The episode starts off in the dark forests of Neverland, with each of the Pirates fleeing from something. This thing turns out to be a hoard of Tinkerbell's shadows and, knowing how relentless they are, the Pirates feel as though their only option is to transform and fight back. The shadows quickly catch up to the Pirates who scatter trying to flee from them again. One by one the Pirates are snatched up and captured by the shadows, and in their desperate attempts at escape, some of the Pirates even turn on each other.
The final Pirate with long brown hair quickly finds himself surrounded by three large shadow monsters after sliding down a hill. With no other options, he decides to fight back and tries to transform into his zombie form, however, he is unable to do so! As he frantically tries to figure out why he cannot transform, the three shadows fuse together into a mega-shadow and engulf him as he tries to run again.
Meanwhile, the sun rises over the city of Paris as the Winx wonder if Musa's Sound Harmony spell really did lead them to Matt's flat. Musa is certain that they truly are in Matt's flat as the way it looks just proves that he is an artist, so Bloom proposes that they search his whole flat to see if they can find clues as to where Matt has gone. And so, the Winx split up to search each part of Matt's flat, ranging from his room to the attic to even the pockets of coats left behind. Stella, who is still exhausted from not getting any sleep, relaxes by a shelf in the kitchen, but she is caught completely off-guard by a sudden flash of light. She jumps up in surprise and places her hand on the shelf she was leaning on to check if it was from her, and to her surprise, the room is engulfed in a golden light as an image of Matt stands before her.
As she tries to figure out what is going on, Stella reaches out to tap Matt's shoulder, only for her arm to completely phase through his image. She then watches as the image of Matt moves to the other side of the kitchen, pulls out a jar of peanut butter and spread it all over a bagel with onions. As he joyfully chomps on the peanut butter and onion bagel, Stella gags at his terrible taste in food. She then watches the image take up a parchment and a kaleidoscope and tries to take a peek at what he is reading. Shuffling behind Matt's image, Stella sees what he is reading is a flier for the Parisian Fashion School and exclaims this to the Winx as the golden light disappears.
Bloom turns to ask Stella how she was able to figure this out and Stella explains that she just discovered her new Onyrix Power which allowed her to see into the past through a flash of light. Each of the girls' faces light up as Bloom praises Stella before calling them all to action. However, this revelation is not just news to them, but to a hidden figure watching them from the shadows.
Springing into action, the Winx leap from rooftop to rooftop towards the Fashion School until they are engulfed in a familiar blue light and find themselves in a familiar blue space, where the Spirit of the World of Dreams claims that Neverland needs their help once again. She insists that there is a great danger plaguing the Neverland and Bloom informs the Spirit that they have been looking for the son of Peter Pan and have just found his whereabouts. The Spirit insists that they need to come now or else many lives will be lost and the Winx are promptly warped back to Earth to decide what they should do this time.
Slightly annoyed, Stella claims that they cannot go into the World of Dreams now of all times, as they are only just four rooftops away from finding Matt, however, Musa is insistent on rushing to the World of Dreams to answer the Spirit's distress call. Bloom reluctantly proposes that they split up and tasks Aisha, Tecna and Stella with continuing the search for Matt as she, Musa and Flora transform and go into the World of Dreams.
And so, after transforming, Bloom's group successfully travels to Neverland where Bloom tasks Musa with using her supersonic hearing to detect any nearby people in trouble. Musa does just that and quickly picks up the screams of the Pirates coming from behind her, so she leads Flora and Bloom in the direction of the screams.
Meanwhile, back in Paris, Stella brings up the fact that they will need yet another cover to make sure that they do not get swarmed by fans for autographs during their search. Tecna claims that they may not be recognized this time but Stella is doubtful of this and whips out SuperSue claiming to know what they need. And so, using her portable sewing machine, Stella whips up three floral dresses for herself and her friends to go undercover.
Once they are just outside the Parisian Fashion School, Stella asks Aisha and Tecna of their opinions on her designs, only to be met by Aisha expressing her doubt over their covers as she believes that the designs may only draw more attention to them. Using her tablet, Tecna points out that the designs Stella used were the most popular during the 1940s and would be known as "retro chic" nowadays. Annoyed, Stella claims that they can just call her designs "Stella Chic" and asks Aisha if she really wants to get into an argument about fashion with her of all people.
A short while later, the three fairies enter the Fashion School as Stella tells Aisha and Tecna to simply follow her. As they walk through the main hall, Stella assists some of the students with their minor problems: helping two confused girls coordinate their outfits better, sending an invitation to a male student's crush which quickly gets accepted and encouraging a trouble student on their first day of school. Tecna and Aisha praise Stella on having such good people skills and being able to make others feel better as easily as she does. Stella insists that it is not all that hard as she can tell what a person's inner problems are just by looking at their faces, but Aisha does not buy it. Stella demands to know what Aisha means by this and Aisha insists that someone would never be able to tell what a person's true inner struggles are just by one passing glance. Stella then demands to know if Aisha is claiming that she is superficial until Tecna interjects by trying to get Stella to calm down and focus on more important matters like finding where Matt is. Unfortunately, this only offends Stella even more as she feels like Tecna and Aisha are not taking her seriously. She insists that she does focus on the important things and runs off by herself as she tells her friends to go search for Matt by themselves if they are so smart. Unaware as to what made her so upset, Tecna and Aisha go off in another direction to continue their search.
In another part of the school, Sophie finished up the stitching on her latest dress, one that is part of her new Blue collection that she is having Nadine model for her. As Nadine gushes over the beautiful blue dress, Stella chimes in to express her love for the dress too, surprising her old clients and friends. Pleasantly surprised, Sophie asks Stella what she is doing back in Paris and Stella claims that she is just on a simple tour of the city before examining Sophie's new dress. She tells Sophie that everything about the dress is "extra fab" and Sophie appreciates the compliment, going on to claim that everyone else thinks so—everyone except for the "high and mighty Matt." Surprised, Stella asks how Sophie knows of Matt, to which Sophie reveals that he is a classmate of hers in her fashion class. Nadine goes on to add that he is a total blowhard and Sophie agrees, claiming that he thinks of himself as better than everyone around him and always shows off.
Elsewhere in the school, Matt is seen bossing around two of his classmates, insisting that they are nowhere close to being ready as he claims that the star is not bright enough. Just then, one of his stagehands rushes up on-stage and climbs the ladder to blow some glitter onto the girl playing the star. Matt is pleased with this but this does not last long as he immediately begins demanding where his flower is. Another one of the stagehands rushes to Matt with a pink rose in a bouquet and Matt asks what it is in a slightly disgusted tone. The stagehand claims that it is a rose and Matt expresses how offended he is by the very fact that he was given a rose when he is trying to invoke a "new vision of love." He then pulls out a picture of a white flower from his pocket and demands that the stagehand bring him that. The stagehand brings him a whole basket of flowers after returning the rose, but Matt seems displeased with every single one, much to the annoyance of his actors who wish to simply move onto the next scene, only for Matt to shush them, insisting that "genius" is currently at work. Tecna and Aisha, who have come into the room moments before, catch all of this and look back at each other with worried looks.
After pacing about for a few seconds, Matt gets another idea and has the first stagehand give one of his actors a heavy shield that causes him to fall off the ladder. Just when all seems complete, Matt gets another big idea, much to the disdain of his actors, and Aisha whispers to Tecna about the whole situation looking like a total disaster. Tecna agrees, claiming that it is all terrible, but the situation dramatically shifts once everyone in the room is swallowed up by sudden voids!
Stella returns to the main hall to greet the pair of students she helped earlier but is shocked to see them get swallowed up by a void as the atmosphere gets darker. As she backs away from the rapidly appearing voids, Tinkerbell and the Shaman watch her panic through her dark mirror.
Stella continues looking for her friends until she is stopped by three balls of white light swirling around in front of her. The balls of light continue to swirl until they form a mysterious pale figured cloaked in a giant void. The mysterious figure laughs at Stella in a hoarse voice and, after being asked who she is, the figure reveals herself to be Obscura, Stella's Nemesis. Stella tries to flee from her Nemesis but is quickly trapped within a void created by Obscura with one swift arm swing and, with no other options, Stella braces herself for Obscura's next attack.
Back in the World of Dreams, Bloom, Musa and Flora find the Pirates encased in spheres bound together by shadows. Bloom tries to break one of the Pirates free with a direct blast of fire but the trap turns out to be stronger than she initially thought. Musa tries to use a direct onslaught of powerful sound waves and, when that does not work, Flora tries to transform the shadows into something else using a magical flurry of flower petals. None of their methods are effective in putting a dent in the traps, so Flora suspects that there may be another way to unlock them without hurting the Pirates inside.
Meanwhile, Stella is now reduced to tears as she sits alone in Obscura's void. Suddenly, she is put back into her younger self and looks on as a group of kids laugh at her. A familiar hoarse voice insists that Stella is too loud and the red haired kid goes on to claim that Stella's "screechy voice" can be heard all across town even if a person has their earbuds in. The kids continue to laugh at her, making her feel smaller and more insignificant as the boys mock Stella by calling her a loudmouth and a chatterbox. She tries to fight back the bullying until Obscura flies over, claiming that Stella is not funny at all, and this prompts the boy with his hair pinned back to say that no one laughs at Stella's jokes, leaving her to laugh at her own by herself. He continues to claim that when people do laugh, they laugh at her, not with her, and the group of kids all point at laugh even more. Stella continues trying to hold herself together as Obscura claims that she is desperate and the red haired boy goes on to insist that Stella will follow anyone around like a lost puppy no matter how hard they try to ditch her. He then calls her a loser and tells her to get lost as the other kids continue to laugh. Obscura then calls Stella ugly and boring, prompting two of the bullies to say the same thing as they continue to laugh and mock her. This ultimately brings Stella to tears as she begins to accept that no one likes her—that she is alone—and cries to herself.
Just a moment later, Stella finds herself back in the main hall of the Parisian Fashion School at the same point in time when she, Aisha and Tecna were starting their search. She tries to help out all the students like she did earlier but each one of them is angry at her meddling: the pair of models storm off after Stella tries coordinating their outfits, the male student is angry at Stella for trying to take his phone and the incoming freshman seems to feel worse with Stella's encouragement. She then turns to find Tecna and Aisha very displeased with her as Aisha declares Stella to be terribly superficial. Tecna goes on to claim that Stella is only making herself think she is helping people when, in reality, she only does it to help herself and make herself look better. Frustrated, Stella tells the two to do this mission on their own if they think they are so smart and her screams cause everyone in the room to fade away. Stella desperately tries to get her friends to come back as Obscura laughs at her torment from nearby, all while Tinkerbell and the Shaman watch on from Tinkerbell's lair in Neverland, confident that Stella will be defeated by her innermost fear of no one liking her.
As she sobs alone in the void, Stella's younger self reaches out to her and tells her not to cry. She then asks if Stella remembers when they pushed past all of this, but Stella insists that she is alone now. Her younger self claims that they will never be alone with their friends by their side, but Stella is convinced that she chased them all away. Her younger self insists that their friends would never leave them as that is what real friends are for and, deep down, Stella is aware of this. Wiping her tears away, Stella hears the voices of Aisha and Tecna praising her from earlier about her people skills, giving her the strength to dispose of Obscura's void.
Obscura demands to know what is going on as Stella proclaims that her friends are her light and summons up a ball of light between her hands. Obscura backs away from Stella but she entraps her Nemesis in a ball of light and disintegrates her by amplifying her light magic. Stella cautiously approaches Obscura's ashes and watches as they fly into the air, form an afterimage of Obscura and completely disperse. With her Nemesis destroyed, Stella takes a moment to recollect herself. She then sees the two boys from earlier pass by and wonders whether she is still trapped within the nightmare or back in reality. The blonde boy asks if he should go with a jacket or without one and Stella happily claims that he should go with a jacket before skipping away, joyful that she is back in a reality with her loving friends.
Everyone is returned to where they were before Obscura's attack and Tecna and Aisha seem to be the only ones aware as to what happened. As Matt shouts at his actors to be more "smoochy," Tecna and Aisha try to figure out what happened, but since they do exactly know what happened, the two decide that now is the time to talk to Matt. That is when Stella comes into the room and rushes in to hug them, telling them that they are the best. Aisha asks Stella what is going on and Stella explains that it was thanks to their belief in her that she was able to be saved. The answer only seems to confuse the two even more but Stella goes on to promise that she will always listen to them and stay by their sides. She then asks if they hate her, to which Tecna claims that Stella will always be their Stella, now and forever, and Stella squeezes them tight as she tells them how much she loves them. She then adds how she defeated her Nemesis and Tecna realizes that everything that had happened earlier was not a strange dream. Stella confirms this, insisting that it was more of a nightmare, but their attention is diverted elsewhere once they lose sight of Matt yet again.
It turns out that Matt is polishing his camera's lens in another part of the school just by an open window. Little does he know is that a man in a trenchcoat with his face covered by a red bandana sneaks up from behind him and sprinkles him with the golden dust, knocking him out. The man catches a hold of Matt but, just as he is about to escape, Stella, Aisha and Tecna catch sight of him and pursue him as he leaps out the window. The three fairies quickly suit up and properly pursue Matt's kidnapper.
The girls begin to close in on the kidnapper, but are stopped by an octopus monster conjured up by the mysterious man! Thinking quickly, Aisha tasks Tecna with continuing the chase with Matt's kidnapper as she and Stella stay behind to take out the monster, however, the monster turns out to be nothing more than an illusion, causing Stella and Aisha to fall off the roof!
Hearing this, Tecna runs back to check on her friends and catches sight of Aisha and Stella dangling from the ledge of a nearby rooftop. Naturally, she pulls them up to safety, but this just means that they have now lost sight of Matt's kidnapper and have lost Matt again. However, their target may be closer than they realize, as it turns out that Matt and his kidnapper are hidden behind a nearby building out of the Winx's field of vision.
- Smee's Zombie Pirates are captured by Tinkerbell's shadows and are unable to transform into their zombie forms.
- Stella discovers her newest Onyrix power which allowed her to briefly see into the past with a flash of light. This power also helps Stella find out Matt's current location: the Paris School of Fashion.
- Thanks to the Spirit of the World of Dreams's distress call, Bloom, Flora and Musa travel to Neverland while Stella, Tecna and Aisha continue onward to the Paris School of Fashion.
- Stella reunites with old friends and clients, Sophie and Nadine, and learns more of Matt's terrible reputation.
- Everyone at the Parisian Fashion School is swallowed up by dark voids and Stella is confronted by her Nemesis, Obscura.
- Bloom, Flora and Musa find the imprisoned Pirates but are unable to free them.
- Trapped in Obscura's voids, Stella is forced face her fears of loneliness, abandonment and constant ridicule, just like in her childhood.
- Stella overcomes Obscura's darkness, her insecurities and fears and defeats her Nemesis.
- The three fairies are forced to chase down a mystery man who tries to kidnap Matt.
- Stella, Tecna and Aisha lose sight of Matt and his kidnapper.
- This marks the second and the final time where the Winx members transform in a group of three in their Onyrix form.
- In the beginning recap for the previous episode, a post-production scene was featured.
- As Aisha, Stella and Tecna chase after Matt's mysterious kidnapper, the insides of Stella and Tecna's coats and the colored stripes of their catsuits are colored in Aisha's signature sea green instead of their respective colors, orange and purple.
“My friends...They are my light! They will always be a part of me!”