The Window

by fake a smile

After coming back from the blip, Peter has been living his life in a daze, going through the motions without really living his life. Then one night on patrol he sees something in a window that catches his attention and begins to awaken the Peter. Not FFH or NWH compliant.

A/N: Dedicated in loving memory of Maggie, whom I met through the wonderful world of fanfiction so long ago, who was always my biggest supporter, my best friend, and the love of my life. Through many abandoned projects over the years, she was always so willing and eager to read and provide feedback and workshop story ideas on projects she knew I'd more than likely never write to anywhere near completion, but she never hesitated or complained an instant, was never anything but solid support. I finally learned to aim a little smaller, Baby. Apparently it's okay not to turn every idea into a sprawling epic. Who knew?

Also, quick note, I fudged with the timeline a bit so that Peter and co are 18 when the blip occurs.

The Window

He didn't know exactly what it was that drew his attention. Just something in the distance that caught his eye, and he decided to take a closer look. He saw stuff all the time when he was out swinging around the city as Spider-Man - some of it he was very much not meant to see. He tried not to pry into the goings-on within people's homes. People get up to stuff sometimes, and they don't always remember to close their curtains. It's whatever. Not his business.

Yes he sees some things sometimes, but he never lingers. And he hears things all the bloody time, but that was honestly more annoying than anything. He couldn't just turn off his hearing - especially when he was trying to listen to anyone potentially needing his help. He'd just had to get good at tuning out the background noise. No matter how distracting.

It was only as he was landing that he realized what it was that had drawn his attention, and it was not the sort of thing he would normally get close to. Of course, his choice of landing was the fire escape only feet away from the window in question.

The window which happened to have two cheeks pressed against it. And a suction cup. He registered the rhythmic squelching noise that he'd previously been doing his best to ignore as it stopped suddenly. The cheeks didn't disappear entirely, though they did pull away minutely so that they no longer squished against the glass as the figure in the window twisted around to look directly at him. Because of course, he'd landed on the fire escape right outside her window where she was-

The eyes widened, and there was something familiar in them that he could not place, only getting a brief, incomplete glimpse. They stayed frozen like that for a long second. Then the cheeks mashed back against the window, and the loudest squelch yet accompanied the dull thump, and she moaned. Loudly.

"Holy shit," her voice called out in a breathy moan - and yeah, lady, holy shit - as she continued to fuck herself against the window. As he watched, right outside. Where she'd seen him - knew he was right there and could see and hear everything. "Yes! God-"

"Oh my god," he said, frozen, in complete awe at what he was witnessing. He should go. He should leave immediately. He urged his legs or his arms or something to make that happen, but he did not move a muscle.

And the flesh of her ass kept thumping against the window in a rhythm increasing in both speed and intensity. Her pussy was practically gushing - there were literal streaks running down the window in testament to the fact.

"Yes, Spider-mmm, oh fuck, yes, right - fuck!" It was the hottest thing he'd ever seen or heard. Her moans rose in pitch and volume until she practically screamed, and she splattered all over the window. She twitched and shook and continued to moan for what felt like a solid minute before she came down from her peak. She remained there, breathing heavily for a time. His eyes were glued to her, glued to the pink pulsing he could see around the dildo that gradually diminished in intensity.

Finally, with a weary but satisfied groan, she leaned forward and disappeared into the room, the aforementioned dildo left obscenely dangling against the glass as she finally released it from its confines. The glass and window sill were left soaking.

He realized suddenly that he was harder than he'd been in his entire life. A hand suddenly appeared against the glass of the window, on the upper pane away from the mess. He could still hear her breathing a little heavily.

"I'm so sorry," he said to her, feeling incredibly ashamed at himself for violating her privacy like this.

"That was the most intense orgasm I've ever had in my life," her voice rang out, husky and sated.

"Oh," he said, dumbfounded.

"Same time tomorrow if you want another show," she offered, then giggled as she added, "It's kind of my kink."

Holy shit. Then the hand disappeared, and he finally stumbled away. It was still a bit early yet, but he made a beeline for home. He had something that needed his immediate attention.

He swore to himself he wouldn't go back. He didn't feel as bad about it all since it was clear she hadn't minded the audience - even maybe preferred it based on her comments. But he was Spider-Man. He had a job to do, people to help. The suit meant something, and especially now, in this post-blip world, people needed superheroes like him to stand for something. Peter could maybe get away with being selfish or naughty if the opportunity came up, but Spider-Man was meant to be better - above it.

But under the mask he was still Peter. He was a teenage boy, apparently gushing with hormones - May's horrific words. And he hadn't been able to take his mind off her all day. He'd been able to avoid May in the morning, but Ned had been giving him concerned glances all day. Only the sad fact was that was hardly abnormal.

The truth was, this was the first time he'd thought about another girl since he'd come back from the blip to find that his crush, whom he'd been struggling to find the nerve to ask out for months prior to Thanos arriving to ruin all their lives, had not blipped. She was in college now. She'd lived her life for five years without him - probably forgot he even existed. She certainly hadn't reached out to him since he'd been back - not that he'd reached out to her either.

He just didn't know how. They'd been friends before but not particularly close. He had never even been sure if she liked him as a friend at all, let alone anything more. She was hard to read like that. Between losing Mr. Stark and finding out MJ was gone from his life, he'd been living the last month in a funk. So it was no wonder Ned didn't call him out on his preoccupation with his mystery, exhibitionist girl.

He had no idea what to do about his feelings for MJ, other than to just get over it. Even if she had liked him back then, she was five years older than him now. In college. That ship had officially sailed. And yeah, he didn't exactly see a future with this new girl, but she was there. She was uncomplicated. And he really wanted to see what she had planned for tonight.

So he went.

The curtain was closed over the window when he arrived, and it was a little pathetic how quickly he swung from excited to dejected, but there was a post-it note stuck to the window that told him to knock. He second and third and fourth guessed himself for a solid two minutes before he knocked twice against the glass.

He heard her gasp and jump, followed by footsteps.

The curtain parted just an inch, and he saw only an eye staring back at him before she retreated. "Be right back," she said, voice muffled by the fact it had to travel through the glass to reach him - not that that presented any problems for him.

He didn't know what to make of that. He didn't really know what to make of any of this. He knew he shouldn't be here. He should leave now before it goes any further. He hated himself a little that he couldn't even pretend like leaving was an option for him. As much as he second guessed himself, he knew that the only thing that could make him leave at that moment was if someone called out for help.

But the streets were silent. And then the footsteps were coming back. There was a scraping, dragging sound, some more footsteps, and then the curtains were yanked open. He found himself looking at a chair.

"Don't speak," her voice said. "Assuming you're still there."

Then she stepped into view. She'd been right up against the wall beside the window, so he got another good look at her from behind. This time she wasn't bent over with her ass against the window, though. She was standing tall, confident. And her confidence was well-earned. Her body was amazing - tall, lithe, and sexy. It was hard to tell in the darkness of her apartment, but she looked to have light brown skin tone, and he felt a pang in his heart as it reminded him momentarily of his old crush, but he swallowed that feeling away to just admire what was being displayed before him.

When she reached the chair, she bent over a little, as if presenting herself to him. He was mesmerized at the little peek of pink he could make out in the junction of her thighs. He could see it glistening already. She was wet. Wet for him? Or herself? He didn't know. He didn't know how to take any of this. All he knew was he didn't want to miss a moment of it.

When she turned around, it took a long moment to drag his eyes up from the cleft of her pussy, past her small, pert breasts, and up to her face. It was an embarrassingly long time before he noticed she was wearing a mask - a sleep mask. He could see her lips, quirked in a sinful smile. She reached behind herself to grab the arm of the chair and slowly lowered herself down.

She'd barely settled her weight before she was lifting and spreading her legs, dangling her knees over the arms of the chair. He couldn't breathe. There she was, spread open for him. On display for him. Wet for him.

His forehead pressed to the glass before he even realized it, trying to get as close as he could. He dare not even blink lest he miss a single moment of her. One finger trailed lazily along the inside of her thigh, as her other hand settled on her ribs just below her perky breasts, sensuously rubbing her skin.

She switched it up on him, squeezing her thigh, getting closer and closer to her center while she traced a teasing finger up between her breasts then around the mounds, never quite making contact with her erect nipples. She was driving him crazy. He'd already been turned on at just the thought of what this night would bring when he arrived, but that had died down a bit as his nerves messed with his head while he was left waiting. But now he was fully erect, and he could feel himself straining against the skin-tight fabric of his suit.

When she finally lifted her hand from her thigh and brought it to hover over her pussy, he held his breath. Then when she traced her finger along the lips of her glistening pussy for him, he blew out a breath and moaned, "Fuck, yes."

She froze, and then he did too. Fuck, he wasn't supposed to say anything. Fuck. Fucking stupid. He couldn't believe - then she moaned and thrust two fingers into her pussy, and he groaned, "Oh my god."

Her other hand pawed at her chest, and he could see her fingers twisting her nipples as she tugged them away from her chest, but he could only keep his eyes off her pussy for a moment as she continued to thrust, grunting and moaning at the pleasure she was giving herself.

"Yes," he whispered, so painfully hard he could feel himself throbbing against his suit even without any stimulation.

Then her other hand left her chest and literally slapped down above her thrusting fingers, right onto her clit. She shrieked, and the hand on her clit went crazy, rubbing back and forth in a frenzy as she continued to finger fuck her pussy. "Ah - ah - ah!" She ripped her fingers out of her pussy, even as her other hand continued to maul her clit. He stared at her pussy as it seemed to try to clutch at her now missing fingers, pulsing, and then she screamed, and she came, and a stream of her cum hit the window right where his forehead met the glass.

"Oh my - fuck!" he moaned and felt himself throbbing in release. He scrabbled to the side to avoid the worst of the wet spot, to get a better view of her. She was still shaking and jerking in the throes of her own orgasm, and he groaned as his cock continued to explode. "So - fucking-"

His throbbing began to die down, but she kept shaking for a long moment after his own orgasm had left him completely spent, practically sagging against her window.

She was panting still, her fingers that had been rubbing so furiously at her clit were now languidly brushing at her mound around her pussy.

"Did you come for me, Spidey?" Her voice was like a dream, slow and sexy.

"Yes," he said with a groan.

She smiled, and it was like it lit up her entire apartment. "Good."

"You only say that because you're not gonna have to clean it," he grumbled, but he couldn't keep the smile off his face or out of his voice if he tried.

She laughed at him. "Had plenty to clean up last night, and it sounded like I'll have more tonight."

"Yeah," he agreed. "I never knew-" he cut himself off.

"What?" she asked. He hesitated. "Never knew a girl could come like that?"

"Certainly didn't cover that in sex ed," he said.

She snorted. "No, they didn't. That was my own fun surprise to discover."

"It was really hot," he said, suddenly worried that it might be something she was self conscious about - if that wasn't something most girls did.

She giggled, he loved what it did to her small breasts. "Yeah, one google search was enough to reassure me it wasn't going to be a dealbreaker for most guys."

"You're so beautiful," he breathed out.

"You're pretty beautiful yourself," she said.

"She said behind her blindfold," he teased.

"Ha, like I haven't seen tons of your videos. And I did get a quick peek at you earlier tonight. And last night."

"So you're a fan, huh?" he asked, and he couldn't help the spark of hope in his voice.

"Wouldn't have fucked myself for you if I wasn't," she glibly retorted, and it startled a breathless laugh out of him.

"You said it was your kink…?" he replied, wonderingly.

"The threat of being seen was my kink," she explained, wrinkling her nose cutely. "This is a new thing for me."

"You are so sexy I'm not even sure you're real," he said to her. She just smiled at him, but he could see a rosy glow form on her cheeks, and he felt an immense amount of pride that he could put it there. "Can I - that is - can we do this again? Maybe?"

"Yeah, Tiger," she said around a toothy smile. "You keep coming, and I'll keep coming. Deal?"

"Deal!" he agreed. "Goodnight."

"Night, Spidey," she returned and blew him a kiss.

He swung home feeling on cloud nine.

Ned may not have thought twice about his pining for window girl the day before, but he certainly commented on it today. "Okay, you've been smiling like that all day, what's up?"

And that was the difference, wasn't it? Yesterday he'd been so unsure and anxious about what it all meant that he'd been just as miserable as he'd been since coming back. But today? As Ned said, today he couldn't stop smiling.

"It's nothing," he said, scooping up a forkful of questionable cafeteria food into his mouth and hoping his friend would drop it.

"Peter, this is the first time I've seen you actually happy since - since before," Ned replied in disbelief. "Whatever it is, it's definitely not nothing."

He chewed slowly, ruminating on what to tell his friend. Not the truth. He wasn't telling anybody the truth. But maybe a version of the truth. He swallowed heavily and looked up at his friend. Ned was looking back at him, but his stare wasn't demanding or judgmental or even concerned. He looked excited, and of course he was. That was Ned.

"I met someone the other night," he said quietly, averting his gaze.

"Someone?" Ned prodded. Then he froze. "Wait, at night?"

Peter flicked his gaze back to Ned and nodded, "On patrol."

"Oh," he said, sitting back on the bench, gaze distant in thought. "Okay, you met someone…"

"And it was nice," Peter said, trying not to think about their first meeting in any kind of detail. "We just… had a moment, and it was nice, but I didn't think I'd ever see her again, so I tried to put it out of my head and move on."

"And…?" Ned continued to prod with a teasing smile.

"And I bumped into her again last night," he said, puffing out a breath.

"Peter!" Ned exclaimed, reaching across the table to grab his arm and shaking back and forth. "Tell. Me. Everything!"

"Ned, come on," he said, fighting off his friend's exuberance, but he couldn't help but chuckle at his antics. "There's not a lot to tell. We talked a bit more last night. Not for long or anything, but I asked if we could meet up like that again, and she said yes, so…"

"Oh my god!" Ned shouted way too loudly.

Peter shushed him heatedly. "Ned, would you calm down?"

"I'm sorry, I don't think I can calm down," he said, and he was practically bouncing in his seat. Peter glanced around to confirm that no one was nearby to overhear - apart from Ned's shouts - and the few faces that had turned to them were already looking away in disinterest. "Do you have a girlfriend now? Is that what this is?"

"I don't know what it is," Peter said and blew out a long breath. "And no, I definitely don't. But maybe Spider-Man - no, I don't think anything will happen. It's just nice getting to know someone new."

Peter was already diving across the table to slap his hand over Ned's mouth before he could scream again. He felt the muffled exclamation against his palm and gave his friend another moment before pulling away.

Ned was just beaming at him.

"I don't really know what this means or if it even can go anywhere," Peter said after a moment.

"It doesn't matter, Peter," Ned said, shaking his head but still smiling sappily. "She's made you happy today. That's enough. If she can make you happy tomorrow, that'll be even better. You don't have to think about it beyond that."

Peter felt his body untense, and he stared at his friend in wonder. "That - that actually helps a lot, I think, Ned. Thank you."

He went back again that night because of course he did. That same post-it was back asking him to knock, which he did.

He heard her jump to her feet and her footsteps rapidly approached. She peeked at him through the curtain again, and he waved cheerily at her eyeball.

"Hey Spidey," she greeted.

"Hey," he said, and he suddenly felt a bit awkward that he didn't know her name. Should he ask? But maybe she didn't want him to know. Would that make this weird? Was she trying to keep this anonymous? He couldn't really blame her if she was - it's not like she knew his name. That would also explain the sleep mask she wore to cover half her face last night - and the fact that he only got to see her eye through the curtain right now.

"I need to set up a bit, so hang tight, okay?"

"Sure thing," he agreed and settled in to wait. He let his focus drift as he wondered what she had in store for him tonight.

Luckily, he didn't have to wait long. When she pulled back the curtains, she was there staring right back at him. Only tonight, she was wearing a different sort of mask. It was a cat mask, like from a Halloween costume. Her eyes sparkled at him, and he felt himself fall a little further for her.

She was also fully clothed which surprised him. She was wearing a black tank top, and he could see the traces of a lacy looking bra beneath it. When he flicked his gaze down to her hips, he found her wearing a flirty skirt that hung down to her mid-thigh. "You look amazing," he said and found that he meant every word of it. Even fully clothed she was so incredibly good looking.

"Not overdressed?" she asked in a flirting tease.

"I'll take you in anything or nothing," he said honestly.

She laughed and did a little twirl for him, and he was so far gone for her it wasn't even funny. "You are certainly good for my ego. I have a bit of a treat for you today - at least, I hope." She looked a little uncertain for a second but seemed to quickly shake it off.

She skipped out of sight for a moment, then he heard some music start up, and then she danced back into view. He was utterly captivated. He didn't recognize the song and had a brief wonder if it was something that had come out while he was blipped, but when she brushed her hand along her thigh, drawing her skirt up in the process, all other thoughts fled his mind.

Her skirt was the first to go. The tank top followed not long after. Then came the lacy, transparent bra. The song ended, and she faced away from him, bending down at her waist as she peeled her equally transparent panties down her thighs, showing off her round, pert ass and glistening folds.

She rose slowly back to her full height then spun around and was practically bouncing in place as she asked, "What did you think?"

"I think I'm in love with you," his traitorous mouth blurted out. He felt immediately mortified and was thankful she couldn't see his face.

She threw her head back and guffawed. "Easy there, Tiger. No need to butter me up when you've already got me how you want me." Then she did something that completely surprised him. She came up to him and opened the window. Just a crack, but suddenly that solid barrier that had been separating them didn't feel so solid any more.

She bent down below the window then scooted back and sat down right on the floor in front of him. She looked up at him, biting her lip sexily, and he felt like he could pass out from overheating. "Now tell me, Spider-Man. If I were to open that window all the way and invite you in, what would you do to me?"

Then she brought up her hand, and he saw she was holding something. She twisted something at its base, and it buzzed into life. She drew it down her thigh slowly, watching him intently.

He felt frozen. He'd felt out of his league with her from the first moment he saw her in the window - against the window. But all their interactions had been so brief, and there was barely any talking during their activities. Now she was probably expecting him to be some guy with a ton of experience, and he didn't know the first thing about much of anything.

"What's the matter, Spidey? Cat got your tongue," she teased him, and he groaned and chuckled at the pun. He was a sucker for a good pun.

"You are so overwhelming," he said to her. "I wouldn't know where to begin."

"Oh?" she asked him coyly, then moaned lightly as the vibrator brushed over her folds.

He was so enraptured by her. His cock was throbbing painfully in his suit. "I've never even-" he cut himself off.

" Spiiideey ," she groaned, drawing out the name. "You've never even-" she moaned as she dragged the vibrator over her clit. "Never even what, Spidey?"

He froze. He had no idea how to respond - how to get out of this without making himself seem pathetic and small.

She jolted up suddenly, shutting her legs and leaning towards him. "Wait. Oh god, please tell me you're not a minor. You sounded young, but I figured you were in college or, oh my god, oh my god."

"I'm not!" he nearly shouted, interrupting her spiral. She stared at him, still curled up on herself, waiting. "I swear, I'm not a minor. I've just never…"

"You're a virgin," she said simply, softly.

He nodded, averting his gaze.

"But you're here," she said, and he had no idea what she meant by that, so he turned to look at her. She smiled warmly at him. "I mean, you chose to be here with me - for this." She held up her still buzzing vibrator and finally turned it off.

"Yes," he breathed out.

"So you're not, like, uncomfortable or traumatized or-"

"No," he said quickly, shaking his head. "I mean, this suit is really uncomfortable because you are just - and it's, like, skin-tight, so…" He shook his head again and thought back to his conversation with Ned. "No. You've just made me very happy. All I've wanted is to see you and talk to you again."

" See me , and talk to me?" she teased.

He snorted at her. "Yes, see you. But even when you showed up fully clothed, I wasn't disappointed, even when I wasn't sure we'd still be doing any of this."

"Spidey," she said, a bit of a whine in her tone, but she was smiling widely at him. "I've been thinking about you a lot too."

"Yeah?" he asked.

"Mmhmm," she hummed in a husky tone. "And I won't lie, a lot of it was for this," she said, and with that unfolded her limbs to resume her previous position. "But it was nice talking after last night too."

"Yeah," he agreed. "It was."

She turned her vibrator back on and started teasing her thighs again. She trailed the tip of the buzzing toy in figure eights over her mound, grazing along her lips and occasionally her clit as well.

"Are you hard for me, Spidey?" she asked him.

"So hard," he breathed out, his eyes following the path of the vibrator as if in a trance.

"Touch yourself for me," she said, then she sunk the toy into her pussy and moaned deeply.

"Holy-" he groaned. "You're so - my suit - it's-"

"Over the suit is fine," she groaned out as she slowly pumped the vibrator in and out of her pussy, her eyes never leaving him.

"Okay," he said and immediately set words to action. He palmed over his erection, visible in the suit.

"Want to see," she said. He stared at her as she drew the vibrator out of her pussy and pressed it into her clit. "Please," she begged.

He blindly reached for the side of the window to put his hand for leverage, then drew himself up until his groin was clearly visible in the window.

"Yes," she moaned, then shoved the vibrator back into her pussy violently. "Yes, yes, yes!"

"Fuck!" he groaned, and flicked his thumb over the sensitive spot just under his head. That was all it took. "Fuck - I'm c-"

"Come for me," she demanded. "Yes, come for me! I'm gonna," she drew the vibrator out and pressed it back to her clit. His cock was throbbing, expending his lust for her into his suit, and he watched in rapture as her pussy convulsed rapidly as she let out a high-pitched scream.

The jet of cum that gushed from her pussy hit the wall below the window today. It let him see the whole thing uninterrupted, and he was enthralled. There was one big blast, and just two other much smaller ones as she thrashed in ecstacy before his eyes. She moaned and moaned, riding out the high of her climax, before her tremors started to subside, and the reflexive clenching of her pussy abated, and she collapsed bonelessly to the floor.

"You are so incredible," he whispered to her.

She opened her eyes and smiled at him but stayed in a boneless heap, still on display for him.

"I don't know how I'm going to go back to normal orgasms after this," she said after a long moment.

He frowned at her. "What do you mean?"

"This," she said, gesturing widely at her own nethers and towards him, "is not the norm. The - uh - squirting only happens on my best orgasms. That's usually like, a handful of times a year. If I'm lucky."

"Oh," he said dumbly. "But you've…"

"Yeah," she agreed, grinning at him. "But I've…" and she gestured once again towards him. Or, more accurately, towards her cum on the floor and the wall below him.

"So that's…me?" he asked, unsure.

She chuckled softly. "Yeah, that's the Spidey effect."

"Oh," he said, and he was pretty sure he had the biggest, dopiest grin that he'd ever sported in his life plastered over his face.

"I can hear you smiling," she teased. "But I'll let you have this one because," and she gestured once again. "Wow."

"Yeah," he agreed. "Wow." He was feeling kind of floored actually, to think he could have that kind of effect on someone. Prior to two days ago, his concept of sex had been one rooted in solitude. Of course he'd imagined what it would be like to be with someone else, to see them, even get to touch them, but it had been a distant, abstract concept.

Thinking about it, he hadn't even masturbated since before the blip, not until the night he discovered her. He gazed at her fondly and suddenly found himself telling her exactly that before he could even reconsider.

"Oh," she said, and she finally sat up. She brought her legs together in front of her, knees up, and wrapped her arms around them, resting her chin in the space between her two knees. "I guess I knew that you'd blipped," she said quietly. "Though in all the excitement, I hadn't really thought about it."

"I take it you didn't," he commented.

She shook her head. "No, I was lucky. Neither me nor my mom did. Some cousins did, and aunts and uncles, and some friends…" she trailed off, seeming to gaze through him. "I was kind of a loner back then, though, so I wasn't really close to any of them. I still wonder how they're doing, though, just…"

"Not sure how to reach out?" he asked, completely understanding. That's how he'd felt about MJ, after all.

"Yeah," she agreed. "I assume it's the same from your end?"

He nodded. "Yeah, my a- my mom and I both blipped and my best friend, so I guess maybe you could call that lucky, that none of us got left behind. But I had some friends that didn't, and I haven't talked to them either."

"What a fucked up world we live in, Spidey," she said distantly. She looked to him again and added, "I'm - uh - sorry about Iron Man - Tony Stark. I - uh - think I remember reading that you worked together. I don't know if you were close, but…"

"Yeah," he said, his throat feeling thick all of a sudden. "Thanks. We - uh - yeah, not like, super close, but he had kinda showed me the ropes a bit when I was new, made me my suit."

"I miss the old pajama suit," she teased him with a smile.

"Hey, come on," he complained, but he couldn't help laughing. "Okay, yeah, it was pretty bad. But I had to work with what I had."

"No judgment," she said.

"But yeah, I looked up to him a lot. I still do," he admitted. "Losing him on top of everything else has been rough."

"I'll bet."

"Mostly I just feel terrible for his family. I only met Pepper a few times, before, and only ever briefly. I still can't believe they have a daughter, Morgan. I met her at - well, I just met her the once, but didn't get a chance to really talk to her or Pepper with everything." He turned his head, staring off in the general direction of the compound - or the wreckage of it in any case. "I had the gauntlet, you know, with the stones. In the battle. I had it, and I can't help thinking if only I'd done something different, gotten away with it somehow…"

"That Thanos guy didn't seem like the type to give up," she said quietly, and he turned back to her. "You can play the what-if game all you want, but just remember it goes both ways. If you'd done something different, maybe he'd have gotten it back, snapped everyone out of existence."

"Or maybe I could have snapped instead," he whispered, and it was the first time he'd said the words out loud - though far from the first time he'd thought them. "With my healing factor…"

"There's no guarantees," she said. "If he were here today, and one of you had to do it, what do you think he'd say?"

"He'd call me an idiot for even thinking about it," he grumbled, knowing she was right.

She held her hands out to the sides, palms up. "He made the choice - one man for the universe. All we can do is respect it, and thank him for it."

He blew out a long, slow breath. "And honor his legacy."

"Hmm?" she hummed questioningly.

He shook his head. "He - uh - left me some things. I've just been avoiding…"

"Grief is a process," she told him. "It's always going to take time."

"Yeah, but maybe it's time," he said, and for the first time that didn't fill him with a sense of dread.

"Only you can know for sure," she agreed.

"Thank you," he said to her. "And - uh - sorry for getting kinda deep there. Didn't mean to kill the whole-"

"Don't sweat it, Tiger," she interrupted. "The whole stranger watching thing was definitely hot, but I do prefer to actually know the people I'm engaging in activities with." She did a bit of eyebrow dance when she said the word activities, and he couldn't help but laugh at her antics, even as he felt his cheeks heating up behind his mask.

"Will I - uh - see you again tomorrow night?" he asked hopefully.

"Might need to take a break for a night," she said with a frown. "Catch up on some sleep. These late nights are killer, but we can't really do this any earlier, you know?"

"Yeah," he agreed, heart sinking but unable to deny she was right. He could probably use the sleep as well.

"Tell you what," she said suddenly. "On nights where I'm available I'll put up the sticky note. On nights where you want to visit, you can swing by. If you see the note, gimme a knock, and we'll have some fun or even just chat. Don't want you to think I'm only in it for your body."

"Ha," he said. "That - that sounds good. I'm out most nights, but sometimes I am busy even this late."

"No expectations," she said. "If the note's up, and if you're free, otherwise we respect each other's lives and decisions. Fair?"

"More than fair," he agreed.

"Good. I'm glad I met you, Spidey. I had a lot of fun, and it's been nice getting to know you."

"Same - um - I don't know if - but - uh - you probably don't want to - like - gimme your name or anything," he said, stumbling over his words and hoping he wasn't making a mess of things between them. "But is there like a nickname or pet name or something I can call you?"

"Huh, I guess I never did introduce myself, did I?" she said, rolling her eyes. "I guess I figured since you were in a mask, and given the way things went for us, maybe privacy would be a good thing. But yeah, you can just call me MJ."

He felt his heart stop. There was just no way. "M - J," he whispered.

"That's right, Tiger," she said, seeming to completely miss his reaction entirely. "Now, I don't know about you, but I'm ready to get cleaned up and into bed."

"Yeah," he whispered, still trying to come to terms with this earth-shattering revelation. There was no way - but she was, she had the same body type, the same hair-color, the same skin tone. How in the world was this even possible?

"Goodnight, Spidey," she called to him.

"G'night, MJ," he answered on autopilot before shaking himself out of his stupor and dropping away.

He'd finally found MJ. He'd talked to her. He'd - "Oh my god!" he cried, as he shot out a web and swung his way home.

MJ

"Okay, spill," Ned demanded over lunch the next day.

"What?" he said, looking up from his food, not sure what Ned was referring to.

"You've been off all day," Ned said. "What happened to happy Peter? Did something happen with your mystery girl? Did she dump you? Did she dump Spider-Man?"

"What? No," he retorted, scowling at his friend. "First of all, we're not dating, so there can be no dumping. And second, no, things went fine last night. I've just - had a lot on my mind today."

"Okaaay, anything you'd like to share with the rest of the class?" Ned pried, then began to dig into his lunch.

Peter thought about it as he poked around at his food. He definitely couldn't talk about MJ - that was out of the question. But he couldn't help thinking back to her, and he could almost picture her there at the end of their table, where she used to always sit. She'd find some reason to call him a dork or a loser, and somehow it would end up cheering him up. Then he pictured her sitting on her floor, knees drawn in, with her arms wrapped around her legs, the way she'd been last night when they'd been chatting.

And then he remembered some of what they'd talked about, and he realized there was something he could talk to Ned about.

"I've been thinking about going to the lab."

Ned dropped his fork. "The Stark Lab?" he asked.

Peter nodded. "Yeah."

"The one Tony Stark left for you?"

"Yes, Ned," he said, rolling his eyes.

"Peter, that's huge," Ned was all smiles as he gushed over it. "What do you think he left in there for you?"

"I don't know - Happy didn't really say," he admitted, though that was probably largely his own fault since he'd pretty much just shut down the conversation any time the man tried to bring it up. "Probably something to help me make improvements to my suit. I was thinking I'd call Happy after school, see when I could go over there."

"I'm so proud of you, Peter," Ned said. "I think this will be really good for you."

"Yeah," Peter agreed. "I hope so."

"It will, man," Ned insisted. "As long as you let it."

Maybe Ned was right. He'd tried for weeks to get Peter to reach out to MJ, and it turned out that talking to her had helped a lot. Maybe he was right about this too.

Another weird thing about life post-blip, Happy actually sounded happy to hear from him. He offered to pick him up and take him to the lab right away, and he found himself agreeing before he could second guess himself. Small talk was still kept to a minimum - he was still Happy after all - so it was a pretty quiet trip, which gave him some time to reflect on things.

And wouldn't you know it, he found himself thinking about MJ all over again. In what universe could he happen to stumble onto her, in the middle of what she was doing, and she actually invited him to come back? And now they were what? Friends? With benefits? Lovers? Strangers who liked to watch each other masturbate?

Ok, that last one just made him feel icky. He didn't know what they were. Hell, she didn't even know who he was. She thought she was just having some fun with Spider-Man, and to be fair, she was. But he was also Peter Parker, and they used to be friends. Or at least friendly. And she was trying to keep her identity secret from him, too, which made him feel guilty that he knew who she was when she had no idea who he was.

His mind just kept taking him in circles, and it was a relief when Happy announced that they were there. It was surreal to be walking into Stark Tower after all these years. They'd bought it back during the blip, and when they started talking about time travel and bringing everyone back, apparently Tony had made some arrangements to put the lab together for him to use.

Now here he was, living out one of his dreams, only in his dreams Mr. Stark had always been there to work in the lab with him. He followed behind Happy in a bit of a fugue as he led him into the elevator and up to the private floors, FRIDAY greeting them warmly. Then, before he knew it, Happy was leading him into the lab itself. He took a moment, walking around, just taking it all in.

Happy lingered in the doorway. "So what do you think, kid?"

"It's great, Happy," he said, looking up at the man. "Thank you."

"I'll give you some time. FRIDAY will let you come and go as you please. Think you'll need another ride tonight?"

"Nah, no need to wait around on me," Peter told him. "Thanks for bringing me here, Happy. Really."

"He was real excited to be getting you back, kid. He always said one day you'd make something that would leave everything he did in the dust."

"I don't know about that," Peter said, ducking his head. He knew he was smart, but he wasn't Tony Stark smart.

"No one's expecting you to change the world tomorrow, Pete. But 20, 30, 40 years from now? I'll eat my tie if you're not a household name for some world-changing thing you've created." The man looked uncomfortable under his gaze and shuffled a bit before adding. "I'll see you around, kid. Don't be a stranger."

"You too, Hap."

And then he was alone. He released a deep sigh, looking around the lab once more. "Alright FRIDAY, can you show me Mr. Stark's latest suit designs? I want to see what we're starting with and go from there. I've got a couple ideas of my own…"

He didn't end up patrolling that night for the first time since the blip. He spent most of the afternoon and into the early evening in the lab. He did do some work on some of Tony's newer designs, but he actually spent most of his time making some updates to his current suit. Given some of his more recent activities, there were a few immediate improvements he wanted.

The simplest and first one he implemented was adding a fly. He was a bit embarrassed to have prioritized that over everything else, but it wasn't even just for his new favorite pastime. It was a pain in the ass any time he had to go to the bathroom. He had to strip out of the entire suit just to take a piss. Well, not anymore. He couldn't help wondering what MJ would think of it - of him. Last night she'd wanted to see him - even if only through the suit. What would she think of him next time? He was filled with both excitement and anxiety at just the idea. He'd seen all of MJ - except her face - though to be fair he had seen her 18-year-old face, so he could extrapolate. This would be the first of him she'd see - assuming she wanted to, of course.

After the fly, he began work on repurposing - or rather dual-purposing - the suit's heater to act as a steam-cleaner. Cleaning the suit was a chore - even before his more recent escapades he'd needed to clean the suit constantly. He sweated so much in that thing that it got gross very quickly. Anything he could do to make that chore easier, he would take in a heartbeat.

Without the prospect of a late-night rendezvous, he decided to just head straight home.

"Peter!" his aunt called when he entered their new apartment - their old one had long since been rented out to someone else.

"Hey May," he greeted, giving her a brief side-hug before shuffling into his room to drop off his bag.

When he came back into the living area, May was waiting and watching him carefully. "Happy called to let me know he took you to the lab today. How'd it go?"

"It was good," he said, meeting her gaze for a moment before diverting to the side. "I looked through some of Mr. Stark's newer designs and then spent some time working on my current suit. It -" he paused, swallowing down the sudden wave of emotion. "It was tough, not having him there." He rubbed the back of his knuckles against the corner of his eye where he could feel the liquid pooling. "But I also felt closer to him than I have since…"

"Oh Pete," May said, stepping towards him and drawing him into her arms. He went willingly, wrapping his arms around her in return. "I'm proud of you, Pete. And he would be too." She gave him one more squeeze before loosening her hold and stepping back, but she kept a grip on his shoulders, meeting his gaze. "You made a big step today, but you're still grieving, and that's ok. There's gonna be some days that are harder than others. There might be some days you can't stand even the thought of going back into the lab, but it will get easier over time.

"I read something the other day about grief really being just love without any place to go, and I think maybe the grieving process is about learning to channel that love you had for the people you lost into something else. That could be working on your suits. It can be your Spider-Manning. Or anything else you shared with Tony. Or it can be something else entirely."

He smiled at May. "I like that," he said. "Finding a way to channel it, I mean. I think that's what Spider-Manning," he repeated, rolling his eyes, "was for me with Ben. When I used to obsess over the Avengers, he always had that saying-"

She repeated it with him, "'With great power, comes great responsibility.'"

They laughed over it. "That was what inspired me to put on the suit."

"He'd be so proud of you too, Pete."

He just nodded, and pulled May back into another hug.

He was back out on patrol the next night, and he was feeling more energized than he had been in longer than he could recall. He started making quips again when he stopped one purse-snatcher, criticizing him for choosing a purse that clashed with his outfit. Even thieves should have standards.

He hadn't even realized it had been missing all this time. Spider-Man used to be fun. Not all the time, obviously, but swinging around was a blast. Mocking the criminals he was stopping used to be one of his best forms of entertainment. And now it was back, and it was wonderful.

He spent the last hour just swinging around, stopping on the occasional rooftop to rest and take in the views. He was keeping an eye on the time - killing time, really. He was nervous to swing by her apartment. He'd been battling with himself over it for the last hour. Part of him wanted to go early just to check if the note was there, but there was a chance she wouldn't put it out until it was late enough, and even knowing that, he knew he'd be devastated if he swung by and it wasn't there. So better to wait until their usual time, so he'd know for certain.

He finally gave up about fifteen minutes early, figuring if it wasn't there he could just camp out on the roof across the street and wait there to see if she'd put it up. He needn't bother, thankfully. The post-it was there, and he wasted no time knocking on her window. Her approach was a bit more casual than the last two visits where she'd seemingly rushed over.

She parted the curtain and was already wearing the cat mask. "Hey Spidey," she greeted warmly as she cracked open the window again. She was clad in a v-neck t-shirt and plaid pajama pants.

"Hi MJ." And oh yeah, that was a thing still. He felt a little weird knowing who she was when she didn't know that he knew, and when she technically knew him but didn't know that she knew him. It was weird. "Is it weird to say I missed you yesterday?"

"Weird? Nah, I'm amazing," she said with a laugh. "Maybe a little clingy, but that is kind of your thing, so I'll let it slide."

"Oh my god," he said, throwing his head back dramatically as he couldn't help but chuckle. "That was awful, and I loved it. I am a sucker for a terrible pun."

"Good to know," she replied. "So, how you been? How's the family?" she asked in an exaggerated tone.

He snorted. "Good. I - uh - actually went and visited the lab yesterday. It - uh - Tony left it for me."

"Oh," she said, and her teasing demeanor vanished in an instant. "That's good? Yeah?"

"Yeah," he agreed with a nod. "Tough, but it was good. I think I needed it."

"Then I'm glad," she smiled warmly at him, and he could feel himself melting already.

"I - uh - just wanted to say thanks," he quietly murmured. "Talking to you really helped. You're just - you're very easy to talk to."

She blushed, ducking her head away, and he marveled at her. Her cheeks were rosy, pink peeking out from behind the mask. He could even see it travel to the top of her chest. "Oh, um, thank you. Or you're welcome. I mean, I'm glad I was able to help."

"You did," he said. He hesitated for just a moment before barrelling on. "I also worked on a couple improvements to my suit."

"Oh yeah?" she turned back to gaze at him curiously.

"Yeah, I - uh - added a fly for myself, so I can, you know - yeah," he finished lamely.

She goggled at him. "Spider-Man!" she exclaimed exaggeratedly. "You're not planning to expose yourself in public? Maybe the Bugle is right. You really are a menace."

"Hardy har," he deadpanned back at her, earning a snort of laughter.

"But seriously, that's kinda exciting, I'm not gonna lie," she added after a moment. "I was - uh - kinda on the fence if this was gonna be a fun night or just a chatty night for me, but I think that might've put me over the edge on the fun side."

"Yeah?" he said, in absolute wonder. Did she mean just the thought of him - his cock - was enough to make her want to…?

The look she sent him was absolutely smoldering, and he was rock-hard for her almost immediately. "You are so fucking sexy," he told her.

She startled a bit, then looked down at her attire, before looking back at him with her eyebrows raised.

"Doesn't matter what you're wearing or not wearing," he said with a shrug. "You're still you."

"Hng, damn Spidey," she said with a groan of pleasure. "Aren't you supposed to be a virgin? You should not have this sort of game."

He had no idea how to reply to that.

"Sorry," she said after a moment. "Was that insensitive? I don't know if I should be calling attention to-"

"No, it's fine," he interjected quickly. "I mean, it is what it is. I'm not bothered by it so long as you don't find it offputting."

"Nah," she said, shaking her head slowly. "There's something naughty about it, like I'm corrupting you or something. Kinda turns me on."

"Oh," he said, and he could feel his cheeks blushing. "That's - uh-"

"God, you're so adorable when you get all flustered," she said, saving him from having to actually come up with a reply. "That's what I'm talking about. I don't know if it's because you're Spider-Man, like the thought of having that sort of power over a superhero. Or maybe it's just..." She stiffened suddenly, and seemed to shake herself. "Sorry, didn't mean to start like, psychoanalyzing myself like that."

"No, I love to learn more about you," he said, shaking his head.

She ducked her head but looked up at him from under her lashes. "Ok, Spidey, you've officially put me in the mood." There was a sultry quality to her tone that made him shiver. "Any special requests for tonight? Anything you want to see me do?"

"Anything," he breathed out. "You can do anything, and it'll turn me on. You're already-"

She smiled widely at him and put her hands on the window sill, leaning down until she was face to face with him, separated by only a thin pane of glass. "Am I already turning you on, Spider-Man?" she whispered to him. "Are you hard for me?"

"Yes," he said, leaning his forehead to the glass, wanting to be closer to her. "Yes, MJ, you have to know what you do to me."

Her smile turned into a wicked smirk. "Maybe I want the show tonight. Would you do that for me, Spidey?"

He gulped. That could only mean one thing given what he'd told her about his suit alterations, but it was never in question. "I would do anything for you."

"Careful, Spidey," she warned, leaning her own forehead opposite his, gazing into his eyes. "I might just take you up on that." She stood back up straight and took a step away from the window, but she kept her gaze fixed on him. "Now why don't you show me how you improved your suit for me, Spidey?"

He shifted up a bit, as he'd done two nights ago when she'd asked to see him. Her gaze traveled down his body, and he felt exposed to her, even with the suit fully covering him. Not that it was currently leaving much to the imagination, given how hard she made him. The fly was a little more involved than a typical zipper, but it was only moments later when he was reaching in and had a hold of his cock.

He froze for a second, staring at her, and her eyes were fixated on him. On his hand. On the outline of his dick in the suit. He swallowed his nerves and slowly pulled himself out. She inhaled sharply, and as he watched, her hand dipped down the front of her pajama pants.

Oh - he'd worried she was just going to watch him, which while still hot would have felt very weird. But if she was going to participate, well, he was still nervous as hell since this was the first time a girl had ever seen him - and it was MJ no less - but the sight of her with her hand down her pants as her other hand slid up her side, dragging across her stomach and up to her chest - suddenly nerves didn't matter.

"MJ," he said to her, and his cock pulsed in his hand. He stroked it slowly - he had to, or their fun would be over before it really began.

"Yeah, Spidey," she said around a moan. He could only watch the shifting of her pants denoting the movement of her hand, hidden from his view, and somehow it was every bit as sexy as each of the other times he'd seen her. "I see you."

"Fuck, I see you," he answered back, squeezing himself, putting extra pressure, keeping the sensations rising at a steady climb.

"The plaid does it for you," she teased him.

And yeah, maybe it did. "Everything about you does it for me," his traitorous mouth said.

She moaned deeply as the movement of her hand suggested she probably just shoved her fingers inside her pussy. Her other hand was tugging at one of her nipples, which were both poking out her shirt.

"Tell me," she demanded, followed by another moan. "Tell me what you want to do to me."

"I want to kiss you," he said, it being the first thing to pop into his head.

"More. Tell me," she commanded, her voice husky.

He had no choice but to obey. "I want to taste you. Your lips, your tongue, your skin, your - your pussy ." He had to stop his stroking, he was getting too close. He could feel himself throbbing with his every heartbeat.

"You want to eat my pussy, Spidey?"

"I've never - but yes! I want that," he said, and she groaned sinfully. "I want to touch you, and kiss you, every inch of your skin."

"Keep stroking," she commanded him.

"I'm so close," he whispered to her.

"Yes," she called. "Me too. Now stroke your cock and come for me!"

He began stroking himself in earnest at her direction. No more slow burn. No more dragging it out. If she wanted him to come, he could easily give her that.

"MJ," he panted. "Gonna-"

His cock twitched and throbbed in his hand, and he erupted. As soon as the first shot splattered against her window, MJ shrieked, and her legs clamped down on her hand. She started shaking and moaned as she rode through her pleasure, and she was the most amazing, sexiest person he'd ever seen in his entire life.

He was panting in his mask, forehead pressed to the glass as he came down from his own high. She recovered more quickly than usual, drawing her hand out of her pants. She met his gaze as she brought the hand up to her lips and sucked her pointer and middle fingers into her mouth. He groaned, his cock giving one last, weak throb in his hand.

"That was so hot," he said to her, as he finally let himself go. He leaned his head back off of the glass and raised his hand, looking at it and back to her. He wasn't sure how he felt about it, but he couldn't help but ask, "Do you want me to…?"

"Nah, it's alright," she said, shaking her head. "Not unless you want to."

He looked at his hand again, still in the suit. The same suit he'd been running and swinging around in all day. Maybe not. "Maybe another time. Been in the suit all day, so it's not really super clean." That would buy him some time to consider whether or not that was something he wanted to do to begin with. It was hard to think straight with MJ right there.

"You're fine, Spidey," she said warmly. "You don't need to explain. Gimme one second, I'll be right back."

She trotted off, and he was left there, cock rapidly softening but still hanging in the wind. He looked down at the mess he'd made of the window, then at the mess that was his cock, and then at the mess left on his hand. He hadn't really thought any of this through.

Then MJ strode back into the room holding a box of tissues, a roll of paper towels, and a bottle of windex. She set them on the ledge and lifted up the window a bit more to allow him to grab at them. "Tissues for you, towel and windex for the window, if you don't mind."

"Yeah, of course, thank you," he said, grabbing at the tissues first. He wiped his hand and cleaned himself up as best he could before tucking himself away. Then he grabbed the towels and began wiping up the mess on the window. Once he'd cleaned up most of it, he sprayed it down with windex and finished the job.

MJ watched him quietly as he worked, settling down in a nearby chair - the one she'd used the second night he'd seen her.

"Thanks, Spidey," she murmured, once he'd finished up and set the bottle and paper towels back on the window ledge.

"Of course," he said. "I made the mess."

"Mmm," she hummed in agreement. "I did kinda ask you for it though, didn't I?"

"Yeah," he agreed with a small smile. "Yeah, you did." He hesitated a bit, wondering if it was ok to ask his next question before just biting the bullet. "Was I - er - I mean, was it good?"

She grinned at him, and he felt exposed before her knowing gaze, even though that part of the evening was already over. "Yes," she told him. "It, and you, were very good. You've got nothing to be ashamed of there, Spidey." She sent a deliberate look to his crotch as she said it, and he had to resist the urge to squirm.

"Thanks," he said. He felt a little awkward still, in this moment after.

She must have sensed his lingering tension because she spoke up, "Really. I'm not like, the most experienced or whatever. I mean, I don't know what you think of me exactly given the nature of," she gestured towards the window and him, "this. I've only ever been with a couple guys, and you've all been fairly similar in size. I'd have to get a closer look at you, but my guess is you'd be on the bigger side of the three if anything."

He felt a rush of affection and gratitude for her, for knowing exactly what he needed in that moment. Her words might not even be true, though he didn't think she was the type to blow smoke, but even if that was the case, he was just grateful to her for saying it anyway. "Thanks, MJ. And I don't think - like - less of you or anything for," he gestured at the window and continued, "anything. I just think you're amazing."

"My own superhero admirer," she said in a bit of a sing-song.

He chuckled at her. "Yeah, well, I never stood a chance, did I?"

She smiled but shook her head at him. "You keep saying these lines…"

"They're not lines," he insisted. "You're just - even in your flannel pajamas, I think you're one of the most beautiful women I've ever seen. Especially in them. I don't know how you could possibly not see it."

She looked away from him off to the side and sat in silence for a long moment. He wondered if it was something he said, but he couldn't imagine what it was. She was beautiful. Shouldn't she know it? How could she not? She'd always been cute in high school, but now, she'd really grown into her body, and he couldn't imagine anyone seeing her and not falling a little, just at the sight of her.

"I've always had body image issues," she confessed to him softly, still not looking at him. "Consequence of shooting up in height early and never growing in the boobs or the curves that all the other girls were getting. I told you I was a loner in high school. No one ever looked twice at me, and I think I spent a lot of time pushing people away just to convince myself that it was my choice to be alone. Things did get better in college, but it can be hard shaking off the insecurities, you know?"

She finally looked back at him, and he wanted nothing more than to climb in her window and gather her up in his arms and hold her and tell her how beautiful she was until she believed him. He wanted to convince her that she hadn't been alone in high school. That someone had - he had - looked at her and saw how beautiful she was. But she was inside, and though she'd opened the window and raised it to pass him supplies to clean-up, it was very clearly not an invitation to come in. And he was still wearing his mask, hiding the fact that they had known each other in another life.

He sighed, pressing his hand up to the glass. "I know I can't just say something, tell you you're beautiful, and fix it. I just - I need you to know how much I mean it. I'm not just - like - trying to-"

"I know, Spidey," she told him, smiling once again. "I do believe you. Honestly, I think you're too earnest to tell me I'm pretty just to get in my pants, nevermind you didn't even have to do that to see me outside of them. And you do make me feel it too, at least a little."

"I'll just have to keep telling you," he declared. "Until you really feel it."

"I actually believe you might," she murmured quietly. He nodded at her because he intended to do just that. "I like this part," she said suddenly. "Talking after. I think it's rather soothing."

"Yeah," he agreed. "I really like talking to you."

"Hmm," she hummed affirmatively. "Tell me something. About you or about your day."

He frowned in thought. Then he thought of one thing, and he felt he almost had to tell her. "I'm afraid of spiders."

She snorted out in laughter. "What?" she demanded around her chuckles. "No, come on, be serious."

"I am," he insisted. "Not like, deathly afraid of them or anything, but they creep me out. You'd be afraid too if a spider bit you and you spent two days deathly ill before waking up with super hearing and photosensitivity. And I kept breaking the handles off of things for days before I got a grip on my super strength."

She sobered pretty quickly when he mentioned being deathly ill, which he felt a bit bad about since she'd just been laughing, and he hadn't meant to stop her. He was trying to be tongue-in-cheek, but apparently not doing a great job at it.

"That's really how it happened? You got bit by a spider, almost died, then came out of it with superpowers?" she asked him incredulously.

He shrugged at her. "I swear, that's exactly what happened."

"Ok, well, your arachnophobia is safe with me," she assured him. "I won't tell a soul."

"Thanks." He grinned at her, not that she could see that, of course. Then he said, "Now tell me something about you."

"Me? I'm boring," she said, waving away at him.

"No, no, please," he said. "I want to know. You mentioned college earlier. Are you still in?"

"Yeah, uh, NYU," she said softly.

"Cool. What are you studying?"

"Sociology and psychology."

"Double major?" he asked her, receiving a nod. "That sounds intense."

"Yeah, it keeps me pretty busy," she said.

"I'll bet," and he got the impression she didn't really want to talk about it which bummed him out because he had about a hundred questions he wanted to ask, but he also didn't want to make her uncomfortable. But he also didn't want her to think he wasn't interested in it. What if he was misreading her, and then she misread his lack of follow-up questions as a lack of interest on his part?

He waffled back and forth in his head for too long because she spoke up. "It's ok, you don't need to-"

"I have about a hundred different questions I want to ask," he blurted out over her, because she sounded dejected. "I want to hear everything. I just - you seemed like you maybe didn't want to get into it, and then I got into my head, and-"

"Spidey," she said, warmth back in her tone. "What did you want to ask?"

As if he wasn't already a lost cause, he fell more hopelessly in love with her when she explained why she chose her majors. She'd always been a socially conscious person for as long as he'd known her. He could remember her protesting during their academic decathlon trip to DC - she had always been on top of current issues. That she wanted to help people in a post-snap world missing half its population didn't surprise him one iota. She'd dedicated her life to it, and he admired her for it. And he told her as much.

"You admire me?" she asked doubtfully. "You're out crime-fighting every night, and I know you're not much older than 18, which means you were definitely doing it well before you were even legally an adult."

"Any idiot can do what I do," he protested. She just cocked one eyebrow at him incredulously. "Ok, no, obviously not everyone can do what I do, I just mean, the 'problems' I'm solving, they're just the symptoms. All I'll ever accomplish doing what I'm doing is to staunch the bleeding. And I mean, I don't mean to trivialize what I do. Trauma surgery is important to keeping the patient alive, but that's all it's meant to do. It's not meant to fix the underlying problem, only the immediate one."

He looked at her then, and he willed her to understand just how amazing she was. "You though, people like you, you're the ones that are going to make a real change in the world. You're the ones trying to help people before they get so desperate they resort to the kind of things I go out there to stop. One day you're going to put me out of a job, MJ, and I look forward to it."

She rose from her chair at the end of his little speech. He couldn't quite read her expression as she drew nearer to him. He sat frozen against her window sill as she tugged the window up. "C'mere," she said, and she wrapped her arms around him and hugged him.

It was awkward, hugging her while hanging off the side of her building. It was also wonderful.

"Thank you," she whispered to him.

He burrowed his head into the back of her neck. "I meant every word."

"I know," she said. "I don't know what I - you just-" she squeezed him extra hard, and he laughed, returning the gesture but making sure not to go too hard. After a moment she disengaged, but she kept her hands at his shoulders as she looked at him. "You make me feel seen - which I know is a weird thing to say given what we - but I mean, not physically. It feels like you see into me, into the soul of me, in a way nobody else ever has."

His heart was practically beating out of his chest. He was so desperately in love with her. "I-"

"Shh," she shushed him lightly, pressing her fingers to his mouth through his mask. "That - I'm feeling -" she huffed in frustration at her own inability to speak. "I'm quite certain you were about to say something that was going to melt me into a puddle right here, and part of me wants desperately to hear it. I'm just - I'm feeling a little emotionally wrung out right now. I'm sorry."

"No, no," he said, and he reached up to close his hands around hers, pressing her palm to his chest. "It's okay. No judgment, like you said, right?"

"Yeah," she agreed, smiling at him.

"I really want to rip off this mask and kiss you right now," he said, "but that probably wouldn't be the smartest move either."

Her eyes sparkled at him. "Dork," she teased.

"Your dork," he corrected her, and she groaned, leaning her head forward against his.

"No more trying to make me fall for you," she whispered to him. Then she raised her hands to his neck, her fingers questing until they found the seam of his mask. She took it in her fingers, and he held his breath as she slowly peeled it up. He stayed stock still, making absolutely no move to stop her. He was so helplessly hers. If she wanted to know, she only had to ask - or just rip off his mask if she wanted.

But she didn't do that. She stopped when she got to his nose, then she smiled at him, leaned in, and kissed him. Her lips were soft against his, and he hesitantly returned it, following her lead, and then it was over. She was pulling away, and he trailed after her for a moment before he stopped himself. He let out a sigh full of the awe and wonder he felt in that moment.

"Another first, just for you, MJ," he said, opening his eyes to find her watching him.

She breathed out heavily, her eyes were still staring at his lips. "Your first kiss?" she asked in disbelief.

"Haven't had a lot of luck in love, I'm afraid," he said. "Until recently."

She rolled her eyes at him, but the enormity of her smile betrayed her.

"Go on," she said, brushing at his shoulder. "Before either of us does something we'll regret in the morning."

"I'll never regret anything with you, MJ," he said earnestly. "But yeah, I guess it's late and we're both a little…"

"Punch-drunk?" she suggested.

"Sure," he agreed. He reached for her hand, and she let him take it. He brushed a kiss against the back of her knuckles. "Sleep well, MJ."

"You too, Spidey."

May took one look at him the next morning and asked, "What's her name?"

He stood stock-still and stared at her. "I don't know what you mean."

She raised one eyebrow and gave him a knowing look. "I've seen that smile on you once before, and I spent the rest of the night teaching you to dance."

He opened his mouth, couldn't think of anything to say to that, and then shut it.

"Soooo…" May started again, drawing out the word. "What's her name?"

He huffed out a breath. He knew his aunt. He knew she wouldn't let it go without at least getting something out of him. "It's not what you think," he said, marshaling his thoughts. "I just - Spider-Man made a new friend."

"Okay," May said, blinking owlishly at him and taking a step back. "Hmm, is Spider-Man's new friend a colleague?"

"No, it's not like that," he said, shaking his head. "It's just someone I ran into one night, and we talked for a bit, and it was nice. And then we did it again."

"Mmhmm," she hummed, and her smile turned teasing. "And Spider-Man's new friend is a girl?"

He rolled his eyes and sighed exasperatedly. "Yes, May. She's a girl."

"And what's her name?" May asked smugly.

"Well, that's the thing," he said, avoiding her gaze. "I can't exactly tell her my name, so rather than give me her name, we agreed I'd just call her Em." There, that was almost the entire truth.

"I see." He could see May studying him from the corner of his eye. "Alright, I'll stop the interrogation." He finally turned back to her with a small smile. "You know I just want you to be happy, right?"

"Yeah, May," he agreed, "of course."

She nodded at him, but then she got a serious look on her face. "I'm going to say something, and you don't have to respond right now. I just want to make sure it's something you're considering."

She paused, and he nodded back at her, internally dreading whatever she was about to say. "Ok."

She spoke in a soft tone as if to soften the effect her words might have on him. "I'm glad you made a new friend, but making a friend as Spider-Man is going to complicate things for you. It may mean you'll need to make a choice, a lot sooner than you normally would, on whether or not to tell her who you are. And if you choose not - even if you're just not ready yet - that could make things very difficult."

"I know," he said quietly. How could he not? Since he'd learned she was actually MJ, he'd thought constantly about what that would mean for them. At some point he would have to tell her, and he couldn't even begin to imagine how she would react to it. He didn't fear she'd out him as Spider-Man. He knew her well enough to at least eliminate that as a risk. But would she want to still be his friend? Would she want to continue their other activities? He had no idea, and it terrified him.

"Ok," May said, and stepped forward to wrap her arms around him. "It's ok to just be happy in the moment. The last thing I want is to take away your smile. I just worry about you, and wanted to make sure you were thinking things through."

"I know, May. I am," he said.

"Good." She pressed a kiss to the side of his head and released him.

When he went to MJ's that night, he was elated to see the sticky note in place. He knocked, and she soon answered. She flicked the curtains open, kitty mask in place, and a bright smile on her face.

"Hey Spidey," she greeted, opening up the window.

"Hi MJ," he replied, grinning goofily at her even if she couldn't see.

"So, full disclosure," she said, looking a little uncomfortable. "I don't think I'm down for any fun business tonight."

"Oh," he said. "That's cool. Do you still want to hang out?"

"Yes," she said, looking relieved. Did she really think that would be a problem?

"Sweet. So how was your day?"

"It was good - uh," and for some reason she was looking nervous again, and he worried what might be going on. "Do - uh - would you like to come in?"

He rocked back a little. Oh. "Yes, absolutely."

She beamed at him and tugged the window open more before stepping back. He crawled through, sliding the window shut behind himself. Then he was standing before MJ clad in his suit while she was in a pair of sweatpants and tank top.

"Hi," he said, his brain having trouble processing the fact that he was here inside MJ's home.

"Hi," she responded, sounding shyer than he thought he'd ever heard her. Then she seemed to steel herself, stepped forward, and wrapped her arms around him.

"Oh," he said, immediately sagging into her arms and wrapping her up in turn. "I missed you."

She snorted but squeezed him tighter. "You just saw me last night, dork."

"Still," he said. "This is nice. Thank you for inviting me in."

"Mm, you're welcome," she murmured into his ear, and with one final squeeze, she let him go. "Feel free to grab a seat. Can I get you anything?"

"Oh - uh - a water would be nice, thank you," he said. He was used to having to go long stretches without anything to drink given his patrols. He didn't usually go a whole patrol without stopping somewhere for a sip, but those stops were usually few and far between, especially late at night.

She retreated to the kitchen, and he took a moment to look around. It was a small living area, barely enough room for the squishy armchair he'd seen her drag around, the sofa, a coffee table, and her entertainment center upon which sat a modestly sized tv. Bracketed on either side of the entertainment center were a pair of bookshelves practically overspilling their contents. Over the sofa were a few art prints that he didn't recognize at a glance.

He sat down on the sofa, thinking she probably preferred the chair. MJ swept back into the room and handed him a glass. "Thank you," he said as he took it. With one hand he pulled up his mask to his nose and took a drink. "Ahh," he couldn't help saying as he pulled the glass away from his mouth and leaned forward to put the glass on her coffee table.

His mask fell to half covering his mouth, so he rolled it up more carefully to set it over his nose.

"Look at you showing off a little mouth, you little slut," MJ teased him as she settled on the other side of the sofa facing him. She pulled her feet up onto the seat separating them. He turned, pulling one knee up and leaving his other foot still on the ground.

He stuck his tongue out at her.

"Keep that to yourself," she scolded him playfully. "I told you, you aren't getting any tonight."

He huffed out in laughter. "You're hilarious," he told her, meaning it completely even though his tone told a different story.

"I know, thank you," she preened.

"How was your day?" he asked, leaning his shoulder more heavily into the back of the couch as he settled in.

"Hmm," she hummed. "Pretty boring. Had a couple classes. Worked a few hours. Then came home to study and worked on a paper due next week."

"Where do you work?" he asked, this being the first time she'd mentioned having a job.

"Oh, just at a coffee shop. Nothing special," she said, waving as if to swat away any follow-up questions he might have. "Tell me about your day."

"Went to school. Did some patrolling - oh, I ran into churro lady - which, that's a story, I guess. Just someone I helped a couple years back - before the blip, I mean - who insisted I take a churro for my troubles. Not a big deal, but I so rarely get to see the people I help after, so that was nice."

"She sounds nice," MJ commented, smiling warmly at him.

He beamed at her. "Oh, definitely. What else? Oh, my aunt kinda confronted me about you this morning. Well, I mean, she could tell - I mean - she guessed I'd met someone based on how I'd been acting, I guess."

MJ's smile widened at his words, her eyes lighting up, and he immediately forgot to be horrified at the word vomit he'd just spat out at her. "Oh? She could see you walking on the clouds? Assumed you had gotten lucky?"

He rolled his eyes at her, ducking his head away. "She just said she'd only seen my smile like that once before, and it was girl-related, so she kinda bullied me into spilling my guts."

"Poor Spidey, getting bullied by his own aunt," MJ teased. Then she paused. "Your aunt, do you - ah-"

He could guess where this was going, and he winced a little internally as he had previously tried to hide his identity by referring to her as his mom. He hoped MJ didn't remember that little fib. "My parents died when I was little, so she's raised me most of my life."

"Oh." He could see her discomfort in her face and the way she was twisting her fingers.

"It's alright," he said. "I've long since come to peace with it. And my aunt is great. I couldn't ask for a better mom."

MJ smiled softly at him. "That's great."

"Even if she is a horrible bully." That earned him a snort of amusement, which he tallied as a win for himself. "Of course then I had to explain that it was actually Spider-Man who had met someone."

"Oh, so she knows?" MJ asked, perking up.

"Yeah, I kept it from her for a bit, but she stumbled into my room one day while I was in the suit and-" he held his hands up defeatedly. "That was an ordeal, as you can imagine, but she eventually came to terms with it. We set up some ground rules around it, and now she's super supportive."

"I'm glad. I wondered if you had much support from people in your life, given the whole secret identity."

"Oh yeah, between my aunt and my best friend, I get tons of support. He's my guy in the chair - always willing to do some research or help on any tech stuff. And actually, he cottoned on to you even before my aunt - after the second night if you can believe that."

MJ quirked an eyebrow at him and asked, "Should I be concerned at how bad you are at keeping a secret?"

"Given the nature of what I do? Probably," he admitted with a laugh. "Though I don't remember ever committing to keeping you a secret."

"Yeah…" she said, and suddenly she was looking uncomfortable again. "I guess I just assumed, since you're - you know," she gestured at him. "Secret identity and everything. I assumed anything that happened would remain a secret."

"Oh!" he said, suddenly realizing what was actually making her nervous. "I didn't tell him, or my aunt obviously, anything about - that is, all they know is that I met you while out on patrol, we talked a bit and just kinda clicked, and we've been meeting semi-regularly since. I swear, that's all I've told them."

She breathed a sigh of relief. "I guess I knew you probably wouldn't talk about…" She shook her head. "Sorry, I know we don't know each other super well, but I think I know you well enough to know you're a decent person."

"It's alright," he said, reaching out and laying a hand on her ankle in front of him. "Even if you knew me for years, it's okay to have doubts. When my friend first learned I was Spider-Man, I was paranoid for days that he was going to spill the beans on me, and we've been friends since we were like…" He held his hand out over the ground about waist-high. "So yeah, I totally get it."

"Thanks," she said, and he just smiled at her. "I really like being able to see your mouth. You have a really nice smile."

He could feel his cheeks heating up at her words, and he was very cognizant of the fact that for the first time she'd be able to see the way she affected him. "Thanks."

She lifted the foot he wasn't holding and poked at his leg with her big toe. "Tell me more about your patrol, beyond the nice churro lady."

"Hm? There's not too much to tell. I got a ball off a roof for some kids. Stopped one mugging. Helped this little old lady with her groceries." He rattled off, tapping one finger to his temple as he thought through his day.

"I love how you treat all those equally," she said.

He shrugged. "They're all just people who need help, and that's what I'm out there to do."

"But how many superheroes do you ever hear about helping the little people?" She asked him. "How many are just out in the community looking to help?"

He didn't have an answer for her.

"None, except for you. It's why you were always my favorite," she said with a shy smile. "And it's why I don't think you give yourself enough credit. When you compared yourself to a trauma surgeon, I think that was a more accurate description for the other supers out there, because all they're doing is fighting. But you're in the community. You think those kids aren't going to remember the time Spider-Man got their ball off a roof for them? You think people don't see you out there carrying groceries for little old ladies?

"It's easy for the rest of us, when we see the latest exploit of the Avengers on the news, to detach ourselves from it. The Avengers are amazing, but they're also a distant, unachievable ideal. The average person can't go out and stop an alien invasion or break up a terrorist organization. But I could walk outside tomorrow and see someone struggling to carry their groceries, and I could think to myself, what would Spider-Man do? And unlike the things the Avengers do, you make being a hero an achievable goal for people like me."

Peter was floored. He had no idea someone could think that way about him and what he did. That it was MJ - that just made it all the more incredible. "I don't know what to say." He could hear the thickness of his own voice, but he was just too overwhelmed to do anything about it.

"You don't need to say anything," MJ said quietly to him, then she opened her arms and legs invitingly. "C'mere."

He looked at her for only a moment before he crawled towards her and slowly slipped his arms around her. She cradled his head against her chest and wrapped her legs around his waist, her feet resting between his legs. He reveled in her warmth and breathed in her scent, but he was too preoccupied to give it any thought. "No one's ever said anything like that to me," he whispered into her chest.

She just held him as he worked to get his emotions back under control. He was just glad he managed not to outright sob. The truth was, since the blip, he'd gotten away from doing the little things. It was another thing he hadn't realized had changed until recently. Until MJ. "I've not really been myself since coming back," he murmured into her chest. It was easier to confess, not having to look at her, even though she was his favorite thing to look at.

"I didn't even realize it," he added. "Spider-Man used to be fun for me. When I first put on the suit, it was scary but more than that it was exciting. Exhilarating. I had such a blast swinging around the city, chatting with people, helping out with literally anything, doing flips and other tricks to make people smile and laugh, whatever. Even when I was fighting, I was having fun. I loved to trash talk criminals. It's one of my favorite things."

He sighed and nuzzled his cheek against her. She kept one hand on the back of his head as the other rubbed up and down his back soothingly. "It wasn't always fun, obviously. There have been times where being Spider-Man was overwhelming or terrifying. There were days, even weeks where it was not fun, but I went out anyway because it's also a responsibility. The thing is, though, that I forgot it used to be fun. Since I came back, I forgot. I just went out doing my patrols because that's what Spider-Man needs to do. But I didn't do tricks. I didn't talk to people on the streets, help them with little things. I didn't mock the baddies I was webbing up. I just did the job. I've been doing the job, and I didn't even realize anything was missing."

He lifted his head and tilted back to look her in the face. She had the softest look on her face, and it gave him the courage to tell her, "Then I met you. And I know this is a weird thing to say, given how we met and everything, but you just, you reminded me how to be happy. Two days after meeting you, Spider-Man started being fun again. You made it ok to have fun again."

Her eyes went wide, and he could see them shining behind her mask. She looked completely overwhelmed, so at least they had that in common. Her hand slid from behind his head to cup his cheek. She drew him in, and he went happily. When their lips met, it felt like coming home. Her lips moved against his, and he did his best to mirror her. Her lips stopped after a moment, but when he started to pull back, she held his head in place. "Just stay," she whispered, and he could feel her lips ghosting against his.

He couldn't help but chase that feeling, initiating another kiss which she eagerly returned. They kissed for a long time, and he reveled in the sensation and in her closeness. He grew hard in his suit, but he barely even gave it a thought. She'd said nothing was going to happen, and he'd be perfectly happy to just kiss her for the rest of time, anyway. Or just be held in her arms. Hell, he'd settle for being anywhere within her orbit if push came to shove.

When MJ finally broke the kiss, they were both panting heavily. He let his head drop to her shoulder and nuzzled his face into her neck. "I'm so glad I found you," he murmured into her skin.

She giggled, whether at his words or the tickle of his lips against her neck he couldn't say, but she squeezed him tighter. "You overwhelm me, Spidey. I just - I've never-" She blew out a long breath and chuckled. "I've never felt a connection like this with anyone else."

Peter felt like his heart could burst, and he pressed his lips to her neck in a long, slow, close-mouthed kiss. "I've never really had much luck when it comes to getting close to people," she continued after a long moment. "But with you it's just - and it's crazy, right? Like, we've barely known each other a week. I've never even seen your face. I don't know your name, so how could I feel closer to you than anyone else in my life?"

"I feel the same way," he said quickly, squeezing her tighter. He took a deep breath before continuing, "When I told my aunt about you, she told me I'd need to consider whether or not to tell you who I am a lot sooner than I'd probably like, but the thing is, I've already been thinking about it. If you asked me to, I'd take off the mask right now. I'd tell you my name. I'd give you my social security number if you asked me for it."

She chuckled along with him. "I don't know if we need to go that far," she said. "But I'll be sure to keep that in mind."

"The thing is, though," he said, sobering up. "Knowing who I am could also be dangerous for you, if it became known that you know who I am."

She snorted at him. "No more dangerous than if people saw you at my window every night," she said. And yeah, good point. He had been a little cavalier with all of this. They both had. But their connection had been instant and magnetic. It was all but impossible to stay away.

"True," he admitted to her. He steeled himself and asked, "Is that something you think you'd want?"

She stiffened underneath him, and he felt bad for putting her on the spot, but she relaxed again quickly enough. "To know you? Or…?"

"Hmm?" he hummed questioningly.

"I think we're dancing around the real question," she said. She sucked in a sharp breath as she continued. "If we want to give this thing between us a real chance. Go out. Date."

He held his breath, but she didn't continue. He took the plunge. "I want that more than anything."

She blew out a long breath and squeezed him almost desperately. "I want that too," she whispered. They just stayed like that, embracing for a long moment, neither one of them seemingly willing to make the first move.

But there was something else he needed to do before he could take off his mask. "There's something else I need to tell you before I can take off my mask. I-" he paused, fighting with himself over the words in his head. "It might change how you feel about me."

"Hmm," she hummed. "Tell me tomorrow," she murmured. "I just want to stay here in this moment for a bit. No more serious talk. No life-altering decisions. Lemme just hold you."

God he loved her. He burrowed into her neck, pressing slow kisses to her neck over and over and over. After at least a dozen kisses, she giggled and pushed lightly at his face. "Stop. Stop."

He gave one last lingering kiss before settling down. "I'm not crushing you?" he asked.

She hummed negatively then pressed a kiss to the top of his head. He didn't know how long they lay there together, but when he caught himself nodding off, he reluctantly raised his head. MJ had her eyes closed and was breathing deeply in sleep. He smiled at her, utterly captivated. He hated to wake her, but he did need to go home. He was already well past the curfew he'd agreed to with his aunt.

Unable to help himself, he leaned forward to press his lips against hers. She didn't respond for a long moment, but then her lips moved against his languidly, and she smiled into his kiss.

"Spidey-Man," she murmured sleepily into his lips.

"Let's get you to bed, MJ," he whispered to her, pulling back.

She groaned and hung onto him for a moment before grumbling and letting go. He loved everything about her. As he stood up from the sofa, she just lay there looking up at him.

"C'mon," he said to her, and bent down to scoop her up into his arms.

"Nooo," she whined softly, but she clung to his neck.

He walked down the hall and found only two doors, one leading to her bathroom and the other her bedroom. He nudged the bedroom door open with his foot, then stepped in.

"I didn' clean," she grumbled with an adorable pout up at him.

"I promise not to judge," he assured her, as he walked to her bed. Luckily she hadn't made her bed, so he was able to lay her down on her sheets without much difficulty, then reached over to her comforter and drew it over her.

Her eyes were already closing as he bent down to give her one last kiss. "Goodnight MJ," he whispered as he pulled back from her lips. Then he leant forward and pressed a kiss to her temple for good measure.

"Night Spidey," she sleepily murmured.

It pained him to leave, but he knew he had to, so he sucked it up and strode out, pulling the door almost closed behind him. He went and collected his glass from her coffee table, taking another sip before taking it to the kitchen, dumping the rest of the water, and giving it a quick rinse and scrub with her dish sponge. Setting it on the drying rack beside the sink, he let out a heavy breath. Time to go.

He let out a heavy breath as he perched at her window, taking one last look inside before shutting the window behind him. Tomorrow. He'd tell her the truth tomorrow, and he could only hope it wouldn't change things for her. And if it did, at least he'd have this perfect night to look back on.

"Late night last night," May commented when he stumbled blearily out of his bedroom. She kept her tone neutral, but he knew that look on her face. They'd set ground rules if he was going to keep Spider-Manning, and he'd definitely blown well past his curfew last night.

"Sorry, May. I really didn't mean to be out so late," he said, trying to wake himself up the rest of the way for this conversation.

"And you couldn't call or text because…"

Yeah, he was not getting out of this one. He sighed. "I may have kinda dozed off for a bit."

"Dozed off?" she questioned, her demeanor changing entirely to concern. "You mean like passed out? Were you-"

"No, no," he said, waving his hands to interrupt his aunt before she went into full-blown mother-hen mode. "Not Spider-Man related. I just was talking to Em last night and may have dozed off on her sofa."

"You were with a girl until 3am? In her home?" she asked him incredulously.

He just shrugged.

"Pete, I think I'm gonna need a little more info here. How old is this friend of yours?" May asked him, and he winced.

"She's - uh - in college," he stuttered out.

"Hmm, and given you were on her sofa until 3am, I assume she lives on her own?" May raised one eyebrow at him in silent demand.

"Yes," he breathed out with a sigh.

She opened her mouth as if to start a tirade, but she seemed to catch herself and took a deep breath. He could see her calming down before him, and he breathed a silent sigh of relief.

"You're 18, Pete, and soon you'll be going off to college," she said in a slow, measured voice. "I know that means you're going to be making your own decisions, and I need to start learning to accept that."

He nodded at her, afraid to say anything to break up this calm front she was putting on.

"So I'm going to spare you the lecture about impropriety and being alone in a girl's apartment so late at night. I do remember what it was like to be a teenager, though, so I am going to remind you about the birds and the bees and the consequences that can come from making poor decisions when you're caught up in the moment." She gave him a hard stare at that, and he nodded his head in compliance.

"Nothing happened last night," he said quietly. "The mask and the suit stayed on." He could leave it at that, but May was trying. She put aside her initial response to talk to him and treat him like an adult, and he needed to act like one. "But I really like her, so you're maybe not wrong to hammer that home."

"Oh Pete," she said, and she wrapped him up in a hug. "I'm happy you met someone, truly. I'm just gonna worry because you're my kid, and that's what we do."

"You're a great mom, May," he said to her, and she squeezed him tighter, her breath hitching. "I know I probably don't tell you that enough, but you are, and I larb you."

She snorted in laughter and shook him side to side in her embrace. "Larb you too, Pete."

When she pulled back a short time later, she studied him intently for a moment. "I assume you've been thinking about our last conversation about Em?"

He nodded at her. "I'd already started thinking about that before you even brought it up," he told her, feeling more confident about just being honest and upfront with her after this whole conversation.

"Mm," she hummed, nodding her head. "I thought so. I expect to meet this girl as soon as you do tell her."

He beamed at her, at how confident she was that he was going to tell her, and that it was going to go the way he hoped. "You're gonna love her," he promised her.

By the time lunch swung around, he was fully awake and a nervous mess. He spent a good chunk of the afternoon at Ned's working on their latest lego project and dodging most of his questions about "Spider-Man's girlfriend."

He went home early and showered and then spent some time cleaning his suit while fending off May's teasing, but if tonight was the night, he wanted it to be perfect. Before he left, May stopped him, fiddling with something in her hands as she approached. "I want you to take this," she said, reaching out.

He held out his hand and took it, and it took him a long moment to realize what she'd just handed him. He nearly gave himself whiplash looking back up at her wide-eyed.

"I'm not trying to say anything or put any thoughts into your head. I sincerely hope you won't need it anytime soon. But I want you to have it, so that when you do need it, you can be smart and safe. Okay?"

There was no judgment in her face or tone, and he did his best to swallow his embarrassment to respond. "Ok, May. I promise I'll be safe - whenever that time comes."

"I expect you can get yourself some more if it becomes necessary," she added, taking a small step back. "But if you do need anything or have any questions - I know how uncomfortable it can be - but just know you can always come to me, okay?"

"Yeah, May, I know," he said, looking down at the condom in his hand and then back up at her. "Thank you, for this. I don't…"

"You're welcome, Pete," she said.

He nodded, stuffed the condom in the pocket of his suit, and then stepped forward to give May a quick hug. "You really are the best," he said into her hair.

She playfully pushed him towards his window. "Now go on, have fun, and text me if you're going to be late again."

He promised her he would, and then he was out the window. He was early by about an hour, but he honestly just couldn't wait. If she didn't have the note up, he'd just swing around a bit to let out some nervous energy and keep checking back. But as luck would have it, the note was already there.

He knocked, and she rushed to answer. She wasn't wearing the mask.

"Hey," he greeted, smiling widely and, remembering, rolled his mask up to reveal it as she opened the window and he climbed inside. He scooped her up into his arms and twirled her around him.

She laughed at his antics, hugging him back. "Hey, Spidey."

He leaned back and looked at her. His hands rose to cup her cheeks, marveling at getting to see her. "Hi MJ." Then he leaned in to kiss her, and she met him halfway.

It was a good couple minutes before they disengaged and remembered to shut the window.

"Have a seat," she called out heading towards the kitchen. "Drink?"

"Water, please," he responded, settling himself down on her sofa in the same spot as last night.

She came back, handing him his water as she had a glass of something else he couldn't immediately identify. He took a sip before setting it down and leaning back.

They each turned to face each other on the sofa, and he began to grow nervous. Because it was time now. She was here, maskless with him, and it was time for him to do the same. Time for him to come clean.

"You're looking a little lost over there, Spidey," MJ murmured to him, and he realized he'd been staring at her wall lost in thought for some time. He turned to look at her and again marveled at her. "You know there's no obligation, right? If you're not ready to take off the mask…"

"I am," he said quietly. "I want to. It's just - you have to understand, MJ…" He struggled to find the words and scoffed at himself. "I just - back before the blip, I'd been crushing on this girl for well over a year, trying to work up the nerve to ask her out. I kept coming up with these elaborate ways to try to show how much I cared about her, but they never seemed to work out the way I wanted, and I always chickened out."

He huffed out a breath. "Then aliens invaded Earth, and I ended up on a spaceship trying to save a wizard. And we saved the wizard, temporarily, but we lost the war. We lured Thanos to that desolate planet, and we had a plan, and it nearly worked, but it didn't, and we lost, and then I died. For five years I was gone, and I realize how lucky I am to be back. I know the sacrifice it took because I got to spend a whole handful of seconds reuniting with Mr. Stark in the middle of a battlefield that ended with him sacrificing himself so that we all could live on."

MJ was watching him intently, and he wanted nothing more than to crawl back over to her, as he'd done last night, and just burrow into her. But he held himself back. As much as that would help him with what he still had left to say, he thought she might need space to process what he was about to tell her.

"When I came back, I was in a daze. I told you that I hadn't been myself since coming back, and it was a lot of things - the loss of Mr. Stark, the five years I just missed, the guilt and feelings of failure after we failed to stop Thanos the first time and then again that it took Mr. Stark doing what he did, but it was also the girl. I'd spent so long pining after her, so much time and energy coming up with those stupid plans of mine when I should have just told her how I felt. Then I came back and found that she'd moved on in those five years. She didn't blip. Her life went on, and I was no longer in it."

He shook his head at himself. "I'll admit, I wasn't doing a great job coping or moving on or whatever. I was just going through the motions, going to class, doing my homework, patrolling as Spider-Man, but my heart wasn't in any of it. Then I landed on your fire escape and saw something I hadn't intended or expected, and that first night I was a mess of guilt and doubts and just overwhelmed. But you asked me to come back, and as unsure as I was about whether it was the right thing to do, I couldn't keep myself away if I tried."

"It wasn't until we actually talked, after that second time, that I felt good about what we were doing. I mean, don't get me wrong, those were the hottest, most-amazing things that had ever happened to me. But they didn't feel right until I actually talked to you, and I realized that I liked you - not just your body and the things you were doing. And you have to know, MJ, I swear to you, those first few days, I had no idea who you were."

She tensed, her brow furrowing as she sat up straighter, pulling her legs in tight at the implications of his words. "I thought I was finally starting to move on. I found someone new, and for the first time, I thought of someone other than my crush, and you made me so happy. And then you told me to call you MJ, and I didn't know what to do…"

She stared at him. He watched her warily as he finished, "I just - I fell for you all over again."

He lifted his hands to his mask. Before he could even begin to roll it up she whispered, "Peter." There were tears prickling at the corners of her eyes, and he hated that he had put them there.

He huffed out a sigh as he pulled off his mask, smiling tentatively at her wooden face. She looked so much like the girl he'd fallen for at Midtown, always hiding her emotions behind a disinterested facade. Her expression now was frozen in that same mask of indifference, but her eyes told a different story.

"Hi, MJ," he said, meeting her gaze for the first time in either a few months or five years or perhaps infinity.

Then she surprised him by shouting, "I fucking knew it!"

He stared at her agog. She knew what? That he was Spider-Man? There was no way.

"After DC and the Washington Monument, I was like 67% sure you were Spider-Man," she explained, blowing out an exasperated breath. "But then I talked myself out of it." She sounded angry at herself for doubting her own conclusions.

He just continued to stare at her. Of all the reactions to his revelation, he could never have imagined this. He wasn't even sure where they stood or how she felt or anything. She just stared off, lost in thought, and he couldn't blame her. He'd just dropped a lot on her, so he did his best to give her the time she needed to wrap her head around it.

He did not do well with waiting. First his leg went all jittery. Then his fingers started tapping on his leg, the sofa, whatever was within reach. Until finally, he was practically squirming in his seat. He tried to give her all the time she needed, but he needed to know. "Are we okay?"

She startled and focused the entirety of her attention onto him. "What?" she asked, frowning at him.

"Are we - I mean, are you - do you-" he gripped at his hair anxiously, frustrated at his own inability to speak. "I'm sorry for keeping it from you. As soon as I knew who you were, I should have told you, I should have - I just didn't know - and I didn't want to lose…" He trailed off, looking hopelessly at her as she continued to stare at him in bewilderment.

"Peter," she said calmly, evenly. "It's okay. I know you couldn't have told me you knew me without telling me who you are, and that's not something you could just do on a whim. Yeah, I was kinda mirroring you with hiding my real name and putting on the mask and everything, but I wasn't honestly trying to hide my identity."

He sagged in relief, glad she at least wasn't mad about that, but that was only half of the issue. He took a deep, steadying breath and looked her in the eyes as he asked, "Are we okay? Is - does me being me," he waved at his face, "does it change things?"

She studied him for a long moment before her features softened, and she opened up her arms and legs again in a mirror of last night and said, "C'mere."

MJ let out a surprised, "Oof," at how quickly he crawled to her and crashed into her chest, slipping his arms around her and holding tightly. She wrapped one arm around his back while she slid the other hand up the back of his neck and carded her fingers through his hair.

She stayed quiet for a long time still, and he anxiously awaited her words, but he was so relieved just to be in her arms again. If she still needed time to get her own thoughts together, he could give it, as long as she held him like this he could give her anything she needed.

Eventually, she began speaking. "I'm just still trying to wrap my head around the fact you had a crush on me. I just - I'd had a crush on you since freshman year. I thought you knew. I thought everyone knew. I thought that's why you were so awkward around me after we started becoming friends - because you didn't know how to tell me you weren't interested."

He froze when she mentioned liking him since freshman year. He frowned in thought, trying to remember any clues she might have given to reveal that fact, but he couldn't come up with anything. "Wait," he said. "Freshman year - I didn't get bit by the spider until the end of the year trip to OsCorp."

He looked up at her in question, and she looked down at him with her own confused stare. "Okay," she said slowly. "So…?"

"I just - you liked me even back then, when I was all scrawny with the glasses and my asthma and-"

She laughed, and he stumbled to a stop, just watching her. He loved her laugh. And he loved the way her eyes shone with her amusement.

"Yeah, Peter," she said, amusement shining through in her tone as well. "I liked you for your brains and your dorky puns, but I certainly wasn't complaining when you came back sophomore year with all those muscles. You sent teenage MJ's heart all aflutter."

He felt his cheeks heating up, and he nuzzled his face into her chest trying both to hide and to be as close to her as possible. She leaned down and pressed a kiss into his hair, and it may have made his cheeks flare up even more, but it also made him happier than he could remember being.

"We are okay," she finally said a short time later. "But it does also change things. Not just because you're Peter. It was always going to change things no matter who was under the mask." He felt her looking down at him, and he lifted his head off her chest to meet her gaze. "I do like you, Peter - Spidey. God, it took me years to get over you, and to think it only took me days to start falling again."

She pressed another kiss into his hair, and he sighed in contentment. They just lay there in silence for a bit, taking comfort in each other's closeness and warmth. Finally, she spoke up again. "I think we should probably put a pause on our - er - fun times."

He couldn't deny the pang of regret he felt, but he immediately responded. "Okay." If he had to give that up to keep this, he'd make that deal every time.

"Not forever, hopefully," she added. "I just think - if we want to take a real shot at this, we should slow down, try to do things in order."

"Yeah," he agreed instantly. All he cared about was that she still wanted this - him.

"You don't just have to agree with everything I'm saying, you know," she teased, shaking him a little. "You're allowed to have your own opinions, speak up, all that."

"As long as we still have this," he said, squeezing her more tightly for emphasis, "as long as you're still willing to give us a chance, that's all I want." He hesitated a moment before adding, "Honestly, the fun stuff was overwhelming for me even on the other side of the window. I mean, don't get me wrong, I loved every second of it, but the thought of continuing that inside here with you is at least as terrifying as it is exciting, so I'm okay if we have to work up to that."

She breathed out a sigh, he hoped of relief. He lifted his head off her chest again to look up at her. "Can I still kiss you?"

Her smile was pure sunshine as she cupped his cheek and let her actions speak for themselves. Her lips were soft, and the spark he felt for her was more intense than it'd ever been before. Now that he had no mask, no secrets between them, he just felt like he could lose himself in her.

When he lay his head back on her chest, he was smiling as hard as he'd ever done in his life.

A/N: Whew. First time posting anything in over a decade, so apologies if I'm a little rusty. This was entirely self-edited, so hopefully there are not too many issues that escaped my notice. Also, this was my first foray into anything remotely smutty, so I'm a little extra nervous about that.

Please leave me a comment, let me know if you liked the story or have any constructive comments. Thank you so much for reading this far!