Hey Everyone, I am a hugeeee Peter Parker and Ava Ayala fan/shipper. Even though it's 2018 and, The Ultimate Spider-Man ended a COUPLE years ago, I really don't care. Enjoy please! Thanks. This is RATED M

PS: I DON'T OWN ANYTHING. DISNEY OWNS THE ULTIMATE SPIDER-MAN AND ALL THE CHARACTERS LISTED WITHIN THIS STORY.

Also I am continuing off of a story as I am disappointed with the ending and that the fan fiction hasn't has a chapter in a couple of years.

Link to the story I am continuing off of: s/9407112/15/Finally-Juniors

Ok the basics: Peter friend zoned Ava and a couple months later Ava has a boyfriend named Mason. There is also a prom which Ava and Mason are attending together. MJ is going with Peter and Harry is out of town for the week. Sam is going with Kara. Ava and Mason say dirty things to each other. Onwards into the story.

~~~~Prom Day~~~~

Peter was getting dressed at his house, while MJ was at her house getting dressed up with Ava. Mason getting ready and Sam is already dressed at Pete's.

Aunt May: "Peter, I didn't know that you were going to a prom with MJ. I thought you had feelings for Ava a while ago."

Peter: "Aunt May I told you I am over Ava, we are just friends now and besides she is dating Mason and I am going to the prom with MJ!"

Aunt May: "Whatever you want is your choice dear, but just know that it's what you and your heart want, if you are really over Ava."

Peter: " I assure you Aunt May, I am 100 Percent over Ava."

Aunt May: "I know Peter, I'm just reminding you that you decide what you want."

Peter: "Thanks, Aunt May."

Peter gets dressed in his Uncle Ben's suit and looks very handsome. After admiring himself in the mirror, the doorbell rings and MJ comes in. MJ looked astounding. Her dress was a silky smooth black with white sparkles that shined more than champagne, she looked amazing.

Peter: "Wow MJ, you look amazing."

MJ: "Awe, thanks Petey." MJ slowly turns around to see Peter in a handsome ass suit. Her eyes immediately fixed onto him.

MJ: "You look h-h-handsome Petey." She said glowing red.

Peter: "Thanks, MJ."

Peter's tender smile shook MJ. Peter looked amazing.

Peter held MJ's hand up like a gentlemen and walked her down to the lambourgini that Peter had rented from his best friend Harry.

Peter thinks to himself: "Thanks, Harry your the best."

Peter opens the door for MJ. She is stunned by the amazing car.

MJ:"We are going in this Petey? Where did you get this?"

Peter: "Harry let me borrow it."

MJ:"Of course he did." MJ Smirked

Peter got into the drivers seat, buckled his seat belt and drove his way to prom. Once they had arrived, everyone in the crowd had their jaw dropped but they were even more amazed when Peter Parker and his date Mary Jane Watson had stepped out. They looked like a hollywood couple. Even his team were amazed.

Sam: "Wow, Web Head how did you score a car like that and a girl like that?"

Peter: "That's MJ and the car is from my bro, Harry" Peter Smirked.

Sam: "THAT"S MJ?"

Kara: "She looks amazing."

Peter: "I know right!" Peter laughed.

The two looked so amazing, even Flash Thompson was in awe of Puny Parker and his girl.

Pete and MJ made their way into the hall and into the room of where the prom was held. Ava and Mason were already there, dancing. Behind them were Sam and Kara. MJ held Peter's hand and laid her head on his shoulders while they walked across the floor. Everyone in the room soon stared at him, including Ava and Mason, in shock. Peter decided to treat MJ tonight to an amazing dance and to an amazing time. Immediately, when they took their paths to the dance floor, the spotlight shone on them. Peter and MJ were dancing like royalty queens and kings. Peter's dancing movements were so smooth and and so fluent that MJ gripped him closer to her waist, eventually tightening the grip on Peter. MJ's movements were silky and effortless, as if she was the damsel in distress and Peter was the night in shining armor. Every Boy was jealous of Peter including Mason and every Girl was jealous of MJ including her own BFF, Ava. After the prom ended, MJ was a bit still too close with Peter but eventually let go.

MJ: "Thanks for a great time Petey." MJ smiled.

Peter: "No problem, MJ." Peter Laughed.

Peter opened the door for MJ and started to drive her to her home. Leaving the crowd speechless, still.

Ava looked at Sam and Kara: "What the fuck? How did Parker score her."

Sam:"He did score you, but then he friend zoned you because he wasn't ready..."

Ava shot a death glare at Sam. Frightened, Sam jumped back.

Sam: "OKAY OKAY I'M SORRY!" Sam Cried.

However, Ava had to say that the kiss she shared with Peter was amazing. His lips were so soft and soothing. Ava thought to herself and slowly drifted off daydreaming.

Sam waved his hands in front of Ava's face.

Sam: "Earth to Ava, helloooo?"

Ava, quickly, came back to her senses.

Ava: "Don't ever do that again Bucket-Head!" Ava shouted.

Sam: "Sorry..? Wait a second, what were you daydreaming about?" Sam asked curiously.

Ava: "OH, u-u-uh um n-nothing." Ava Blushed a dark red.

Sam: "OMG, you were thinking about the kiss you and Parker had." Sam said shockingly.

Ava: "SHUT UP BUCKET-HEAD." Ava growled.

Suddenly, Ava's face drew a little worried she had left Mason by himself. Ava ran back to Mason leaving Sam and Kara. She was surprised to see him talking to ANOTHER GIRL. She put her hand over her mouth and started crying while she ran back home. While Sam and Kara were still dancing even though the prom ended.

~~~~MeanWhile~~~~

Peter: "We are here MJ." He smirked.

MJ: "Thanks again Petey for an amazing night." She peaked him on the cheek and blew a kiss to him.

Peter drove back home and went into the house. Only to find Ava in Aunt May's arms crying.

Peter: "Ava? What happened?" He cried

Aunt May: "You don't know? I thought you did this to her."

Peter: "I DIDN'T just because I used to like her doesn't mean I did this to her."

Peter saying that only made Ava cry harder. Aunt May looked at him disappointed. Feeling guilty and sympathetic he kneeled down.

Peter: "Ava tell me what happened, Please." He begged.

Ava jumped into his arms and laid her head on his chest tightening the grip while Peter hugged her back gently. Ava looked up at Peter's amazing blue eyes.

Ava: "Mason cheated on me." She yelled.

Peter: "I'm sorry to hear that." Peter said sympathetically.

Peter: "Aunt May, please get some sleep. I will bring Ava up to her room." Aunt May nodded and went to her room.

Peter walked Ava up to her room and placed her to bed. When Peter placed her in she soon fell asleep with Peter in her arms.

Peter: " GoodNight Ava Ayala." He whispered.

But as soon as Peter tried to get up, Ava's grip on him tightened and she woke up. Peter was struggling to breathe he looked at Ava and saw her hungry yellow eyes. Peter trying hard to unstrangle himself from Ava's arms.

Peter: "Ava, LISTEN TO ME." He Shouted.

Soon Ava came back to her senses and loosened her grip on Peter, still holding him in her arms.

Ava: "Peter what happened?"

Peter: "You almost suffocated me but it's ok", He smiled "Just try getting some sleep tonight." He laughed.

Peter tried to get up and go to his room but Ava pulled him back.

Ava: "Please stay here for a bit more." She pleaded.

Peter nodded and Ava laid her heads on his shoulder and wrapped her arms around his neck.

Ava: "I'm sorry for not understanding that you weren't ready for a relationship." She said softly.

Peter: "It's okay Ava, you will be my friend no matter what happens." Peter smiled.

Ava pulled a fake smile: "Yeah just friends."

Peter: "I need to go to sleep now Ava we have a long day tomorrow at school, try your best to get some sleep." He smiled.

Peter tried standing up but was forced down and pinned to the wall roughly by Ava.

Peter: "Ava, what are you doing?!" He said in a scared tone.

Ava: "Peter, I want you, I want all of you everything!" She yelled.

Ava: "I'm sorry I went out with someone else instead of you, but now I realize I love you and only you." Ava desperately said.

Peter: "I'm sorry Ava but I don't have feelings for you anymore... I'm sorry." Peter said with a sorrow in his tone.

Ava pinned him against the wall tightening her grip on Peter's arms on the wall.

Ava: "Then, I will MAKE YOU LOVE ME AGAIN." Ava shouted.

She, furiously, leaned in for a kiss. As soon as their lips made contact she pressed onto Peter's lips. While, Peter was struggling to get out of Ava's hold. She held the kiss for 10 minutes, savoring every second of their shared moment. She wanted him so badly, she pressed her body against his to make sure he couldn't escape. Peter felt her boobs enlarging as she continued to get hornier and hornier. Her leg was over Peter's crotch and her vagina was directly in line with his member. Finally, she let go of the kiss.

Ava: "Petey, why don't you love me. I could give you everything but you don't love me. Why not?" She cried.

Peter: "I'm sorry Ava but I just don't feel the same, you said you got over me so I got over you."

Ava: "But I can't get over you, I love you but you don't feel the same after everything we have shared together you still don't love me.."

Peter was speechless and just looked down like he was in shame.

Ava: "You may not love me but my hunger will always want you. If you don't love me that will soon change after tonight."

Peter was confused and frightened of what she was gonna do to him. She threw Peter onto her bed and ripped off his shirt. Peter was scared and not having this any longer. The rain started pouring down hard.

Peter: "Ava Please Stop this I beg you." He Pleaded

Ava: "No Petey, I want you, I want you so bad." She smirked evilly.

Luckily, Peter's bag was his Iron Spider Mark 2 suit. He grabbed his web shooters from his pocket, placed them on his wrist and shot a web at his backpack. Ava began to purr as she pounced on Peter like a hungry tiger hunting for it's prey. Peter pulled his bag to him, opened the window and jumped out of the window.

Ava: "Peter Parker, don't you dare leave, we are not finished yet." She growled.

Peter placed his bag on his chest, quickly falling to his doom. The suit covered him just before falling he used his boosters and boosted himself into the air. He couldn't go into his room because Ava would have been there so he decided to go to Harry's house and sleep in his room. While his dad and him were out on a business trip he could take refuge in Harry's room. He used the card Harry gave him just incase of emergencies and frankly, this was an emergency. He pressed the spider logo on his suit and turned it back into a backpack. He went up to Harry's room, jumped on the bed, placed his backpack next to him and began sleeping away. Forgetting the fact that he had school with the Peter hungry Ava Ayala.