A/N: So I finally caved and decided to write a Spiderman fanfiction. I just saw TASM 2 and was blown away. Honestly, I love that movie and it gave me a lot of ideas. I will be writing another fan fiction centered around Harry Osbourn. Anyways I just wanted to post this and see if anyone wants me to continue! This will be a fic centered around Mary Jane and Peter Parker! I just hope you guys like it! And thanks for reading! Don't forget to review!

Mary Jane can't remember the last time she attended a funeral. All she knows right now is that she part of a sea of black. Everyone is walking away from where Gwen Stacey will be buried. She can't help but notice Gwen's mother and two brothers. All three of them have lost two members of their family in such a short amount of time. She can only imagine the kind of pain that they are feeling. Pain is something that she is familiar with but it's a different kind of pain. The kind that stems from an angry alcoholic father and not from losing someone that you love.

Part of her thinks she should go up to them to tell them how sorry she is. Yet she has the feeling that all three of them have heard that word enough. Plus she knows that the word sorry doesn't really mean anything. It's just something people say because they think it's appropriate. Its a word she herself heard over and over when her mother took off all those years ago. Its a word that she heard even more when certain people found out about what her father was like behind closed doors. Too often she's heard that word and now whenever she hears it, it just makes her angry.

She doubts that Gwen's mother would even remember her anyway. Gwen and her were once friends back in high school. However they had drifted apart like some people just do. There were a few times during their senior year that they spent time together. Gwen tutored her in math since that was always Mary Jane's weakest subject. Her eyes glance around as she watches the people walking away. A few bump into her but no one bothers saying excuse me. She doesn't mind or care at that moment.

After a few seconds tick by Mary Jane knows she should move. However it's like something is keeping her in place. She feels like such an idiot standing there, frozen in place. She takes a deep breath before shaking her head at her own thoughts. Finally after another few minutes go by she forces herself to move. She's turns around slowly only to come face to face with Peter Parker. To put it simply he looks like an absolute mess. He stumbles back before they actually bump into each other.

"Peter," she breathes out his name, feeling unsure if she should even try to speak with him.

The two of them grew up living next door to each other. The only time they ever really talked was when they both were taking out the garbage at the same time. Sometimes she'd talk with his Aunt May outside on the porch. Other than that, the two of them have never really been friends.

She knows that he was in a relationship with Gwen and can only imagine what he's going through. Everyone that attended mid town science could see that the two of them were in love, actually in love. They weren't like other couples who said that word to each other but didn't really mean it.

His head lifts after a few seconds as if he has just realized someone is speaking to him. His eyes briefly meet hers before they go right back down to the ground. His hands are shoved deep in his pockets and he doesn't seem to want to say anything. She doesn't know if she should just walk away or try to say something. Conversation is pointless at a time like this, especially something as trivial as small talk.

Before she can even take a step to walk around him, his hand shoots out to grasp her forearm. His touch makes her entire body freeze up. All she does is stand there and stare at his fingers that are holding onto her arm. He looks like he wants to say something but he can't find the words. So the two of them just stand there, his hand on her arm and the both of them staring down at it.

"I know that saying I'm sorry won't mean anything to you," whispers Mary Jane, unable to take the silence anymore," But I am truly sorry, Gwen was one of the best people I've ever met, I know you love her and I know she loved you, I can only imagine what you are feeling. I know that we were never really friends but I'm..here if you need to talk."

She doesn't know why she felt the need to say any of that. Let alone say that she's there if he needs to talk. Like he would want to talk to someone he barely knows! He nods and opens his mouth as if he is going to speak but nothing comes out. He clamps his lips shut and finally releases her. Her arm drops to her side and she glances behind her towards Gwen's mother who is now looking at Peter.

Mary Jane instantly knows that her's cue to leave. She inhales sharply and without thinking leans in to wrap her arms around Peter. He visibly tenses but his arms don't lift to go around her. She expects something like that so she doesn't say anything. After a few seconds go by she releases him before she begins to walk away. As she reaches the gates she can't help but glimpse over her shoulder to see Peter being engulfed in a hug by Gwen's grief stricken mother.

The next time she sees Peter is a few months after the funeral. She is on her way home from yet another audition. The subway is jam packed with people, all of them dripping wet from the storm. There is no where for her to sit so she reaches above her head to grab onto the pole above. Her free hand pushes the wet strands of hair from her face. She already knows she didn't get the part. Her evening will probably consist of her eating Ben and Jerry's while moping.

She ignores everyone else around her, just wanting to get home. Of course when she gets home she knows she will probably have to lock herself in her room. There's no way in hell her dad isn't already drunk. It's well past three in the afternoon and she knows for a fact that there was a twenty pack of beer in the fridge. Chances are it's probably gone already and he bought something else on the way home. It'll be another night of yelling and fists being pounded against her door.

The train stops and the doors open to allow more people on and to let people off. Her body sways and her grip on the pole above tightens. There's the shifting of bodies, some people pushing past her to get off. Others going to claim the now vacant seats. She's suddenly squished between two bodies and she tries not to groan out loud.

She tries to shift only to trip over her own two feet. Her body goes plummeting down only to be caught around the waist. She lifts her head to see Peter is the one who rescued her from falling. The look on his face is impassive. Part of her wishes that he was smiling but she has the feeling he doesn't have a whole lot to smile about. Than again, who does in this day and age?

The doors slide shut and the train lurches as it begins to move once more. Peter helps her stand upright before leading her over to some empty seats. Once she sits, he glances around before he lowers himself onto the seat next to hers. She places her messenger bag in her lap before she dares look over at him again.

"Thanks for that," she states, motioning towards the place where she almost fell," That would have been really embarrassing."

He shrugs as if it was nothing and to her shock, he speaks," It's nothing, honestly."

After that neither one of them speaks. They just sit there in silence, staring ahead of them. It's odd to say at the least. There are more stops and she knows that they are getting off at the same one. Will he walk with her? Or will they just walk their own separate ways? She knows its silly to worry about something as stupid as that but she can't help it.

"I'm sorry," says Peter suddenly, breaking the uneasy silence," For how I acted at the funeral, I know I must have freaked you out a little."

She notices how he is looking everywhere but at her and she doesn't blame him. She shrugs as if it was nothing," It's fine, you weren't..in the best state of mind."

He nods, grateful that she has brushed it off already," Yeah, I wasn't, I still..sometimes feel like I'm not."

He looks surprised that he even admitted that. Mary Jane nods since she kind of understands what he's saying. However she doesn't know what to say to him so she keeps quiet. Her fingers absently mess with the strap of her bag, untwisting it.

"I saw you a few weeks ago," he suddenly says," You were with Flash at a diner."

Mary Jane can't help but look at him in surprise. She knows exactly what he was talking about. Flash had given her a call out of the blue, asking her to meet up. They briefly dated back in high school but she was the one to end things. She knew that it wasn't going anywhere. On some level they are still friends but not the type to see each other all the time.

"Are you two..still together?" he asks to her confusion.

Than she remembers that Peter was often one of the people that Flash bullied during high school. He probably saw the two of them together from time to time. Gwen also tutored Flash just like she turned Mary Jane. She shakes her head slowly, her teeth catching onto her bottom lip.

"No," she says finally," We broke up just before graduation, I knew it wasn't going to last so there was no point in pretending."

"I'm sorry."

"Don't be," she says instantly without having to think about it," I'm not."

Another few seconds go by before she speaks again," So how's your Aunt May doing? I noticed she is wearing scrubs a lot now whenever I do see her."

He shrugs and shifts so that he's actually facing her," She's going to school to become a nurse so she can pay for me to go to college."

Peter knows how lucky he is to have someone like her. A lot of people wouldn't go to such lengths to help their children. He knows that not everyone has someone like May in their life. She's his mother even if she wasn't the one that gave birth to him.

"Oh, where are you going to school?"

"I got into Empire State."

Mary Jane's eyes widen as soon as she hears his words. He is going to be attending Empire State? She shakes her head somewhat in disbelief without thinking about what she's doing.

"Why are you shaking your head?"

It takes her a few seconds to realize he's staring.

"That's where I am going to be going to school as well."

He stares at her for a few seconds before he nods," At least I know someone else that is going there."

Their stop is announced and they both climb to their feet. Peter begins to weave his way through the doors with Mary Jane close behind. Together they step off the train and hurry up the steps. It's still raining as they reach the top of the steps. Instantly they are both drenched thanks to the constant onslaught of water pouring down from the gray sky.

Peter glances over at her before he looks up towards the sky. In one swift move he has taken off his hoodie. He throws it over her shoulders and pulls the hood up to cover her head. For some ungodly reason she didn't check the weather and didn't go out with a coat of some kind. She stares at him in surprise and goes to pull it off to hand it back to him. His hand stops hers before she can even grab the fabric.

"You'll get wet," she states, trying to pull her hand free.

"It's okay, I'll survive."

The tone of his voice and the look on his face shows that he will be. She sighs in frustration before she slips her arms into the sleeves. Her hand yanks the zipper up before they begin to walk. Every single time she takes a step her messenger bag smacks into her hip.

On their walk they don't say much. He talks about how he works for the daily bugle, taking pictures of Spiderman who has just recently returned. She remembers seeing the many reports on the news about the people of New York wondering where he had gone. Even the police department had questions about his sudden disappearance after that night when Electro was defeated. She tells him about how she has gotten a job at a bar and how she goes to auditions every chance she can.

Before they know it they have reached their homes. Mary Jane turns to face him and he does the same. Neither one of them knows what to say. It's back to feeling slightly awkward. Peter glances towards his front door before he looks back at her.

"I should get going," he motions towards his house," Aunt May asked me to pick up some eggs, she needs them for something she's baking I think."

Mary Jane nods, wishing that she had someone like Aunt May in her home waiting for her. Instead she has a bitter angry man who has probably drank himself into a coma.

"Right," she states, clasping her hands together in front of her," Well, it was good..talking to you Peter and thanks again for you know, catching me."

He nods before he begins to jog up his front steps. She watches as he unlocks the door before he heads inside. After she takes a deep breath and straightens her shoulders she walks up her own steps and inside.

Orientation for Empire State is packed. Mary Jane almost feels overwhelmed by it all. Of course she just feels lucky that she even got in and got the financial aid that she needed. If it wasn't for financial aid she knows that she would be stuck working to support herself and her father. She watches as people go brushing by, checking in and getting their forms.

She takes a deep breath before she walks up to the table. The guy sitting behind the desk has an ESU hoodie on. His name tag lets her know that his name is Jeremy. If she has to guess he's a senior or at least a junior.

He looks up at her and his mouth curves into a smile," Name please?"

"Mary Jane Watson."

Jeremy looks down at the papers in front of him, going through them all. His right hand poised with a pen. She waits somewhat impatiently for him to find her name. Finally after what feels like an eternity he finds it and checks it off. Soon she's being handed a name tag and some other forms, and being told to go to another table.

She makes a face as she puts the name tag on. It takes her a few seconds to find the right place, having to move the strap of her purse. The last time she wore a name tag was probably when she was in elementary school. After she goes to the next table she's told to go join the people waiting. There are plenty of her fellow freshmen scattered all about, sitting around. Some of them are on their cell phones, have ear buds in and others are talking to the people they know.

Before she can try to find a seat she feels a hand on her shoulder," Mary Jane."

Her head turns to be greeted by the sight of Peter. He actually looks better than the last time she saw him. The grey circles have vanished from his eyes. His hair is still all over the place but that was always normal for him. He just doesn't look as exhausted or destroyed. She glances towards his chest to see that he has a name tag on as well.

"Hey Peter," she says after a few seconds," I didn't know that you were going to be here."

"It looks like we signed up for the same orientation."

She glances around to see if his Aunt is with him. On the packet it said it was okay if your parent or guardian came with you. There are plenty of parents there with their children. Of course she wasn't stupid enough to think that her dad would come. As far as she knows he's still passed out on his armchair with the TV on. She doesn't know for sure since she took the safe route out of the house and used the back door. The garbage cans needed to be grabbed anyway so it worked for her.

"Want to stick with me today?" she asks, not wanting to be around a ton of strangers.

He shrugs and nods, his hands going into his pockets," Why not?"

Together they find a place to sit by the windows. There's a small amount of space between them, of course. They don't say much as they wait to find out what's going to happen next. Soon they are in line to have their photos taken for their student ID's.

"Are you staying in a dorm?" she asks, glancing behind her shoulder at him.

He nods though he doesn't look happy at the thought," May wanted me too, she said that it would be good for me, a good way to make friends..and all that."

Mary Jane has the feeling there is more to what he is saying but decides against pushing it," I wonder if they'll let us see the dorms that we'll be staying in."

"You're staying on campus too?"

She knows that he has heard the fights between her and her father. Part of her wonders why he's even asking since it's obvious why she is.

"Yeah, I am."

Eventually she's at the front of the line and she hands the woman the form. Her bag gets set on the counter before she goes to stand in front of the camera. After she pushes all of her hair onto one shoulder she forces herself to smile. The photo is snapped and she goes to grab her purse. She goes to stand to the side as Peter goes to get his photo taken.

He doesn't even make an effort to smile like almost everyone else. Instead he just stands there with a neutral expression on his face. She watches as the photo is taken before he joins her. Together they go to wait to be given their IDs. Once everyone has their IDs they are being divided into groups. Thankfully she and Peter end up in the same one.

Most of the day is spent being talked to by professors, a tour of the campus and than paper work. There is a lot of paper work involved. The day is almost over by the time they are picking out their classes for their first semester. Since she is majoring in theatre she chooses a lot of pre requistes that she needs for those classes. She can't help but glance at Peter's computer to see which classes he has chosen. It's not exactly a surprise to see most of the ones he's chosen are something to do with science.

He was second in their graduating class, Gwen being the first. She clicks save and goes to print her schedule out. Peter is still at his computer and it takes him a few seconds to pick his last class. Once he has it saved he goes to print his out as well. After that they are told they are free to go. Mary Jane almost doesn't want to leave because she doesn't want to go home.

"Did you maybe want to walk around campus?" asks Peter out of no where as they are walking down the hallway.

She tucks her schedule into her purse, making sure to zip it," Sure, I'd like that."

He nods and pushes open the door for her to let her walk out first. She steps outside and he is soon right beside her. They begin to walk but they don't have a destination in mind. Instead they just let their legs lead them. No one seems to pay them any mind. There are some older students around, taking summer classes.

They walk in silence for a while until they reach what looks like Brittany hall. It's the building that they both will be staying in. She motions for him to follow her before she goes inside. Peter can't help but shake his head before he goes inside. His eyes glance around at the place that will be his home in only a matter of weeks. He has no idea how he'll be able to pull off being Spiderman when he has to contend with a roommate.

"This place isn't too bad," she observes.

"Its not like home though."

"No, it's better."