Summary: Taking a trip down memory lane. (A Peter and MJ fic)

Flashback to when Peter and his friends were still back in high school, and MJ does not know that Peter and Spider-Man are the same person.

Freshly graduated from High School, MJ laid on her bed while she flipped through yearbook. She smiled as she passed some pictures that held great memories form Midtown High. She stopped on the page with the "Most Likely To..." students of their class:

Most Likely to Succeed: Sally Avril

Most Likely to be President: Mary Jane Watson

Life of the Party: Harry Osborn

Class Clown: Ned Leeds

Cutest Couple: Harry Osborn and Liz Allan

Most Athletic: Eugene "Flash" Thompson

Most Unique: Liz Allan

Most Changed: Peter Parker

Mary Jane sighs as he looked at Peter's photo on the bottom. She agrees that Peter has changed the most out of all of them since Freshman year. But it wasn't always a good change. When he first started to have powers, he was distant towards his classmates. He was quiet, well... quieter. He always had an excuse from hanging with her and Harry, stopped geeking out sci-fi and fantasy stuff with Ned Leeds, and he even stopped where his glasses. Which was weird because he was blind as a bat without them. He brushed it off, saying he got laser eye surgery with the money he got from his Wilson Fisk science award.

They thought it was just because he was grieving from his uncle's death so they just left him to his solitude. But after couple of months he started to become rude and pre-occupied all the time. He's skipping classes, going to school late, and going home late-r. He was moody all the time and brooding during school hours. Aunt May had asked her and Harry to keep an eye on him so he wouldn't get himself in trouble. It was only after a few weeks later that Peter decided to open up and Harry and MJ finally managed to help him get through his grief.

She flipped through the pages again and found their Homecoming picture. It was her, Harry, and Peter in the photo. She was the one between them and had her arms linked with theirs. MJ sighs as she recalled that memory.

After he was able to move on from his uncle's death, Peter was back to his usual happy, somewhat nerdy, self. And Flash, being the tactless bozo that he is, started to pick on him again. MJ didn't want that since Peter already has a lot on his plate so she tried to convince Flash to lay off of him. He agreed on one condition, MJ agrees to date him and be his girlfriend. MJ was revolted by the idea of course, but she told herself that she was doing it for Peter so she reluctantly accepts the deal.

When the boys found out, they freaked out. Especially, Peter. "MJ, you didn't have to do that." She recalled him saying. Peter had begged her to call it off with Flash but she was afraid that if she does, Flash would be furious and take out all his anger on Peter.

Then Homecoming came in, MJ dreaded to go but she didn't have a choice. Even though, Flash picked her up in a Corvette convertible she was still unimpressed and indifferent about the whole date thing. Things got better when she saw her friends at school. Harry wanted to dance with Liz Allen and MJ had to set the two up. Peter was late as usual. But when he did came, actually bursted through the gym doors, everyone, especially MJ, was shocked to see him disheveled and breathless like he'd gone into a fight. His shirt was untucked and wrinkled, his tie askew, and his left eye was swollen.

She didn't know he was Spider-Man back so Mary Jane immediately blamed Flash, saying that he didn't keep his promise. Flash denied saying, "I never laid a finger on that loser." That angered her even more so she finally broke up with him right in the middle of the dance floor. Flash, of course, was furious. And it became evident that he was under the influence of some alcohol because he spiked the punch bowl. He was raised a hand on her and was about to hit her when Peter came to her defense.

Now, she'd expected that he get knocked out completely. Flash was the size of a gorilla back then compared to Peter, so it came to a surprised for her to see Peter catch and block Flash's punches easily. Next thing she knows Peter was judo flipping him to the ground and the crowd surrounding them was cheering him on. Mr. Davis, our principal, and the other faculty came in soon after the commotion was done and Flash was out cold. He got suspended when our gym coach smelled the alcohol in his breath. Once he was escorted out, the dance continued.

Atleast, Harry was having a good time. He and Liz seemed to be getting along really well as they continued enjoy the dance. Meanwhile, MJ was tending to Peter's swollen eye.

"Ouch!" Peter jumps as she pressed the icepack on his eyelid.

"Sorry," MJ apologizes then pulls back the bag to inspect his eye. "Wow. That's an awful shiner you got there, Tiger."

"Hmmm," Peter chuckles inwardly then takes the icepack from her hands. "Don't let me hold you back." He points to the dance floor where the students were either dancing or awkwardly shuffling around. "Go there and have fun."

"Uhh... I'm not leaving you here, Pete." MJ grabs back the bag. She stands up and holds out her hand. "Not unless you come and join me."

Peter's eyes widened at her suggestion, "Y-you mean dance with you?"

She giggles then pulls Peter up to stand. She drags him to dance floor just as the DJ switch the song from lively party music to a slow dance music. She pulled him closer to her by the lapels on his suit and straightened his bow tie before putting her hands around his neck. Peter gulps before slowly slipping his hands on her waist, he cautiously looked at his feet as he starts swaying to the slow tune of the music.

MJ nudges his chin upward with her finger so he would look at her. "Don't stare at your feet."

"I— I might step on your toes," says Peter as he warily glances back down.

She lifts his chin again, "Trust me. Just follow my lead." MJ leaves one of her hands on his shoulder while the other grabs his hand from her waist and raised it outward. They slowly swayed and waltzed around for a while. He was still glancing down every once in a while and and MJ thought that it was pretty cute that he awkwardly tried to follow along the swaying, or even if his palms were a little sweaty. It was sweet that he agreed to dance with her even if he wasn't that good, but that's what she's always liked about him. He's always so selfless and considerate of others, always putting others' needs before his own.

After a few minutes, Peter looked back at her and said, "Hey, MJ?"

"Yeah?"

"Would you mind if we go somewhere? I want to show you something."

"How would we sneak out? There are teachers everywhere." MJ looks around, Mr. Flannagin, the guidance counselor was watching from the stands, Ms. Arrow, the school nurse, was by the food table, and Mr. Murphy, the burly gym teacher, was on guarding the only way out of the gym.

"Don't worry, I have a plan." Peter grins. He walks over to where Harry is and whispered something in his ear. MJ watched as Harry laughed then nodded to whatever Peter told him.

He came back to her with a big smile. She furrows her brows at him in question. Peter points to the stage where the DJ is and saw Harry beside him. Harry was whispering something to the DJ and then handed him some cash after. All of a sudden the DJ cut the slow dance short and announced in the mic.

"HEY, HEY, HEY! Sorry to cut the music short boys and girls, but I thought I could just liven things up a bit." He exclaims then plays a new song. A more upbeat music filled the gym and the students started clamoring towards the stage while rocking out. Just as they planned, Harry suddenly stepped up on stage and started dancing for the crowd, further riling them up. Then he jumped over to the crowd and the people passed him over their heads. That seemed to grab the attention of the chaperones because they immediately ran towards the students carrying Harry.

"Osborn, get down from there! That's an order!" Coach Murphy barked but even with his loud voice, the sound was still drowned out by the screams and hollers of the rambunctious teenagers.

Now with no one guarding the exit, the two teenagers quietly sneaks out. They snickered like children as they ran across the empty halls of the school.

"So, Parker... wanna give me an idea on what we're doing?" MJ teased him.

Peter smiled, "It's a surprise, Ms. Watson." He steps back behind her and covers her eyes with his hands.

"Peter? Wha—?" MJ moves to remove his hands but Peter stops her.

"Just trust me," he says.

With him still behind her, he leads her outside to the backyard of their school. Just as he had hoped the small gazebo in the middle of the school pond was empty, and luckily the fairy lights on it were turned on.

"Don't open your eyes, okay?" Peter gently commands and she nods. He drops his hands from her face and goes to her front. He takes both of her hands and pulls her gently across the small bridge leading towards the gazebo.

He continues to guide her until they were in the middle of the pavilion. He lets go of her hands and stands in front of her.

"Okay, open your eyes." Peter said.

When she opened her eyes, she was struck in awe at how amazing the place she was in right now. She was in the old pavilion. The fairly lights attached to the roof illuminated and casted a soft glow around her surroundings. The moonlight reflected beautifully on the pond.

"Wow!" She said, awe-struck.

"May I have this dance, M'Lady." Peter suggests, making her look back at him.

She smiles and holds out her hand. "I would love to, good sir."

Peter takes her hand and puts in on his shoulder, he places his hand on her hip and the other clasps her free hand. They quietly sway for a while. With only the sound of the crickets and frogs chirping in the forest near the school.

They smiled at each other as they danced, both of their faces turning red because of how close they were to each other. He looked really banged up in his current condition. His hair was tousled and unkempt, his tie was loose and his shirt was untucked, and his eye was turning purple from the swelling. And yet, this dork right here still have the nerve to look undeniably adorable.

MJ looks away because of that thought. She was embarrassed that her heart fluttered uncontrollably inside her chest. She decide to bring up a conversation to break the silence.

"So when did you start doing Judo?"

"Huh? What do you mean?" Peter furrows his eyebrows, he looked confused.

"You just flipped Flash Thompson, who by the way is like twice your size, over your shoulder like he weighed nothing. To me it looked like something you learn from judo. Or is it another form of martial art?"

"Ohhhh," He made a face like he just remembered what she was talking about, "Uhmm... y-yeah I guess you could say I've been taking some classes." He laughs it off awkwardly.

"Uh-huh," MJ raised her brow questioningly but seeing him on edge because of her previous question, she decided to drop the subject.

"Why did you bring me here, Pete?" That's what she asks instead.

"Uhhh, you know. Just a dance between friends."

"Friends? Is that what we are?"

He seemed taken aback by her boldness, "Do y-you want it to be s-something else?" He stammers nervously.

She looks down again. It disappointed her that he said else not more. And she was beginning to think that he might really be oblivious to her feelings for him. "Maybe." She mumbles.

MJ suddenly felt a shift in tension in between them. Suddenly Peter's stance became stiff, and he was gazing around the place. Looking at everything except her. She on the other hand tensed up as well and the way she swayed in their waltz felt forced rather than relaxed.

Feeling deeply upset, she lets go of his hand. "I should get back inside." She says whilst avoiding making eye contact with him.

As she turns around, she was pulled back again by Peter. Turning her to face him. He was looking at her thoughtfully, and before she can ask what's on his mind, he leaned forward and pressed his lips against hers.

"Mmphff!" MJ's eyes widened. She was surprised at first, but she managed to kiss him back after a few seconds.

The kiss lasted a short while, but it left her breathless as they pulled away. She was blushing furiously and she can't seem to find the right words after what they just shared for the first time.

"Peter..." she gasps. Peter's cheeks was flushed. He was biting his lip and looking a little guilty.

"I-I'm sorry," he scratches his nape nervously, "I know it was out of line but... I just felt like I needed to do that." He closes his eyes and says dejectedly, "Go ahead, slap me or hit me. I deserve it."

Instead of doing what her thought she would do, she stepped forward and gave him a quick smooch on the lips. He opens his eyes in shock and his mouth hung open.

She looks at him coyly. "Actually... I wouldn't mind if you did that again."

A goofy, yet insanely adorable, smirk formed on his face right after what she said. He places his hands again on her hips and gently draws her to him. With much more confidence in himself, he planted his lips onto hers once again and slowly savored the taste of her raspberry lipbalm.

The night was young as the two lovers relished the feel of being in each other's loving embrace.

Mary Jane blushes at the memory. That was 2 years ago, and yet she still can't believe that Peter was her first kiss. Not that she was complaining, but the feelings she had for him back then grew even stronger after that night.

Although, it was a very nice thought to reminisce about but unfortunately, it things didn't pan out the way she thought. Because after that kiss, they still remained friends. She knew he liked her but he never asked her to be his girlfriend. She wanted to ask him herself but she figured that he had his reasons so she decided to wait.

MJ closed the yearbook and puts it aside. She looks out to the window and sees the window of the boy she was just thinking about. And it looks like he wasn't in his room again because there were no signs of the awkward fumbling and flying textbooks anywhere. His room looked empty and if she was being completely honest, it's becoming a regular thing that she hardly sees him.

She sighed and stood up. Wistfully looking through her window in hopes she might catch a glimpse of Peter running up to the house or appearing in his room, but nothing happens.

MJ sighs again, her lips forming a disappointed frown. "Like I said... he must have his reasons." She thought sadly, and quietly left the room without another word.

A.N.: Thanks for reading!

The gazebo scene is similar to the ending of Twilight where Bella and Edward are dancing in, just so you guys can't visualize it.

Finals exams is in a week in my school so really need to focus on my studies. I can't guarantee that I will be able to update after this but I'll try to squeeze in some time to write if I can.

Sorry for the typos or wrong grammars if there are any 'cuz I'm too lazy to proofread now (but I will... eventually).