W.I.T.C.H.'s new foe Nerissa creates beings known as Annihilators and sends them on a rampage in Meridian while Elyon is on Earth. Will defeats the Annihilators with an unknown lightning-based power she is gradually developing, in addition to bringing electrical devices to life. While Matt convinces Caleb to train him to become more useful to the group, Mr. Huggles escapes from his cage and creates chaos in the Lin's restaurant. Hay Lin gives Mr. Huggles to Taranee, but Taranee's father has an allergy to fur. Taranee then passes Mr. Huggles to Cornelia, only Lilian frees Mr. Huggles to meet Napoleon, and more chaos ensues. Cornelia finally gives Mr. Huggles to Elyon, but Mr. Huggles escapes again and returns to Matt where he stays permanently.