It's Year 2001 and a certain day in December in Japan. Couple boys are harassing a junior high school girl in front of Houyuu Gakuen Junior High School when Airi Tokieda, super idol of the school, and Taki Sahara appear to her rescue. She and Taki are in second year of junior high school and they have been best friends ever since they met in first year.

Airi announces her stepsister, Nako, who is also second year junior high school student, is transferring to her school. Her father had remarried when Airi was in kindergarten and Nako was her stepmother's daughter from previous marriage. She explains there is a personal reason for the transfer.

At home, Airi talks to a picture of her father telling him she has been keeping their promise of not crying ever since he passed away in car accident, 2 years ago. Her stepsister, Nako, enters her room telling her she is nervous about her new school. She had previously been in all-girls school, but she could not get along with other students and stopped going. Airi assures Nako everything will be fine at her school.

Next morning, Airi introduces Nako to her new class telling the students and the teacher to take good care of her. Taki appears to claim her back to their classroom and greets Nako, who blushes at him.

Nako's classmates ask about Airi at home from Nako when they realize they are going to be late to gym class. Their gym teacher, Mr. Gojou, is known as "Spartan G" for his overly strict discipline so they hurry to the gym. Nako has trouble doing Double Unders and he instructs her to do Forward Jump 1000 times to pass. Airi explains her stepsister is a new transfer student, but he then tells her to do the routine during the class instead. She accepts the challenge. Later, Taki is told what is happening in girls' gym class and he sees Airi trying to finish the last 30 jumps. After she completes the routine, he asks the class to leave and Airi begins to shiver. Taki is the only person she allows him to see her cry and hear her complain.

Mr. Gojou looks at a list of student names in a book, and blurts Airi and Taki will be in the way of organization, "F".

Two girls approach a girl crying on the school ground and they ask what happened. She tells them she found her gym clothes thrown in a trash can and she believes it was a boy from the baseball club. Girls tell her they are on her side and hands her a card labeled, "F" which stands for friends, making her promise to keep it a secret.

In Airi's and Taki's classroom, Hikaru, their class photographer, tells Taki he wants to really confess his love to Airi. Taki never thought Hikaru was serious about Airi and neither does Airi. Their teacher, Fujiko-sensei, enters the classroom. Boys are attracted to her beauty, but there is one problem with her. She is a loud mouth who talks in Kansai dialect! After class, she calls Airi and Taki out to the staircase informing them of the harassment to popular students that started 3 months ago and warned them to be careful. However, Airi and Taki feel confident that they will be safe as long as they keep an eye on each other.

They find Nako at the entrance way and Nako tells them she is getting used to the new school. Taki reaches for his school shoes when he finds a note. Airi asks what is wrong, but he quickly stashes the note in his coat pocket claiming nothing is wrong. Soon Airi realizes she feels invincible because of Taki's presence and never imagined him to be out of sight.

Next day in school, Airi greets Taki as usual. However, Taki walks past by her as if she did not exist and continues to avoid her throughout the day. Later, he asks Hikaru to pass a message to Airi to ignore him asking him to keep the reason a secret. Unfortunately, Hikaru forgets to inform her and Airi begins to strike back by bringing to attention to her class.

Hikaru seeing this as a chance to confess his love to Airi looks around for her. When he finds her, she is sitting aloof in the hallway looking dazed. No longer able to stand her somberness, he reveals the note saying they will hurt Airi if he won't break up with her, and Taki investigating the matter during recess. However, Airi becomes enraged and dashes down the hallway.

Taki coincidentally runs into Mr. Gojou and asks if he knows anything about the group "F". He claims he knows nothing about it and Taki uses this as an opportunity to warn him not to avenge Airi for the jump rope incident when they hear a loud announcement over the intercom. It is Airi demanding him to show himself up in front of her immediately. As she leaves the announcement room, she opens the door and there's Taki in front of her. She blushes crimson. They talk and Airi says she cannot stand his ignorance. Taki is "necessity to her daily life". Taki explains she must realize he would never be her enemy.

Members of "F" discuss they cannot eliminate both Airi and Taki at once. Instead they decide to use Nako into their plan now.

It's Valentine's Day and Nako's classmate asks her if she has someone she likes. Nako blushes.

Airi and Taki make their appearance at the school and girls are going wild handing their Valentine chocolates to Airi. Hikaru hurriedly calls out to Airi claiming there is a gift on her desk. They find a chocolate along with couple photographs of Airi and a love letter. It seems this mysterious person has been stalking Airi. They also take notice of the postscript claiming this person plans on kissing Airi within a week. Hikaru and his Airi Fan Club swear to protect her.

During recess, Airi wonders if this mysterious person is connected to "F" group. They have not heard anything from them, but Taki reminds her to keep her guards up after announcing to the public that she refuses to break up with him. He then asks which is worse. Getting kissed or injured. She answers, "Both," and asks him not to pretend ignoring her. He inquires what would happen when he seriously ignores and she tells him her heart may stop. Taki thinks those words were more meaningful than that of confessing one's love. During their discussion on the rooftop, they do not realize a mysterious figure eavesdropping.

On their way back to the classroom, they run into Taki's rival, Gorou Iseya. Iseya claims he would get the best score on the final exam coming up the following week and walks away. Taki tells Airi he is only concerned of doing better than his last exam for himself.

Nako's classmate, Kumika, discusses with Nako about boyfriends and guesses she has a crush on Taki. Nako denies. Kumika then asks if they could be best friends. Later, Nako comes home telling Airi she now has a best friend and Airi is happy for her.

Hikaru and the Fan Club members are diligently searching for the suspicious person. Airi leaves for girls' bathroom and runs into Kumiko on the way. Kumiko tells her she is worried about Nako who has been missing since Mr. Gojou called her to the Gym Equipment Room. She dashes out to the gym telling Hikaru she is on her way to see "G, the Wolf Man". Hikaru informs Taki and Taki thinks for a moment of Airi's words.

Airi rushes into equipment room, but she only finds Iseya there. It was Iseya's plan to trap Airi in this room to break Taki's concentration on his study for the exam. However, Airi laughs away claiming Taki will find her and score first place in the exam. Then he tells her he would not take such measures to reveal his face to her. His other plan is to steal her first kiss to keep her quiet! As he approaches to kiss her, Airi asks him to remove his eyeglasses for a chance to kick him in his vulnerable spot. However, someone came and grabbed him away from her. It is Taki to the rescue. He slams Iseya down and we see that had Taki not arrived, Airi had been ready with her knee raised to kick Iseya where the sun don't shine. ;) Taki swears to keep this incident quiet from the school, but warns Iseya that he refuses to give the first place to Iseya until they graduate.

As Airi and Taki leave school, Taki suggests she gets a cell phone. However, she does not want to impose on her mother. He then asks if Iseya kissed her and she says he did not.

Iseya sees Kumika in the hallway and she tells him it is a shame he missed a good opportunity. Then she asks if he's fallen for her while reminding him she and Taki are enemies to "F" group.

The act opens with a lovelu picture of Airi on the front page of the school newspaper. Then we see Kumika tearing Airi's picture on the page, disliking her for being a popular figure in school.

Final Exam results are posted on the bulletin board and Taki has scored first place with Iseya trailing behind by just one point. As two boys heavily argue who would come up with smarter plan, Airi states they would make an invincible pair together and they could easily detect the "F" group. Iseya tells them he has no intention of becoming friends with them while announcing he would be Taki's rival in something other than academic. Taki offers to buy anything Airi wants as a token of appreciation for her Valentine chocolate causing Iseya to be upset.

Nako opens her shoebox and finds her school shoes missing. Her classmates see her crying from afar and notice the person consoling her is Kumika. They comment that Kumika used to act boastful in First Year, but she now keeps a low profile.

At home, Airi is outraged to hear someone stole Nako's school shoes. Nako asks her to keep it quiet from her mother for she does not want to sadden her. She has no confidence in getting along with students in any school, but Airi assures her she is not doing anything wrong. Airi then offers to lend her school shoes to her sister while Nako wonders what she will wear to school the next day.

Much to everyone's surprise, Airi appears to school in long boots the next day! Ms. Fujiko is upset and Nako offers to explain her the circumstance, but Airi tells her she will be okay. She asks Kumika to be on Nako's side and she gladly accepts for she is her best friend.

Airi inquires Nako's classmates if they know of anyone who has ill feelings towards Nako. No one has a clue, but they inform her how odd it is to see Kumika to befriend her sister. She lost all friends for being high-handedly and giving sarcastic comments to people. They feel she eyed Nako for that reason and now she interrupts whenever they try to talk to Nako. Airi is warned to be cautious with her.

Grabbing a pair of indoor shoes out of a shoebox, Kumika blurts out her motive is to make Airi lose her friends by playing pranks on them. "So what do you intend to do with those shoes?" comes Airi's voice. Airi explains her friends are not narrow-minded to leave her side and asks why Kumika hangs around Nako. Kumika admits she befriended Nako for being Airi's sister and Nako strong believes in her, which makes Airi very upset.

At that moment, Taki sees Nako walk through the school gate. He tries to stop her, but she has already noticed Airi at the school foyer. Just as Airi is about to smack Kumika, Nako shouts out to stop her. Kumika explains Airi does not like her for being friends with Nako and runs away. Nako glances at Airi and leaves, too.

Alone with Taki, Airi tells him she refuses to let Nako know the truth for she may stop attending school. Then she admits she is afraid of not having a family when Nako and her stepmother claim she is not related to them. Taki assures Nako would realize how much Airi cares for her for being with her for so long and that she can put a smile back on her when she gets hurt from Kumika. Airi realizes how much Taki cares for her.

Airi is afraid to face Nako, but Taki assures everything will be fine. As soon as she gets home, she tells her about Kumika and her plans to play pranks on Airi's friends but Nako claims she is still her friend.

Next day at school, Kumika begins to bad mouth Airi and Nako screams out telling her to stop as she begins to cry. Hikaru informs Airi about Nako and she grabs couple brooms before disappearing.

Kumika claims friends are nothing but nuisance and is about to invite her to the "F" group when Airi barges in. Handing the brooms over to Kumika, Airi offers her to hit her to her heart's content. However, Kumika refuses claiming she would not feel rest assured until everyone hates Airi. "That's a little impossible," announces Taki and comments he cannot hate Airi because Airi acts herself around everyone. Hikaru also appears and agrees. Airi asks what Kumika really wants is to have a friend and she would only accept someone who truly cares for Nako. "I understand," says Kumika and runs away as Nako states she hopes they would be in the same class again next year.

Airi thanks her friends for being there for her and Nako tells her she feels confident enough to make it in school on her own.

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