At the fall festival, Yui plans how to stand up to Nemesis, and Rito decides to make a move on Haruna. Yami supports Yui, and Momo gives Rito advice but with her own motive of completing the Harem Plan. The others play festival games together.
When Rito makes his way to Haruna, Momo purposely bumps Lala so her squirt gun hits Haruna, causing her to fall on top of Rito with their lips an inch apart. Momo helps them up, grinnig. She drools as she fantasizes what she wished to have happened: Haruna falls on Rito when they're alone instead, she states their "sensitive spots" are touching, and they actually continue on to have sex, kissing.
After they all play some festival games together, Nemesis appears. She asks Rito and Haruna if they grew excited during their encounter earlier, states Lala's yukata is "cheap," and asks Nana if she would rather have Transform instead of Materialize so she could improve her "flat chest," embarassing or infuriating them all. Yui moves to the front of the crowd to confront Nemesis, telling her to stop bullying them. Nemesis is displeased that Yui stood up to her, sending a string of hair she transformed into a fist at her, but Rito pushes Yui out of the way and takes the hit, falling to the ground.
Nemesis places her foot on Rito's erect penis with most of its head in between her big toe and the one nearest it and her heel digging into his scrotum, tantalizing him. Yui shouts at her to stop her "indecent" act, but Nemesis only grows aroused herself from hearing Rito's moans. She shares of how she enjoys to watch the process of mental destruction, which she explains Rito is going through, and to a great extent considering it's done in front of his friends and "especially" Haruna (Nemesis presumably spied on Rito and Momo during their conversation earlier about Haruna), who wonders why "especially" her. Momo can't stand watching this, so she interrupts them, but Nemesis flips behind her, grabbing her highly sensitive tail.