The intel was solid.
Not arguing with that,
but it is possible somebody tipped the Blood Witches off.
Still no sign of Bloom?
No, and our power shorted out a few minutes ago.
It's either a distraction to get her out or she's somewhere losing control.
Bloom is not dangerous. Trust me.
Don't be too sure.
Let's just hope Bavani hasn't come and checked up on us.
I have magic. You don't.
[unsettling music continues[
Hello?
Are you all alone?
No fiery friend?
Check the hall.
Anyone?
No. Looks like the little flower girl is all alone.
Hmm. Good.
Go.
The attack was over in about 20 minutes.
I don't know how many Blood Witches,
but enough to take over every Specialist there.
They knew we were making a move on their hideout.
And we drank the last of the Blood Witch antidote. Fucker.
They took over every Specialist?
Mm-hmm. And fairies didn't have it much better.
Sebastian basically brought an army of scrapers to take them down.
Are they all drained?
Not yet.
They're being held under the school, taken to him one by one.
That's Bavani.
We're thinking that he can't handle a lot of magic at once.
So there's still time to save some of them. That's good. Good intel.
Well, it's all Musa. She's hiding in the school.
She was able to avoid detection, but Flora wasn't so lucky.
It looks like we've got our work cut out for us.
A frontal assault is suicide.
A covert strike upgrades our odds, but not by much.
And we'll be fighting friends, which is a headfuck.
We've got non-lethal weapons should you want them.
Once we neutralize the threat, the Blood Witches will be easy to clear.
-Then we free the fairies. -I'm go after Sebastian.
Let's gear up.
-Bloom, walk with me.
Be careful. They're still people.
It was bad enough he's a Blood Witch, but working for Sebastian?
I can't get my head around it. There must be a reason for it.
Maybe Sebastian's just really persuasive.
Or maybe the people we care about are just really shitty people.
I know we can't go in there 'cause of the scrapers,
but I don't know how long I can sit around while Flora's trapped.
Are you sure you're up for doing this? It's okay to say no.
I mean, is it though?
Even before he broke in,
I was the only one powerful enough to stop him.
He wants the Dragon Flame.
He said if I gave it to him, he wouldn't have to steal magic from fairies.
Yes, but then he'd have the Dragon Flame.
He's done all this without it. Imagine what he could do with it.
If anyone should have that power, it should be you.
I know.
I have to fight.
We have to fight.
I haven't seen Sky. Who did he ride with?
When you were in stasis, he tried to get you out.
-He landed himself in confinement. -Wait. Is he still in the school?
Yes, but before you go nuclear, Sky is resourceful.
Trust me. He'll be fine.
We can't just do nothing while you go in there
and take on Sebastian all by yourself.
-It's Silva's plan, not mine. -What if you set someone on fire?
If I was there, I could put them out.
Well, I'll be in the graveyard, waiting for everyone to clear out.
You'll need a medic.
Riven's gonna handle battlefield triage.
Anybody badly injured will come back here for you to treat them.
Okay, I'll make you invisible so you can sneak inside.
-While scrapers steal your magic? -They won't steal yours?
No, I'll be transforming. I'll be faster and stronger.
Dowling taught us all how to transform. We draw on all of our emotions.
-Positive and negative. -And have you?
Any of you?
We haven't tried. We can try.
You think we have time right now?
-You don't have to do this alone. -Yes, I do.
-'Cause none of you have this.
The only thing that will take Sebastian down.
I'm the only one who has it.
Look, I love you all. I do. I just, I…
-Are you okay? -Bloom?
-What happened? -She passed out.
I think I probably just… I need some water.
Let's get her up. Up you get.
Sit down.
I'm fine. I'm ready to go.
-Are you sure? -Yes. Mm-hmm.
We won't need you until we clear the controlled Specialists, so sit tight.
-Yeah. -Okay.
Sorry to interrupt whatever this is,
but at the risk of being a dead curious cat,
what exactly is your endgame here?
I think we both know those answers weren't part of the deal.
Fair enough.
However, if we're taking the deal literally, my part is over.
You have the school. You have the fairies. You have everything you want.
Now you have everything you want.
Anything else?
-Keep looking for our leverage. -Understood.
I'm going to the Sanctum. Give me 20 minutes, then bring another.
They haven't taken anyone in a while. Maybe it's over.
It's not. Just sit tight.
And wait to get plucked out like lobsters?
I'm not dying to be food either. We can't afford to do anything stupid.
My friends will come.
I'm going.
Just don't use your magic. I think scrapers can sense--
-Yeah, I've got it, but thanks.
[footsteps receding[
See? There's nothing.
Nick.
Nick, come back into the light.
Nick, don't be an idiot!
The Blood Witches are using controlled Specialists to patrol
so they don't risk themselves.
If word gets out we're making an attack, we lose our advantage,
so we'll spread out and take them out one by one.
Silently, all right?
Let's move.
The Blood Witches know about the attack.
Are you sure?
Move out!
No, but there are a ton of Specialists headed outside.
-Silva won't be able to break through. -He has to, so I can go in.
-You haven't seen Flora? -No. I know where they've got her, but--
No news is good news. There's still time. If the Specialists fail, we break her out.
What about Grey? One last appeal?
You saw the video. You really think he's interested in helping us?
Look, I can try Beatrix again.
I think she left.
So basically Flora's screwed. That's what everybody's saying.
She's gonna lose her magic and there's nothing we can do.
No, not nothing.
I'll text you later.
I'm not one to diss art therapy, but wanna share with the class?
Earlier this morning, I didn't…
I didn't pass out from exhaustion.
When I summoned my Dragon Flame, I saw, um…
Sebastian.
And I saw this.
What is that?
I don't know. Some kind of…
vision or premonition.
I know it definitely had something to do with my magic, but--
Hey, Bloom.
It's okay.
I just, I'm scared. I'm…
just scared, Aisha. I mean, I'm…
Ever since Rosalind, I'm just scared, and I know I have to be strong, but--
No, you don't.
It doesn't make you any less of a badass to let your friends take care of you.
It's the toughest thing I've had to learn, but after all this with Grey,
if I didn't have you all…
We are in this together.
Okay?
Are you gonna be okay to take out your man?
No need. Texted him.
What the fuck? Don't you understand the words "surprise attack"?
Oh, relax. He's a legend.
Shit.
-Watch out!
It's me! It's Dane!
-Thought you could use a hand. -Fuck off.
Let's hope he didn't tell anyone.
They're down there!
No such luck.
We have to fall back. Oi. Now, now, now!
Come on.
Come on. You must have some sort of weapon.
Sebastian wants another one.
I always hated getting picked last.
Sky, nice of you to join us.
Yeah, I had to take care of some delinquents.
Nice sword.
Closest thing I could find. And it's, you know, not bad.
Andreas said it was a bit unbalanced, but…
It's not. It's old, but it's not unbalanced.
I think Andreas was just a bit jealous because I gave you my father's sword
and told you it was his.
This is your father's sword.
Right. Listen up.
The Blood Witches were waiting for us, so we've had to fall back.
We're gonna stay here and regroup until the Solarians come.
But Musa's still in there. So's Flora.
-Yeah, he's right, we should go now-- -It's not up for debate, okay?
So let's keep busy until then. Move out.
You need to get back to the groundskeeper's house, now.
What? I can fight. You know I can.
Without LeRoy's antidote, you are a sitting duck,
and the school is crawling with Blood Witches.
Musa.
Okay. Okay, okay, okay. Okay.
Oh. Good skills.
No bites. Still got your magic?
I do. I think I can use that to our advantage if--
-Let's go!
There you are. How are you?
I'm good. Even better when I see you.
How are you doing?
I mean, all things considered, I'm okay.
Musa saved Flora from scrapers.
That's great.
Yeah, except now they're stuck in there,
so I… I guess we just have to wait for the Solarians.
I feel like there's a "but" coming.
No, I'm… I'm happy you're safe and I'm happy Flora's safe. I just…
I don't know. I feel like this isn't over.
'Cause it isn't.
Sebastian's gonna get what he wants,
and you're gonna help him.
Sky?
What's going on?
Go outside. Now.
Sebastian.
Quietly.
-What do you want -Oh, I think you know.
And by the way, if you tell anyone, Sky dies.
If anything happens to Grey, Sky dies.
If you try and fight me, well, you get where I'm going.
Drop your phone.
I'll see you soon.
I won't pretend I understand your plan completely,
but I found these.
Is there any other secret herb stash that you know about?
I don't know. Know who would?
The person whose drawers I rummaged through.
Never mind. This is fine.
Why so secretive? Terra knows we're trying to take out the scrapers.
-Why hide the details? -I don't wanna distract them.
Besides, I've got this.
You know she's gonna keep checking on you--
Bloom and Sky are missing.
Bloom?
Bloom.
Sky?
If you two are out here making out somewhere,
I will absolutely…
Relax. It's just me.
Just you?
The villain.
Labels. Would the villain do this?
I did some snooping. Found out what Sebastian's planning.
He's obsessed with righting the wrongs of Aster Dell.
He's found a way.
There's an entity in the Realm of Darkness. Shadow.
It can raise the dead.
Sebastian wants to bring everyone from Aster Dell back to life.
Thing is, last time it happened, it nearly destroyed the Otherworld.
Sebastian didn't read the fine print or doesn't care.
Uh, Bloom had a vision of some portal when she used the Dragon Flame.
A conduit to the Realm of Darkness.
Sebastian needs the Dragon Flame to open it.
So whatever she does, tell Bloom to sit tight.
What is that look?
Bloom's missing.
Along with Sky.
He wanted leverage.
Sebastian's using Sky as leverage. You have to stop her.
If that's true--
Are you fucking kidding? Of course it is. You have to stop her.
Once the conduit's open, the only way to close it is from the other side.
Sky’s life is not worth more than every other life in the Otherworld.
I'm trying to help you, but you have to help yourself.
You really think you can play both sides, don't you?
Save Musa, give us some intel, and that'll make up for betraying Alfea?
I told you I'd do whatever it took to survive.
Congratulations.
You survived.
I have two sisters.
I didn't know that.
I didn't know anything about my past, so I made a deal.
I'd help him if he told me why I was at Aster Dell.
He didn't know the full story, but he knew I had two sisters.
I have no one, Stella. No one in the entire world.
You had me.
Now, if you'll excuse me,
I have to search for my friends.
-It's not too late to do the right thing. What's that mean? "The right thing."
You could have given him the Dragon Flame weeks ago.
-Who's to say that wasn't right? -He's stealing magic from fairies.
Fairies killed the Blood Witches at Aster Dell.
I had family there, Bloom.
I'm just saying, this is complicated.
Yeah, maybe. But one thing isn't.
Aisha let you in.
And you lied to her,
so you don't get to be on this moral high ground.
-If Sebastian didn't have Sky right now-- -Luckily, I do have Sky.
Why don't you wait outside?
Where is he? I wanna see him.
Bit over the top, I know, but gets the point across.
Uh, careful now.
Okay. Okay, fine.
Fine. You want the Dragon Flame?
It's yours. You can have it.
Need a scraper to feed on my magic?
No, Dragon Flame would fry it in a second.
Luckily, I found this.
You know how these work, right?
You channel the Dragon Flame into it and I channel it into me.
Once I have it,
Sky goes free.
The Solarians are on their way.
Will they fight an ancient evil because we're too scared?
-If that's what we have to do. -You can't be serious.
We are outnumbered.
I don't care.
Bloom's inside risking everything to save Sky.
Musa's got no magic and virtually no fighting ability,
and she's still there.
My cousin spent last night surrounded by monsters.
What's she doing? Cooking up a plan to kill those monsters.
These are my friends.
They're our friends. They need us.
So, no, I'm not gonna be waiting for the Solarians.
I'm not gonna wait outside my home for somebody else to save it.
This is what Dowling would want.
All of us, Alfeans, fighting together.
Who am I to argue with Farah, huh?
No magic till we clear the scrapers, all right?
-Let's gear up! -Yes!
Hey, you hear that? We're moving out.
What if he wakes up and alerts the Blood Witches?
Or if he doesn't know where he is and freaks out?
Yeah, you're right. You should probably stay with him.
We'll be okay.
-You ready to go? -Yeah.
Hi.
That was one of the hottest things I've ever seen, Ter.
Oh. Really?
Um. Well, I saw this really great TED talk the other day about empowerment.
Um, it… it lags a bit in the middle
and it was in a really tiny room, so it was more TED-Talk adjacent,
but it made some really good points
about endorphin production during motivational speeches.
I'm ruining it, aren't I?
No.
Time to go fuck shit up.
-We're running out of time. -I'm aware.
That's the last of the solvent. Do you know if there's more?
I'll call Terra. She can help. I can't.
Update? Can we go in? Have you cleared out the scrapers?
I need more clean solvent to distill this formula I'm working on.
I already used yours.
Tell me what you need it for. What's your plan?
I'm distilling a pheromone of my magic to track the scrapers to me.
And then what?
Eldwyn isn't just toxic to humans.
Flora, n… no.
There's solvent in the greenhouse. I can always go there.
I… I can't let you do this.
I can't let you sacrifice yourself.
This is my home now too, Terra.
I'm not just gonna hide in here
while you risk yourselves and try to transform.
I know this is a reckless Flora move, but I know it'll work.
Okay.
Bloom's got some Gamsol oil next to her paintbrushes.
Uh, Stella's nail-polish remover is high quality.
Musa's got some WD-40 from trying to fix the water pressure.
If all else fails, Aisha's got a stash of vodka in her bottom drawer.
One of those should work.
I'm very observant.
-Thank you, Terra.
Sebastian. Sebastian.
Please wait.
-What? -Specialists seen.
Do something about it.
Your friends are making quite the rescue attempt.
Did you expect them to just wait around and do nothing?
Course not. But I wonder if they'd make the same effort
if they knew how relieved you are to be giving it up.
-You think if I had a choice, I wouldn't-- -Don't be ashamed, Bloom.
You're a teenager.
You should be allowed to be a teenager.
Spend time with your friends.
With your boyfriend.
I know what it's like to miss out on all of that
because you're dealing with shit that's bigger than you.
Nobody gets to have a normal life when the Dragon Flame is involved,
and a normal life is all your mum ever wanted for you.
Are you taunting me?
You won. You're getting everything you wanted--
I didn't mean to taunt.
-I didn't. -So then tell me.
Tell me about my mom, where I came from.
-Stalling for time? -You can read my thoughts.
You really think I don't wanna know?
It's not a happy story.
Would have been more of a surprise if it were.
Your mum had the Dragon Flame.
Just like you.
I thought that only existed 1,000 years ago.
No, that's not technically true.
It was just in stasis for 1,000 years.
Because you were in stasis for 1,000 years.
As a baby.
So, I was… I was born 1,000 ye… years ago?
In the middle of an ancient war.
That's…
Your mum and the Dragon Flame were the heroes of that war
until she lost control
and thousands died.
She was wracked with guilt for what she'd done,
for passing the burden on to you.
She couldn't fathom you going down the same path,
so, the day you were born,
she put you in stasis
and she put herself in the Realm of Darkness.
So my parents--
Have been gone for a very long time.
Your mum never wanted you to have the burden of the Dragon Flame.
Once you give it to me,
you can finally live your life.
Now…
let's finish this.
They're outnumbered. They're fighting a losing battle.
-We have to use our magic. -No, not yet.
Flora needs the scrapers focused on her. That's the only way she'll destroy them.
This should draw all the scrapers to me.
-How d'you know it's working? -I don't. We just have to wait and…
-Time for you to go. Now.
-No! How're you gonna jab them all? -I'm not jabbing them.
Flora.
When they feed on me, they'll die.
There are still fairies out there with magic. Free them.
Let the suite know we've cleared the field.
Be honest. Does it hurt?
Like hell.
Go.
Look. The fairies are free. Flora's done it.
Let's go.
Keep going. We can do this!
-Look at you, proving me wrong. -Could still use pointers.
-Watch your left.
-We're going inside. -I can't let you do that.
My brother died in Aster Dell.
Whatever your reasons--
-I was my parents' replacement son. -Stop.
Sebastian told them he could bring my brother back to life.
I said stop.
Aisha, I just wanna be free.
From expectations, from the Blood Witches, from everything,
and if Sebastian can bring him back, I can be.
You of all people should understand that.
You lied to me.
If I told you I was a Blood Witch, it would've been over.
Months. We were together for months, and every minute was a lie.
Bullshit. I never lied about how I felt.
-That was real. -For you.
It was real for you.
Because you knew the truth.
And now you get to have those good memories. To keep them.
But they are ruined for me.
My first boyfriend.
My first kiss.
I hate that it was you.
You'll have to live with the choices you've made.
We're going inside.
Not long now, Bloom. I can feel it.
Hate to interrupt a private moment.
Not now, Beatrix.
Bloom might want to know what you plan to use the Dragon Flame for.
Does it matter?
Figured. Remember you said that.
-Sky! -No. No!
No, Sky.
Sky.
No!
Have you any fucking idea what you've done?
Yeah, I just saved the world.
-Gotta admit, feels pretty good.
This is exactly what happened to your mum, Bloom,
and people died.
I don't care.
Okay. So what are you gonna do? Kill me. Then what? Destroy the school?
Your friends are outside fighting for you.
Technically, her friends are inside now.
Bloom, look at me.
You can stand down. We're here.
Remember, you don't have to do this alone.
Leave.
Get everyone as far away from here as possible.
Now!
No, Bloom. We're not leaving you.
His heart stopped.
I can use Blood Witch magic to pump the muscle around it.
-I can keep him alive. -Sky!
The boy came through.
-It's over.
No more fighting.
Is it?
You're really gonna make me do this again?
Oops.
Fairy magic isn't an infinite well.
And looks like your little rage moment tapped you out.
Even the Dragon Flame has limits.
So the only thing that's actually changed
is that Beatrix sacrificed herself for nothing.
Sucks for her.
Sacrificed herself?
You're a monster.
Yeah, I'm also a fuck ton stronger than each of you, so…
Yeah, but are you stronger than all of us?
-Luke?
Hey.
They did it.
Hey.
What happened?
Um…
You kind of, uh…
died.
-It's a long story. -Can't wait to hear about it.
Bloom. Bloom.
Bloom.
You okay?
-Yeah. -Yeah?
-Yeah, I'm fine. -Okay.
We have to get everyone back to the suite.
-All right. Who else needs more pillows? -Me, please.
-Here. -Thank you.
Is that one of mine?
-I just have high pillow standards. -[Terra laughs[
I've raided every vending machine, so…
Why am I so sore?
Oh, I wonder if it was the flying.
Must have been the flying, right? Anyone else? Flying? Sore?
We don't need all this.
Don't forget my magic is back, so I can feel the pain you're all in.
Even the quiet ones.
I'm good with pain.
You're good at everything.
One more overachiever in the suite.
Uh,
my roommate, just so we're all clear.
How is everything out there?
It's calming down. Blood Witches have cleared out.
-Have you heard from Grey? -Silva let him go to his family.
He won't arrest him as long as he never comes back to Alfea.
I guess that makes it easier.
I'm not saying I'm swearing off boys, but--
I did.
And, um… and Beatrix?
Silva thinks we should bury her in the graveyard.
Everything she did, she did because she wanted answers, like me.
She could've ratted me out to Sebastian too.
And she could have killed Sky for good if she wanted to, but she didn't.
I'm gonna choose to believe that was on purpose.
Imagine what would've happened if she hadn't showed up.
I mean, he would've opened that portal.
I know you need rest too, so go.
I've got these.
You all right there? Want me to feed these to you?
-Yes, please. -Okay.
What is that?
It's a conduit to the Realm of Darkness.
Sebastian must have had enough magic from fairies to open it.
I thought that's why he wanted the Dragon Flame.
I did too, at first.
I think he really wanted it so no one had enough magic to close it.
But now I can.
And this?
Say it, Bloom.
Just say it.
The only way to close it is
on the other side.
So, you wrote me a letter?
You were gonna walk out of my life forever,
so you wrote me a fucking letter.
-I thought if I told you in person-- -That I'd try to stop you? You were right.
Don't you dare walk through that thing, Bloom.
There has to be another way to close it.
There isn't time.
Every second that thing is open, the Otherworld is at risk.
I don't think you wanna try.
I think you've been looking for a way out.
I almost destroyed Alfea today, Sky.
I'm dangerous. My mom knew that.
That's why she sealed herself away.
The Dragon Flame doesn't belong here.
I…
-I don't belong here. -You belong in the Realm of Darkness?
What even is that?
I don't know.
Do you know what's on the other side?
Is it dangerous?
I don't know.
Aren't you scared?
No.
This whole year, I've been trying to figure out
what I'm supposed to do with this power inside me, and…
and now I know.
This is how I'm gonna save the Otherworld.
Right here.
Right now I can save it by…
…by closing that thing.
You mean more than anything in the world to me.
But this is bigger than us.
I love you, Bloom.
I love you too.
She's gone.
What?
Am I early?
-Hi.
I'm glad to see you.
Mom?