The next day a fair was being held in Magnolia Square, there were plenty of exciting and fun things there such as games, rides, live performances, and a parade. Gray was taking pictures with his camera while keeping an eye out for anything suspicious just as Gajeel had told him to do but on the side he and Natsu were planning on getting Lucy's attention, romantic wise that is.

"There she is." Natsu said when the boys spotted her by one of the game stands. "Alright so the plan is we hang out with her, act like gentlemen but fun gentlemen, and at the end of the day we ask her which one of us she would be interested in dating."

"Right and no sabotage." Gray said.

"Sabotage? Me?" Natsu said trying to look innocent. "When have I ever stooped to such low tactics?"

"Football try outs, tenth grade, you put ice in my shorts."

"Oh...Well that was then and this is now. I promise no sabotage."

"Good."

They both fixed their hair, put smiles on their faces, and went to greet the blonde.

"Hi Lucy." They said.

"Oh Hello Natsu, Gray, I'm so glad you guys are here." She said.

"You are?" Natsu said excitedly.

"Sure. I need someone to keep me company when Loke is in the bathroom."

"Oh Loke's here?"

"Yes. Oh here he comes right now."

The good looking young man with orange hair and shades approached them, flashing his coolest grin.

"Hey Lucy, I hope I didn't keep you waiting." He said.

"Not at all." She smiled and kissed his cheek. "Loke these are two very good friends of mine Natsu Dragneel and Gray Fullbuster."

"Oh yeah Lucy's told me about you guys a few times." He said. "Apparently you two are a couple of teacher's pets."

"Well we're not exactly that." Gray said. "I mean we do good in our classes-"

"But we're not just nerds!" Natsu said. "We're actually very athletic."

"You play any sports?"

"Um...Not recently but we're...I'm thinking about getting into golf."

"Golf? What are you fifty?"

"Natsu you're so funny." Lucy laughed. "Why don't you two get in line with us for ferris wheel? It's really fun and it takes you so high that you can see the whole town from up there."

"We'd love to."

Meanwhile standing on top of the balcony of a building with several other spectators who wanted to get a better view of the parade, was Juvia and her best friend Meredy.

"Thanks for inviting me to go to the fair with you Juvia." The pink haired girl said. "But didn't you want to invite that guy you like to go with you?"

"I did but his aunt said that big crowds like these make him uncomfortable. You know I still can't believe he came to that crowded charity benefit just to support me."

"He must like you a whole lot."

"I guess."

She looked down from the balcony and she spotted Gray in line for the ferris wheel. Funny, she thought that he didn't want to come. If crowded areas like these made him uncomfortable why was he here? He looking at something, she followed his gaze and it led directly to Lucy. He was staring at her like she was the most amazing woman in the world, a stare that she had never seen him give anyone else including her. A look of disappointment crossed her features.

"Juvia are you okay?" Meredy asked noticing her friend's disappointed look.

"I'm fine Meredy. I just need a moment to myself, crowds sometimes make me uncomfortable too."

"Alright."

She moved to the farthest area of the balcony and stood there feeling very upset. So that was why he hadn't of asked her out on a date like she was hoping he would do. It was because he liked another girl. He liked Lucy Heartfilia but then again she shouldn't be too surprised. Lucy was perfect. Beautiful, popular, rich, fun, confident, basically everything she wasn't. It made her feel bummed because she really liked Gray and she had hoped that maybe they could have a relationship. But it seemed that would never be.

Speaking of Gray he suddenly he sensed that something was coming. Something bad. He quickly grabbed hold of Natsu's arm and pulled him close to whisper to him.

"Be on your guard bro I think something's coming."

"What do you mean?" Natsu whispered back.

"My feline senses are acting up and that usually means danger."

Then just like that something came flying through the air. It was a glider of some sort and standing on it was a man dressed in an outfit of black and purple with a mask covering his face. It was a very grotesque and frightening mask, it looked like the face of a demon. At first everyone thought that he was part of some show for the fair but they were proven wrong when he suddenly pelted a bomb right on to the balcony where Professor Stien stood.

The bomb went off and the story beneath the balcony exploded, killing Professor Stien in the process and causing debris to fall. People screamed and ran for their lives.

"What the hell is that?!" Loke asked.

"Let's get out of here!" Lucy cried.

Loke and Lucy fled but Natsu and Gray quickly ducked under a nearby table where they changed into their costumes. The people on the balcony tried to head back downstairs and away from the crumbling building as fast as possible. One of them was a scientist who used to work for Mard Geer and the figure on the glider blocked his chance of escape.

"Going somewhere?!" He cackled and just before he could throw another bomb at him, Blue Tiger swung down and kicked him off of his glider sending him into a nearby tent. The glider hit the stage causing a large part of it to fall straight for a boy.

"Come on move kid!" Gray urged.

But the boy seemed to be too scared to move at all.

"Somebody help him!" His mother screamed.

At once Red Dragon swung down, grabbed the boy out of harm's way, and handed him to his mother. The mysterious and scary figure angrily came out from the tent to find several cops approaching him.

"Hold it right there!" Said one of the policeman.

"I surrender!" The figure said sarcastically.

"Oh boy." Gray said.

The police moved to arrest him but the figure knocked them out one by one with either gas or a punch. Gray jumped down and swung at him but the figure caught his fist with his hand.

"Impressive but not good enough."

He gripped Gray's fist with an intense strength that made him feel like his hand was about to break. Natsu quickly lunged forward and tackled the figure, forcing him to release Gray.

"Nice move." The figure said. "But I've seen better."

He did a reverse and had Natsu pinned down. Gray ran to help him but the figure held up another bomb as warning.

"Ah-ah..." He said. "Two against one now that's not fair. Besides I think there's someone else who needs your help more than he does."

"What do you mean by that?" Gray asked.

He heard a scream and looked up at the balcony which was slowly but surely falling apart. There at the edge of the crumbling balcony, holding on for dear life was Juvia. During the explosion she had been thrown to the falling end.

"Help!" She screamed desperately. "Someone please help me!"

"Juvia!" He gasped in horror.

"Don't worry about me pal! I can take this clown!" Natsu said. "You just get her!"

Gray nodded and immediately made his way up the building. Natsu then bit down on the figure's arm as hard as he could causing it to go numb. In response he let Natsu go but jumped back on to his glider, chasing him around and shooting lasers at him. Thinking fast, Natsu whirled around and shoved his hand right into the glider's main frame making it go haywire and forcing the figure to retreat.

"We'll meet again Red Dragon and Blue Tiger!" He said as he vanished into another bomb he threw.

By the time Gray managed to make to the top of the balcony, the railing behind Juvia gave away and she was flipped over the edge falling straight for the solid concrete ground.

"Hold on Juvia!"

Gray dove after her at great speed, caught her in his arms, and put his claws against the building to slow down their fall which ended with him landing on his feet, both him and Juvia safe. Once that was over she looked up at him, her blue eyes filled with intense shock.

"Hey what's with the big doe eyes?" He asked her. "I get it you're shocked at how good looking I am aren't you?"

"No." She said.

"Okay I'm deeply hurt, just kidding. Are you alright Miss?"

"Lockser. Juvia Lockser,"

"Nice to meet you I'm-"

"I know who you are. I have a tv. I appreciate the rescue really I do but don't expect me to go all crazy fan girl okay?"

"Well you're definitely the most interesting damsel in distress I've saved. Granted you're the first."

"Would you mind putting me down please?"

"Oh sorry."

He put her down.

"You sure you're okay? Nothing hurts?"

"I'm fine thank you."

"Well I'll just be off then."

With that said he and Red Dragon made their exit, leaving Juvia thinking that there was something familiar about the man who saved her.