In the first act Caleb was turned into a flower and Cornelia still madly in love with him is deep in despair. She has withdrawn from the other girls and this continues to weaken the entire group. Luba one of the council in Kandrakar sees this and decides to take action. She tried to convince the Oracle that the girls are not suited to be the guardians. He does not want to heart it, this leads Luba to set loose a Changeling that chases down the girls and steals their powers. After is has taken the powers from Will, Irma, Taranne and Hay Lin it enters Cornelia. This gives her the power to revive Caleb.
All these actions however for fills a prophecy and the previous guardian Nerissa is free once more. She is out for revenge against Kandrakar for keeping her locked away. She was the leader of the last group of guardians, and was locked away because she murdered the previous keeper of the heart Cassidy. Nerissa creates her own group of evil guardians and is set for destroying Kandrakar