roll in, obscuring their fields of vision. Bloom advises for them not to lose their concentration but the fog becomes so thick that the girls can no longer see out in front of them. Bloom proposes that they stay close together but Stella runs out farther into the fog after promising to find them, leaving Bloom all alone. She calls out to her friends but is interrupted by a completely different voice calling her a fool, insisting that she cannot save her friends from "destiny." Bloom asks the voice of its identity, to which the voice claims to be Vertigo, her worst nightmare, and belts out a manically laugh. Bloom looks around for the source of the voice and suddenly comes face-to-face with the face of a young girl painted white with black sclera and a slasher smile. Bloom jumps back, falls over the side of the bridge and the next thing she knows is that she is in her bed screaming.
Flora switches the room light on as the rest of the Winx surround Bloom to comfort her. The only thing Bloom knows is that she had just experienced a very realistic dream and explains this dream to the Winx. Musa jumps from her bed, demanding to know why everyone is up so late as she cannot sleep with the lights on, and Bloom explains that she just had a bad dream. Musa repeats the fact that she cannot sleep with the lights on until Aisha snatches her headphones, revealing that Musa somehow sleeps while blasting music.
Meanwhile, Vertigo returns to Tinkerbell's lair and proudly proclaims that Bloom has become frightened and confused thanks to her. After belting out another one of her maniacal laughs, Vertigo insists that she has now got Bloom on the ropes, only for Tinkerbell to question her confidence. Vertigo flies towards Tinkerbell, swearing that she knows Bloom more than anyone else due to being her Nemesis, but Tinkerbell is not convinced and tells her that simply waking Bloom up in the middle of the night will not be enough to defeat her. Vertigo then claims that her powers do not stop at that and Tinkerbell demands that she show it. Vertigo belts out another laugh and flies towards Tinkerbell again to proclaim that she does not take orders from anyone; not even a "little fairy" such as Tinkerbell "playing" the role of Queen. The Shaman tries to step in, insulted by Vertigo's disrespect, but Tinkerbell holds him back as Vertigo goes on to claim that she can break anyone's confidence, even Bloom's. Belting out another laugh, Vertigo disappears in a flash of purple light, most likely to continue tormenting her target.
With Vertigo gone, the Shaman expresses his disdain for the Nemesis, but Tinkerbell believes that she may be able to find and exploit Bloom's weak point if she knows her as well as she claims to.
In the morning, the Winx hold their Winx Club: Backstage event as planned and, unfortunately, Venomya does not miss it either and remains eager to find just one thing wrong to write a negative review about. The Winx struggle to entertain all of their many fans while engaging in the events Flora planned out for them. In one of the crowds, a mysterious girl that looks eerily like Bloom stares at her for a short while before walking off. Bloom notices the girl and chases after her after catching a glimpse of what seemed to be a webcam hidden in her hair. Aisha tries to stop Bloom to ask if she confirmed their next gig in New York but Bloom runs off, worrying her.
As she continues to search for the mystery girl, Flora informs the crowd that Bloom writes the lyrics to their songs, but she has no time to stop by and indulge their fans and runs off to another part of the park. Aisha chases after Bloom when she dashes by her again and, when she makes it close to the stage, Bloom spots the mystery girl hanging from one of the beams! She climbs up the metal bars to the top of the stage to pull of the mystery girl but, once she grabs hold of her hand, the girls face turns white like the one in her nightmare and she pulls her down! Luckily, Aisha catches Bloom's arm before she falls and pulls her back up to safety.
After a bit of rest, Aisha asks Bloom what happened and Bloom tells her that a girl was trying to save a girl who was in danger, but this only makes Aisha even more confused as she did not see anyone other than Bloom at the top of the stage.
Later that day, the Winx find themselves in front of a literary café that Tecna claims to be Matt's workplace as it was the only fact that she was able to find about the young man online. Bloom praises both Tecna and Stella on their research and disguises respectively as Stella reminds them of their cover story as door-to-door pastry chefs and thanks SuperSue for helping her make their outfits. Aisha confirms that the Winxmobile is parked in place and so the Winx step out to enter the café. Flora stops Bloom before she gets off the Winxmobile to express her worries, but Bloom insists that she is fine and that their mission takes priority.
Once inside the café, the Winx showcase their various pastries, one of which is a sample of Victoria's sponge cake, but the owner of the café claims that they are already serving the same cake. That is when Flora uses a tiny bit of her magic to change the strawberries on top of the cake to blackberries, causing the customers to crowd around for a slice. With their cover successful, Bloom and Musa search farther into the café for Matt or any clues that may relate to him.
Bloom looks in between some book of various bookcases, only to suddenly come face-to-face with Vertigo, causing her to scream and recoil back. Musa rushes to Bloom's side as Bloom claims that "she" is playing with her but, when she turns to face Musa, she finds Vertigo looming behind her, sneering directly at Bloom. Bloom rushes at Musa to push her away from Vertigo and, once she gets up, Musa asks Bloom who could be behind her. Bloom claims that there was a strange presence but Musa insists that she would have heard someone if she were around thanks to her strong hearing. Bloom quickly becomes insulted by Musa's claims and demands to know if Musa thinks she was just dreaming all of this up and Musa is unable to answer. She then helps Bloom onto her feet as the two of them continue their search for clues.
The two of them quickly come across a pinboard with a picture of a man spilling over various drinks onto a couple of customers marked down as "The Worst Waiter of the Year." Bloom asks if Musa thinks that the waiter could be Matt but she is not sure so she uses her Winxwatch to scan the photo and send it to Tecna.
Meanwhile, at the front of the café, Stella shoves a slice of sponge cake into the owner's mouth to keep him from suspecting them too much. He admits to the cake being delicious and wishes to know what kind of flour was used, so Stella pulls Flora over to answer his queries. Tecna gets a notification on her Winxwatch and asks Musa and Bloom if they were able to find anything, to which Musa informs Tecna if the picture she sent, requesting that Tecna check to see if it matches any photos on Matt's online profile. Tecna lets them know that she will proceed with the necessary analysis.
As Bloom continues to inspect the picture, she spots Vertigo's shadow looming behind her and turns around to combat her tormenter. However, she finds one of the café waiters behind her instead, frightened by her reaction as he had just asked what they would like, and Musa is also surprised by Bloom's behavior. Regaining her composure, Bloom tells the waiter that they are in search of Matt, and the waiter quickly become irritated by the mention of such a name and calls Matt a "good for nothing." The waiter proceeds to clean up some tables as he insists that the two girls are wasting their time, revealing that Matt was fired just two days ago and, when Bloom asks why he was fired, the waiter goes on a tirade on Matt's negative traits until Musa stops him. The waiter goes on to explain that Matt had thousands of ideas but did nothing at all, had dreams of seeing the world and wanted to work at the local theatre first. The waiter then trounces off in a huff and, later, the Winx exit the café, where Bloom informs them of what hers and Musa's findings.
Just then, Bloom is interrupted by the sound of screeching tires approaching them and turns to see Vertigo speeding the Winxmobile directly at her! Leaping to the other side of the street, Bloom warns the girls of the oncoming vehicle, but the Winx stare back at her with worried looks on their faces. Bloom slowly approaches the Winxmobile to find that it is just Aisha behind the wheel letting them know that they are ready to move out and lowers her head as she heads inside.
A short while later, Bloom finally tells the Winx of the strange presence that has been haunting her all day. Aisha demands to know who this presence is, to which Bloom reveals it to be a girl who calls herself "Vertigo" and tells them of how she had seen her while inside the literary café and even driving the Winxmobile. Musa points out how they did not see anyone and Bloom admits to all of this being in her head, but still cannot understand how or why. That is when Tecna chimes in, suspecting that Bloom has not gotten any sleep recently, and Bloom confesses to being afraid of dreaming. Stella sits herself next to Bloom and gently places her hand over hers as she gives her a reassuring look. Flora then insists that they need Bloom to help find Matt and Bloom agrees to do so after letting out a short sigh.
Once night falls, the Winx hop from rooftop to rooftop and scale multiple buildings until they make it to the Concert Hall where, once they are all inside, begin to search for any clues relating back to Matt. Bloom tries to keep all of the Winx close but they are all adamant about splitting up into groups of two as it would help them cover more ground. Flora and Aisha search the lower levels of the theatre in the stands, trying to figure out why Matt would want to become its keeper, as Musa and Tecna ascend to the upper levels and come across a fresco mural on the ceiling.
The two of them engage in some banter as Musa deduces that the fresco may be hiding a key clue to Matt's whereabouts and asks if Tecna can scan it with her Winxwatch. Tecna does just that as her scan picks up five key points of the fresco mural.
Bloom and Stella check the stage area of the theatre and the two hear a sudden flickering noise. Stella takes it upon herself to check as Bloom tells her not to go too far, believing that it may be dangerous. Just then, a strange bit of fog surrounds Bloom, just like how it did in her nightmare, and Vertigo's voice tells her to consider the fog as nothing more than a little deja vu. Thrown into a panic, Bloom asks if any of her friends can hear her until Vertigo reveals that none of them can see her. Bloom then vows to find her and Vertigo claims that Bloom must deal with her on her own unless she wishes to put her friends in harm's way.
Bloom runs into another part of the stage area in search of Vertigo and puts her guard up as she continues down a small space. Aisha rushes to Bloom's side trying to ask where she ended up, but when Bloom turns around, she finds Vertigo sneering at her, so she knocks a ladder at her and runs off. Stella tries to stop Bloom, insisting that there is no need to run away, but all Bloom sees is Vertigo and uses her magic to send nearby items flying at her to defend herself. Stella manages to avoid getting hit and asks Bloom why she is attacking her but Bloom retorts by asking why she keeps harassing her and runs off.
In another part of the theatre, Aisha has gathered the rest of the Winx to explain what has happened and Stella joins them, telling them the exact same thing. Flora insists that they put a stop to this power until Tecna wonders how they can do such a thing if they cannot even see it. Musa deduces that only Bloom can deal with it and Stella calls Bloom over. When Bloom arrives, she is on-edge, enraged, and sees her friends as five visions of Vertigo sneering and mocking her. One of the images asks if Bloom can recognize any of them and Bloom suddenly finds herself face-to-face with a mirror image of herself who explains that she must protect her inner self if she wishes to be rid of Vertigo. Bloom tries to clear her head as one of the five Vertigo tells Bloom that they are worried for her in Flora's voice but nothing works. The five Vertigo tell Bloom to trust them as her inner self demands that she destroy them before they surround her. Bloom summons a bit of her fire as she prepares to attack until the Vertigo with Flora's voice tells her not to trust her eyes but her heart as they are her friends. Bloom then closes her eyes as her inner self continues to shout at her to destroy the five Vertigo until she refuses. When she opens her eyes, Bloom can see the Winx for her they are and identifies her "inner self" with her nightmare, her Nemesis. Vertigo tries to keep up the act, insisting that she is Bloom, but Bloom has come to realize that Vertigo is a part of her that she must accept.
Channeling all of her fire magic, Bloom blows Vertigo's disguise away and Vertigo begins to taunt Bloom, believing that she cannot simply "accept" her Nemesis. Bloom is confident that she can as Vertigo is just a projection of her innermost fears, and so she sends out a wave of her fire to surround her.
The flames quickly engulf Vertigo as Bloom opens her arms out wide, invoking the shadow of her stolen essence from within her Nemesis and accepting it back into her being. Now without Bloom's essence, the flames completely burn away at Vertigo until she is no more, leaving Bloom with her peace of mind.
The Winx quickly surround Bloom to make sure she is alright now and, when asked who Vertigo was, Bloom reveals that she was an agent sent by Tinkerbell. Tecna asks if she is sure about that and Bloom confirms this, revealing that Tinkerbell was watching them from the beginning and claims that now she wishes to attack them. Musa realizes that they are no longer safe outside of the World of Dreams and, as Bloom stated, Tinkerbell watches the Winx from her mirror and seems to have chosen her next target. She then turns to a stalagmite behind her and conjures up Musa's Nemesis, Banshee.
- Through Peter Pan's letter to Wendy Darling, the Winx learn of his last name and the name of his son, Matt Barrie.
- The Winx begin their search of Matt.
- Bloom has her first run-in with Vertigo in a nightmare.
- Vertigo continues to torment Bloom throughout the day, further escalating her fears and paranoia.
- The Winx come to learn that Matt had been fired from his job at a literary café.
- Bloom informs the Winx about Vertigo seemingly haunting her and confesses that she has been unable to sleep out of fear.
- The Winx search the local theatre for clues about Matt, during which, Bloom confronted by Vertigo and mistakenly attacks her friends thanks to Vertigo's illusions.
- Bloom defeats Vertigo by accepting her as the personification of her fears and tells the Winx of Tinkerbell's latest plans.
- Tinkerbell chooses Musa as her next target and creates her Nemesis, Banshee.
- Jump Into the Fun, used originally as background music for an imagined beach fun montage in the Season 1 episode "Dangerous Waters," is sung by Bloom and Annabelle during their band's performance.
- In one scene, Stella is wearing Bloom's Winxwatch rather than her own.
- As the Winx search the rooftops of London for clues about Matt, the open shoulders and pink hems of Flora's spy suit are missing.
- The outlines of Vertigo's face go missing when she tells Tinkerbell that she does not take orders from anyone.
- One of the Winx's fans is missing their facial outlines during the Winx Club: Backstage event.