Will Vandom and the rest of the girls try to tell Elyon Brown the truth about Prince Phobos and Meridian, but that becomes very hard when Phobos teaches his sister to make ghostly images of herself to confuse her former friends and the rebels.
The real Elyon is upset that she didn’t bring her sketchbook from Earth so Phobos sends Lurdens through a portal to her old bedroom to fetch it. But the creatures also trash a stash of chocolate, the scent from which Blunk is able to follow to Phobos's and Elyon's secret Meridian mountain hideout.
The Guardians and Caleb search for Elyon under the mountain but are ambushed by Lurdens. Forced into the open, they battle Lord Cedric on the mountainside before returning to Earth, no closer to warning Elyon of the terrible danger she's in.
In the B-story, Will needs some privacy. In order to save Elyon, the girls trick their parents they'll have a sleepover party, but Will is grounded for having a mess on her room.
- Elyon starts to learn how to use her powers consciously.
- Elyon's favorite hobby is revealed to be drawing.
- Elyon's ghostly copies are shown to have no shadows, but in one scene, one is shown to have a shadow.
- Elyon's ghostly copies break apart when touched, but in one scene, Blunk touches one and it is whole.
- The W.I.T.C.H. girls' transformation into Guardians is reused footage from the W.I.T.C.H. girls' very first transformation into Guardians in "It Begins" a unqiue transformation from the usual ones.
- This is the first episode to debut on Toon Disney.
- This episode was originally scripted as the 17th of season 1, but was pushed to the 16th slot for broadcasting reasons.