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The MAGNA DEFENDER arrives, on Terra-Venture, in search of the "Lights Of Orion": a source of power, that would give it's possessor(s) an advantage, over their enemies... Who'll be victorious - SCORPIOUS, the MAGNA DEFENDER, or the POWER RANGERS of the LOST GALAXY?!!

Goliath, Angela, Elisa, and Bronx, arrive in Africa and meet Elisa's Mom. The tension between Goliath and Angela intensifies. The Gargoyles, Elisa, and her mother become involved in a tribal curse.

Bronx accidentally winds up in Pennsylvania by train. He is spotted and hunted down by frightened residents. His new friend, an Amish boy, tries to send him back to New York after sundown.

Fox makes a movie, thinking it will help the Gargoyles' acceptance within humanity. She and Broadway go to Hollywood. While Jackal and Hyena threaten to ruin their plans.

Alex is abducted, and the kidnappers foolishly demand a Gargoyle as a ransom.

Brooklyn feels sidelined by the clan, he makes friends with a group of young runaways, while Goliath and Eliza search for him.

With the existence of the Gargoyles revealed to the world, a hate group calling themselves "The Quarrymen" emerges determined to wipe them all out.

Desperate to help her friends decorate, for a party - and appease her mother, by doing her chores - at the same time, Will conjures up an "Astral Drop" (A, nearly, life-like copy, of herself, to do her chores - while she helps, with the party decorating!) Unknown to Will, and the others - however - the evil Nerissa brings Will's "Astral Drop" to life - and persuades her to destroy, the real Will!

The battle on Kandrakar reaches its zenith when, after swallowing Phobos, an "über-powered" Cedric sets his sights on the "Heart of Earth" - while Miranda attempts to destroy the Guardians' Aurameres; The Regents of Earth place all of Heatherfield, into a "Glamour-zone", as the Guardians prepare to battle Cedric; The Guardians tap into the essence of their powers, to defeat Cedric - but, at a dreadful price...

The Guardians discover that they have new powers: Will can talk to appliances - that can, also, talk back to her; Irma has mind-control; Taranee can, communicate, with her fellow Guardians, telepathically, and vice-versa; Cornelia can, telekinetically, move objects; and, Hay Lin can become invisible... Miranda arrives on Earth - in human form - and creates distrust and suspicion, among the Guardians' parents, and the Police, by accusing the Guardians - mainly: Will - of kidnapping Elyon... Will's mother, Susan Vandom, makes a decision, that would jeopardize her daughter's relationships, with her friends - and her responsibilities, as a Guardian...

With Phobos' evil reign at an end, Elyon, Caleb, the Guardians, and the Rebels, take a moment to relax; Fearing a return, to anonymity, Taranee begins acting "out of character"; A new evil arises, as the "Knights of Vengeance" are formed, by an old - and unknown - woman...

"The Guardians'" family and friends are tormented by Shagon who puts Will's Mercy to a test.

When a particularly brutalized rape victim resists all efforts to help her, Olivia takes her as a cause and turns up an old acquaintance during the investigation.

Yan Lin learns a horrifying secret - from Nerissa; The school's radio station (K-SHIP) is the host, for the school's "Battle of the Bands"; Shagon's "armor" begins to crack, as Matt wrestles with his "inner demons"; Will discovers Shagon's and Khor's "true" identities; Nerissa "unites" the former Guardians - under her command...

The Guardians are left with no choice, when they must, reluctantly, recruit their former foes, Phobos, Cedric, and Miranda, to help them defeat Nerissa - who's, now, more powerful, than ever; Cornelia's family cat, "Napoleon", informs the Guardians about the ancient superstitions, revolving around Halloween - and the threat on his life; Irma - who is too busy, trying to "outgrow" the holiday - ends up taking her little brother, Chris, Cornelia's baby sister, Lillian, and Blunk, Trick-or-Treating, and makes an amazing discovery...

A new girl arrives in school - who's, actually, a "glamoured" Nerissa - and causes a riff between the Guardians and their boyfriends (with Matt being the exception); Hay Lin, and the other Guardians, learn that Nerissa has Hay Lin's grandmother, Yan Lin, under her control - reuniting the former Guardians - leaving Hay Lin traumatized and withdrawn!

Cornelia's bummed, when she has to baby-sit her younger sister, Lillian - then freaks, when the family cat, "Napoleon", speaks to her; In Kandrakar, the Guardians learn that Lillian is the "Heart of Earth" (which explains Napoleon's ability to speak) and that Lillian's on Nerissa's "To-do" list; The Guardians, also, learn that the Oracle - not Yan Lin - is responsible for choosing them to become Guardians; Back home, Cornelia gives Lillian her undivided attention, by telling her a bedtime story (about a witch, named Nerissa, and her four "evil fairies", who are after "Princess Lillian", and her powers - and the four "good fairies", that are sworn to protect her...); Unknown to Cornelia, however, her story has taken on a life of its own - thanks to Lillian; When she realizes what's happening, Cornelia convinces Lillian that she needs to give her power to Matt, "Mr. Huggles", and "Napoleon"; The Guardians, and Nerissa, are surprised by the arrival of Shagon, "Huggles", and "Napoleon"; Nerissa's outraged, however, in Shagon's change in loyalty, as the Regents of Earth defend Lillian - and attack Nerissa, and the former Guardians...

The Guardians are exhausted, from fighting Phobos - who betrayed them, on Halloween; Hay Lin suffers from "painter's block", when the contest she entered not only requires her to paint her rendition of Xanadu (a vision of paradise), but is also judged by LeeLee Quinonez - one of Hay Lin's favorite artists...

Will reveals the Guardians' "secret plan" to the Rebels; Halinor's attempts, at contacting Taranee, telepathically, results in giving Taranee terrible headaches - as the Guardians prepare for their winter final exams; Hay Lin learns the truth about her Grandmother; Phobos attacks Kandrakhar; Cedric's drastic move jeopardizes the Guardians' plans...