Rosie is an Angel of Darkness, and has been tricking Justin all along to make him evil. Alex finds out, with the help of Tina (a guardian angel in training trying to earn her wings) that Rosie is an Angel of Darkness. Justin crosses over to the dark side with Rosie, steals the "moral compass",and gives it to Gorog, so Gorog can turn the compass from good to bad, so that the world will be covered in darkness and every human being will be corrupted. Rosie tries to get Justin to run away and save him, because Gorog wants to destroy him, but Justin refuses to leave, stating that he is no longer a wizard but an Angel of Darkness and breaks his wand in half. Alex tries to convince Justin that he is a wizard, a good wizard and not an Angel of Darkness.
Meanwhile, Maxine is enrolled in Tribeca Prep, since she is participating in a "cousin exchange program." After her first day of school, Maxine laments that she has no friends,which leads Harper to insist Maxine have a slumber party (which is really what Harper wants because she has never had a slumber party), that eventually becomes a disaster. Tina reveals that Rosie was a good angel, and her teacher however, Gorog reached her before her transport arrived and corrupeted her. Alex and Tina go to the Dark Realm to save Justin. Alex borrows a pair of wings from the guardian angels. Alex takes the Moral Compass and tries to turn it to good but Justin stops her and then Rosie used her good angel side and they fly up and when they land, Justin turns the compass to good. Tina and Alex take it and run. When Rosie and Justin kiss, Rosie turns into a good angel (with white wings), and Justin loses the dark wings.
- Sobbing cries change turn these girls into older guys — turns girls into elderly men.
- Fruity Patutti — turns people into fruit.
- Rip torn. Rip Taylor. Rip bag – Rip Bag from the bottom.
- Without wand or robes, you all turn into slowpokes — Slows down angels.
- Angels, angels of darkness, The Moral Compass, halo, angel wings
- Jake T. Austin as Max Russo
- Milles Wood as Monty, Natalie Alyn Lind as Marisa, Frank Maharajh as Customer, Ezra Weisz as Fruit and Darrin Butters as Fruit
- Bill Chott as Mr Laritate, Bailee Madison as Maxine, Leven Rambin as Rosie, John Rubinstein as Gorog, China Anne McClain as Tina (as China McClain) and Amy Tolsky as Florence
- This is a one-hour special. This is the only time that one of the cast members (Jake T. Austin) did not appear in a one-hour-long special.