Gajeel might be big and look mean, but he's got a softer side to him. That's one of the reasons Levy likes him, and how they appear to look good dancing. The two of them are playing a dance game together and they appear to be in sync with each other.

"They look really great." Natsu said as he was video chatting with Lucy over the phone.

"Yeah. They are great together." Lucy said. "It's sort of like Beauty and the Beast."

"Hopefully I can find someone I can be that close with." Natsu said with Lucy hoping it would be her. "That might not happen for a long time, until Zeref starts letting me out more."

"Are you sure he won't change his mind and let you come with us to see the fireworks?" Lucy asked.

"I'm sure. I get he had best intentions, but I wish he would just lighten up." Natsu said.

"Big finish!" Gajeel said. They all had a look and had a good laugh when they saw Gajeel standing like a ballerina. "You guys better not tell anyone about this."

"Did I miss the dance battle? Ha!" All of them looked and saw someone step into Levy's apartment. He was dressed just like a boxer with red shorts, boots, and headgear. His boxing gloves had scorpions on it, and his hair was in a scissor cut-style with it blue like Levy's.

"Kurt? Your match is over already?" Levy questioned.

"Ha! That lightweight went down in just a few hits!" Kurt said, but pulled her to the side for a moment. "I told you not to call me Kurt around others. The name is Scorpion because I sting like one." He showed few jabs to show that speed, but Levy just got annoyed.

"Who's the boxer?" Natsu asked.

"That's Kurt, Levy's cousin. He's staying with her and her folks because of his boxing career." Lucy said.

"So, what are you kiddies up to?" Kurt asked as he helped himself to some milk.

"We're getting ready to head to the Ferris Wheel to see the fireworks." Levy said, but Kurt spat out the milk he drank.

"Oh no! Blondie, Pierce, and the boy in the phone can go, but not you!" Kurt said. "There've been a lot of etheriouized freaks lately, and I'm not taking the chance of someone in my family getting caught in any of that. I know about all the times you were placed in danger."

"That's nuts. I can take care of myself just fine." Levy said as she never did like Kurt being overprotected.

"Not taking that risk. No one is going to mess with my family if I can help it." Kurt said.

"Really? What about what happened the other day?" Levy said with annoyance.

"What happened?" Natsu asked.

"There was a guy dressed like a banana handing out flyers. Kurt thought it was a villain and actually attacked him." Levy said.

"How was I suppose to know it was some stupid costume?" Kurt said.

"Kurt, it's great that you care so much, but I don't need you to protect me." Levy said.

"Besides, Celestria and Salamondra will help if we need it." Lucy said.

"Oh yeah? What if Miss Twinkles forgets her fancy whip, or Lizard Boy runs out of gas to use his flames? Once you kids can defend yourselves like me..." Kurt said as he showed off some moves. "...we'll talk."

"Hey! What about me?!" Gajeel said. "If neither of them show, I can protect Levy." Gajeel stood up to Kurt and it did get him interested. Kurt walked over and tried getting a good look at him.

"You do appear to be in decent shape." Kurt said as he looked like he was being persuaded. "Okay... Since you're so strong, let's just see how strong you are." Kurt had a seat on the table and held out his arm for arm wrestling.

"You're on!" Gajeel said.

"Gajeel, don't." Levy said.

"No worries. I'll prove to him that I can protect you." Gajeel said.

"But I don't need to be protected! Isn't anyone listening? I can take care of myself just fine!" Levy said as she was getting annoyed with all of this. Gajeel had a seat and grabbed Kurt's hand for the match.

"Ready?" Lucy said as they both braced themselves. "Go!" Gajeel tried his best as he pushed against Kurt's arm. It looked like he was getting Kurt's arm to budge, but Kurt started trying and was pushing Gajeel back.

"Not good. Gajeel is in trouble." Natsu said with Levy worried his arm is going to get torn off. Lucy wanted to do something, and knew just how.

"Is that an etherious?!" Lucy said.

"Where?!" Kurt said as he looked away, but that allowed Gajeel to push down and smashed Kurt's arm against the table with him winning. "My bad. I guess it was just a bug."

"Told you I have what it takes to protect Levy!" Gajeel said with Kurt shocked that he actually lost to him.

"Lucy!" Levy whispered as she saw what she did and didn't approve.

"Well, we better get going." Lucy said as they were all gathering their stuff, but Kurt was not accepting the results.

"No way! You guys cheated!" Kurt called with Levy out of patience.

"Enough, Kurt! I don't need you to protect me! I'm going out whether you like it or not and I don't need your permission!" Levy said. Gajeel and Lucy supported her in that, but she didn't look happy with them either. She just walked out of there with Gajeel and Lucy following. Kurt hated what happened as he just smashed his fist against the table.

...

Black Wizard

"A man that wants nothing more than to protect his family... I think just needs a little boost in power to help with that." Black Wizard said. He took one of his etherious and gave it some dark power. "Fly, my evil little etherious, and evillize him!" He unleashed the etherious to make a man's determination of protection to twist it into something evil.

...

Kurt

"They don't understand... They don't get the danger." Kurt said as he just sat down and held his gloves. He was frustrated on how things went. "I just want to protect my family, but I'm the bad guy?" His anger got the best of him and that allowed the etherious to come in and entered his gloves with him being connected to Black Wizard.

"Scorpion, I'm Black Wizard. I'm giving you even greater power. You'll protect whoever you want and prove to all that you are the strongest. In exchange, you must bring me the miraculous of Celestria and Salamondra."

"Let the match begin." Kurt said as the dark power coated around him.

...

The Ferris Wheel

"We'll get a great view of the fireworks from here." Lucy said as she showed Natsu over the phone. Gajeel was excited to see the fireworks, but he noticed that something was upsetting Levy.

"Are you okay, Levy?" Gajeel asked.

"I'm fine." Levy said, but she didn't sound fine. She didn't like how things went back home because it made her feel like she was some helpless little girl that needs someone constantly protecting her. The fireworks started to go off and they all had a great view of it.

"Wow! Thanks for letting me see this!" Natsu said. Even though he wasn't there, he still enjoyed it until he saw something. "Lucy, behind you! I saw something go by!"

"Where?" Lucy said as she looked around. The Ferris Wheel suddenly stopped. They all looked down at the center and saw someone in a black exoskeleton with stingers around his hands and wore black headgear that looked like the face of a scorpion. He was jamming the Ferris Wheel and shooting a strange substance from his mouth.

"This doesn't look good." Gajeel said with Levy filming.

"Uh... I think my battery is dying." Natsu said and the call ended.

...

Natsu

"My friends are in trouble." Natsu told Igneel. "I need to get going now. Igneel, Fire Up!"

...

The Ferris Wheel

The newest villain made his way up the wheel until he got to where Gajeel and the girls are.

"There you are." When they all saw the face of the villain, they were all surprised to see who it was.

"Kurt?!" All of them said.

"Kurt isn't here anymore. I'm Scorpion!" With incredible strength, he pulled that piece of the wheel out and jumped down to the ground with all of them. He crashed down and set them down. However, before he could do anymore, he ended up getting pushed away from them. He looked to see Salamondra used his staff to keep him away.

"Dude, you want a turn on the Ferris Wheel? Wait for it like everyone else did." Salamondra said.

"Perfect. I get to skin a lizard." Scoprion said as he was excited for a good fight.

"I'm not a lizard, I'm a dragon!" Salamondra claimed. He went on the attack and tried to fight him off.

"Kurt... No..." Levy said as she couldn't believe her cousin got etheriouized.

"Celestria better get here soon." Gajeel said, but wasn't aware that Celestria was standing right next to him. Salamondra jumped in the air and was about to hit Scorpion with his staff, but he crossed his arms and blocked it. He grabbed Salamondra and gave him a good toss as he crashed right into the center of the Ferris Wheel. When he got Salamondra out of the way, he smashed open the cart Gajeel and the girls were in.

"You're coming with me, tough guy." Scorpion said as he grabbed a hold of Gajeel and took him away.

"Gajeel!" Levy called as she and Levy managed to get out. "Kurt, stop this!"

"No worries, Levy! I just want to see how this guy plans to protect you now!" Scorpion called out as he moved further and further away. Levy just couldn't stand around and let this happen. She chased after her cousin in hopes she can do something.

"Levy, wait! It's too dangerous!" Lucy called.

"I don't need you, Gajeel, or anyone to protect me! I can handle myself!" Levy said as she intended to do just that. Lucy hurried to find a place to hide so she could transform.

"I made a real mess of things. I've got to help, Levy and Gajeel." Lucy told Stella as she was really scared now. "Stella, Twinkle!" Once she transformed, she hurried as fast as she could before anything happens.

...

Levy

Levy followed Scorpion to the Arc de Triomphe. When she got there, she saw Gajeel was being held in some sort of strange substance off the ground.

"Levy! I wouldn't stick around if I were you!" Gajeel said as he couldn't break out of that stuff.

"Sorry, tough guy. You can't get out so easily." Scorpion said as he climbed down next to him.

"Kurt! Stop this right now!" Levy called out. Scorpion just jumped down to talk to her.

"Just run along, Levy. I don't want to see you getting hurt." Scorpion said. "When the two heroes show, there's going to be a real fight."

"I'm not going anywhere!" Levy said as she held her ground, but it just went meaningless. Celestria got her whip around Levy and pulled her away from Scorpion. When she grabbed Levy, she placed her a safe distance from Scorpion.

"Stay here where it's safe." Celestria said.

"Hey, Celestria! Looks like we got a bug to squash!" Salamondra called as he went on ahead. Celestria followed after him, but Levy wasn't just going to sit around and do nothing. Especially if she wants to prove she doesn't need to be protected. The two heroes soon arrived with Scorpion waiting for them.

"About time you losers showed up." Scorpion said.

"Careful, Celestria. This one's a tough one." Salamondra said.

"We're pretty tough ourselves, Salamondra." Celestria said.

"I'll show you how tough I can really be. Round One! Fight!" Scorpion said as he went on the attack. He tried striking him with his stingers, but they both moved out of reach. However, Scorpion was moving fast. He was moving so fast that there was no time for them to counter. Salamondra tried attacking with his staff, but Scorpion blocked it with his arm and knocked him back.

"You okay?" Celestria said as she checked on him.

"Yeah, but he's not just tough. This guy is fast too." Salamondra said as Scorpion moved around on his feet.

"He moves like a boxer. If he's using his stingers like boxing gloves, that's got to be where the etherious is." Celestria said.

"How are we even going to get close enough with him dancing around like that?" Salamondra questioned.

"I'm still figuring that out. I'll keep him busy, you free the hostage." Celestria said.

"Enough talk! Fight!" Scorpion said as he wanted to get back to the action. He tried attacking them again, but they both jumped to the side and avoided him. Salamondra tried pushing him back with his staff, but Scorpion easily knocked it out of his hands. "Is that really all you got?" Scorpion was about to attack him some more, but Celestria got her whip around him and tried to hold him down.

"Go!" Celestria said. Salamondra moved away as he tried getting to Gajeel.

"You don't really think this is going to stop me, do you?" Scorpion said. He grabbed a hold of Celestria's whip and used his incredible strength. He twirled her around until he was free from her whip and tossed her right into the car. As for Salamondra, he tried jumping on the strange substance and climbed up to Gajeel to free him.

"Behind you!" Gajeel called. Salamondra looked back as Scorpion was facing him.

"Lizard Boy, catch!" Scorpion called. He spat out the strange substance, but Salamondra jumped out of the way. However, he fired a second one and it hit Salamondra with him behind held down it as it instantly hardened.

"Super instant drying loogies? Eww..." Salamondra complained. Celestria was on her own now. She tried recovering from that blow with Levy helping her up.

"Are you okay?" Levy asked as she helped her stand.

"I think so." Celestria said.

"Looks like you're down a tag partner, Miss Twinkles." Scorpion said. "Levy, you might want to move out of the way. This is about to get nasty." Scorpion readied himself for another round as he went right at her. Celestria acted fast as she used her whip to grab Salamondra's staff and smashed it against Scorpion's head.

"Come on!" Celestria said as she grabbed Levy and used her whip to swing away with them landing on a building.

"Fine. Run off if you want. I at least got Lizard Boy's miraculous." Scorpion said as he went over to take.

"You sure we can't make a deal? I think scorpions and dragons can be friends." Salamondra said.

"Not this time." Scorpion said as he was about to take his miraculous.

"Celestria, he's about to take his miraculous!" Levy said.

"No he won't." Celestria said as she knew what she could. "Open the Celestial Gate!" She used her powers and it ended up being a candle, but there was no sign on it. "A candle? No sign? Wait! That's it, but there's no time for me to make a round trip."

"Is there something I can do?" Levy offered. "He is my cousin. He wouldn't do anything to hurt me. I also want to prove to him that I don't need to be protected."

"Levy, right? It is brave of you to do that." Celestria said. She figured she should correct the mistake she made earlier. "Okay. It might actually buy me some time. If you have to, use this to defend yourself." She handed Levy Salamondra's staff with Levy amazed that Celestria is actually giving the chance. "I'm counting on you. I'm trusting you."

"I won't let you down." Levy said as she isn't going to waste the chance. With Celestria off to do what she needs to do, Scorpion got to work. He would have taken the miraculous by now, but he was pulling on Salamondra's ears.

"Where are your earrings?" Scorpion said.

"No, you fool!" Black Wizard told him. "Celestria's miraculous are the earrings. Salamondra's is his ring."

"Why didn't you say so?" Scorpion questioned. He was going to take it, but Levy came back and extended the staff to whack Scorpion.

"Stop now, Kurt!" Levy demanded.

"Levy? Come on. I don't want to fight you." Scorpion said.

"I'm not giving you a choice." Levy said as she swung the staff around and tried knocking Scorpion away from Salamondra. She's doing her best to give Celestria enough time, but she better get back soon.

...

Mavis

Lucy hurried as fast as she could to Master Mavis' place. When she got there, she barged right through the door.

"Master Mavis, Levy can't hold off Scorpion for long! He's about to take Salamondra's miraculous!" Lucy said with Mavis seeing how grave the situation is.

"There's no time to lose." Mavis said as she input the code for the record player and brought out the Miracle Box. "Lucy, choose an ally you can trust." She said as she showed the miraculous. "When the mission is over, you must retrieve the miraculous and bring it back here." Lucy looked around and tried to decide which miraculous to take.

"Scorpion is strong. I need something that can cast protection, strong protection." Lucy said, but wasn't sure which miraculous would work.

"Actually, I think mine would be able to help you." Mavis said as she knew her miraculous of the fairy would help.

"Are you serious?!" Lucy said as she's surprised Mavis would hand it over. Mavis looked to Pixi to see Pixi approved of this. Mavis removed her bracelet with it taking its true form of a shiny silver chain and a bright pink fairy charm on it.

"Can you think of anyone to entrust this miraculous to?" Mavis asked as she handed it over.

"I know just the person." Lucy said.

...

Levy

Levy did her best against Scorpion, but she couldn't get any other hits in. He was too fast for her, but he didn't fight back. He refused to fight his family.

"Come on, Levy. I don't want to fight you." Scorpion said.

"Too bad!" Levy said as she kept doing everything she could.

"Your friend is sure persistent. She sure doesn't know how to give up." Salamondra said as he was impressed with Levy's moves.

"Yeah, but I hope Celestria gets back soon." Gajeel said as he was still worried about her. Levy was getting tired from all the swinging. She tried using the staff to keep her up as she was trying to catch her breath.

"See, Levy? You can't keep up with me." Scorpion said as he stood right over her. "Just stand back and let me do what I need to do." Levy wasn't done yet. She pressed a button and caused the staff to expand up and hit him right in the face. "Okay! You're paying for that one!"

"Go ahead and try." Levy said as she was ready for another round, but she didn't get the chance. Celestria came back and used her whip to Levy out of there. Scorpion didn't get what just happened, but he didn't complain since it means he can get Salamondra's miraculous. When Celestria grabbed Levy, she pulled her up to a building to talk.

"You did great, Levy." Celestria said.

"Not great enough." Levy said.

"Don't be silly. You gave me all the time I needed." Celestria said. "You still save your boyfriend and cousin, right?"

"Of course." Levy said. Celestria had just the thing to help her.

"Levy McGarden, this is the miraculous of the fairy, which holds the power of scripture." Celestria said as she handed a small box to Levy. "You will use it for the greater good. Once the mission is over, you must return the miraculous to me. Can I trust you?"

"I'm glad to help! You can!" Levy said as she was excited about this. She took the box and opened it up with a pink light flying out until it formed Pixi.

"Hello, I'm Pixi. I am your kwami and will grant you powers." Levy was so excited this was happening to her. She slipped on the bracelet with the chain turning yellow and the charm turning orange. "You just need to say "Pixi, Flutter."

"Pixi, Flutter!" Pixi was pulled into the charm with Levy transforming. She gained a butterfly-shaped pink mask around her eyes. She was given a light pink dress that stopped at her knees with a jagged bottom. She was given disconnected sleeves and given boots with a ribbon going around her hair. She was also given a wand. A new hero is entering the ring.

"Now for the ring." Scorpion said as he was about to take it. It looked like it was over until an idea came to Salamondra.

"Dragon Fire!" Salamondra activated his powers to prevent Scorpion from touching it.

"No! Don't touch his ring!" Black Wizard called to stop Scorpion from doing anything.

"Make up your mind! Do you want it or not?" Scorpion said with annoyance.

"Salamondra activated his powers. If you touch his ring now, you could burn to ashes. Just wait it out and he'll be forced to change back." Black Wizard told him. Scorpion just went along with it and sat tight. The girls have a chance, but they need to move fast.

"We don't have much time." Celestria said as they needed to act now. "Open the Celestial Gate!" She called on her own powers and got a bike lock with the Virgo sign on them.

"A bike lock? With his muscles, he doesn't need a bike." Levy asked. Celestria thought about what to do. She had her lock, Levy with her new powers, Scorpion's legs, and the arc itself.

"Perhaps, but he will need a brain. Let's go!" Celestria said as both girls went in for another round. Scorpion spotted them coming and dropped down.

"A new partner? Trading him in?" Scorpion said.

"Just a change for today." Celestria said. Levy started this out by jumping in the air and pulled out her wand. The star stretched out and she used it like a morning star. She twirled it around against him, but he blocked it. "Over here, Scorpion!" Scorpion went at Celestria. He tried to hit her, but she jumped out of the way with him smashing against one of the arc's legs.

"Come and get me!" Levy called. Scorpion tried going at her, but she got out of the way and he hit a different leg.

"Stay still!" Scorpion said.

"Is that all you got?" Levy taunted.

"I think his shadow wins when he shadowboxes." Celestria said.

"Oh yeah?!" Scorpion said as he was getting annoyed. He kept trying to attack them, but the girls just kept jumping out of the way and he kept hitting the arc. Scorpion was getting annoyed with all of this. Scorpion gave one good hit and was able to hit Celestria, but Levy was able to catch her. "You can't win this fight. You might as well give me your miraculous."

"You wish." Celestria said.

"You should have used your head more." Levy said. Scorpion looked and saw the arc was starting to come apart. Celestria acted fast as she slid past Scorpion and placed the lock around his legs and kept him from running away. With all of that done, the girls jumped up to the guys to try and save them.

"Use your powers!" Celestria said. "Just write the word of what you want!"

"Solid Script: Barrier!" Levy wrote the word with her wand and the word became an actual barrier around all four of them. The whole arc ended up coming down around them, but the barrier protected all of them and freed Salamondra and Gajeel.

"You're not really replacing me, are you?" Salamondra questioned.

"Not a chance." Celestria said. Things went well until Scorpion started to break his way out of the ruble. Celestria used a little teamwork with Salamondra as she threw him at Scorpion's direction.

"Fly like a star, burn like a dragon!" Salamondra called as he pressed his hand against Scorpion's stingers and burned them to ashes with the etherious flying out.

"No more evildoing for you, little etherious." Celestria activated her whip and got ready to capture the etherious. "Time to de-evillize!" She threw the whip and caught it. "Gotcha! Bye-Bye, little guy." She released it and got a hold of the lock. "Miraculous Starlight!" She threw it in the air and unleashed the magic stars that fixed the arc and the giant wheel. Scorpion turned back into Kurt as well. Salamondra would have joined in the celebration, but his miraculous was about to time out.

"I've got to go!" Salamondra said as he took off. With him gone, Celestria held out her fist to Levy, and Levy was excited for this.

"Pound it!" The girls said.

"Levy is going to love me for this!" Gajeel said as he was filming Levy. "A new hero? Who are you?"

"I'm...Sylph! Call me Sylph!"

"We better get going." Celestria said. The two of them used their weapons and swung off.

...

The Girls

"Land down." Levy used the command and turned back to normal. Now that the mission was over, she gave the miraculous back to Celestria. "Thank you, Celestria."

"I should be thanking you. You're stronger than you look." Celestria said as she saw how much she underestimated Levy.

...

The Arc

With the danger passed, and Lucy returning the miraculous, the girls found the boys and they all regrouped.

"Are you both okay?" Levy asked.

"We're fine, Levy. You should have seen it. Celestria showed up with this new hero named Sylph." Gajeel said. "I got the whole thing recorded for your blog." Levy acted amazed even though she did live it. That was when Kurt stepped forward.

"Listen, I'm sorry about earlier. Maybe I did overreact." Kurt said. "I just wanted to make sure Levy was safe."

"We get you did it because you care, Kurt." Lucy said as Lucy and Gajeel saw they made the same mistake as Kurt about her. "I think we all underestimated Levy. She's clearly a lot tougher than she looks."

"If Kurt cares so much, how about he comes with us to the ice rink tomorrow?" Gajeel suggested.

"Sounds like a great idea." Levy said as she hugged Kurt. "It has been a while since I hung with cool cousin." Kurt was glad to come along, even though he was scared and terrible of skating. Even so, Levy has proven herself to be a lot stronger than she looks, capable of taking care of herself, and has proven to be a valued hero.