Nick McFarland and Justin Bates narrowly escaped death Sunday night at the shooting at California's Gilroy Garlic Festival.
The best friends went to the festival to enjoy some beers, listen to music, and hang out with family.
But instead of having a good time, McFarland and Bates witnessed the moments a gunman emerged from behind a snow cone truck, ready to kill innocent people.
"It was a military grade guy coming to do some damage," McFarland, 26, told ABC News, describing the shooter as wearing tactical boots and a camo suit.
"This guy has a huge gun, with a huge clip and I think he’s going to start shooting people," McFarland said of the gunman, who authorities have identified as 19-year-old Santino William Legan.
Bates, 24, instantly jumped on top of McFarland's girlfriend, Sarah Ordaz, pushing her to the ground for her own safety just as bullets started to fly.
"The doctor said five to seven different bullets grazed me," said Bates.
"I'm a walking miracle right now," he said.
A bullet grazed McFarland's right side. Running, he then rolled his ankle and fell to the ground where "bullet fragments" entered his leg, he said. On Monday, the day after the shooting, his leg was heavily bandaged.
Not everyone was as lucky as Bates and McFarland, as three festival attendees were killed in the shooting.
Police identified the victims as Steven Romero, 6; Keyla Salazar, 13; and Trever Irby, 25.
McFarland was treated by a nurse at the fairgrounds and was then rushed to the hospital by good Samaritans.
Both he and Bates are equally grateful to be alive.
"By the grace of God, I have come face to face with a gunman with half my family there, and we all walked away alive," McFarland says.
ABC News' Jim Vojtech contributed to this report.