Inspired on Martin's board game, the girls and Elyon decide to throw a medieval-themed carnival at their school. However the Guardians (minus Irma) notice a strange painting which absorb them inside where they met its painter, who was sealed there by Phobos and helps them to escape Cedric and Frost the hunter.
- Brought Back To Normal: The girls while inside the painting are unable to transform, forcing them to literally paint for their lives.
- Disproportionate Retribution: Elias Van Dahl, was Phobos' previous painter who defied his order forbidding livid art in his castle, by painting a happy village and Phobos punished him by trapping Elias inside his own painting for all eternity.
- Foreshadowing: At the end of the episode, a close-up of the Meridian painting, shows Elyon in medieval clothes with a sad expresion, hinting at her having a connection with Meridian and not a good one.
- Knight in Shining Armor: Both Caleb and Irma save the other Guardians by entering the painting from Phobos' side dressed in armor from the school carnival.
- Nice Job Fixing It, Villain: Prince Phobos in a rage tears up the painting from his castle with a sword, thus freeing his forces and the Guardians from it.
- The Psycho: Prince Phobos is revealed to hate happy and livid art and actually praised his painter when he messes up his painting.
- Sadistic Choice: While cornered in the painting, Will keeps Cedric and his forces at bay by threatening to erase the Heart of Kandrakar with paint thinner.
