Michelle Jones was on her way to another store before she went back home. She decided to take a shortcut through an alley. Halfway through it, she sees Spider-Man being beaten up to death by a couple of big muscular thugs. They kicked his ribs, threw punches at his face and jaw to the point where he just couldn't move a muscle anymore.

"Hey!" She shouts at them, getting their attention. "Leave him alone."

"And what are you gonna do, little girl?" said one of the thugs.

"Oh you're gonna regret calling me that." She lunges at them and does Bokator moves, taking down the first thug and then the other. Huh, I guess mom did know those Bokator lessons would be worth it someday. Thanks mom, she thought as the thugs ran away. She looks at Spider-Man and helps him up. "Are you alright?"

"Yeah." Peter purposefully deepened his voice, groaning and holding the rib part of his body. "Thanks, Mich-- Miss. Where'd you learn how to do that?"

"My mom pushed me to train Bokator ever since I was little. She herself learned it at a young age too."

"Wow. That's so cool."

"Yeah well, it comes in handy at times like this. Anyway, I'm calling an ambulance."

"No no, that won't be necessary. I'm fine." As he was looking into her chocolate brown eyes, he felt the pain slowly fading away. Time seemed to have stopped.

"Hey." Michelle snaps her fingers in front of his face. "Are you sure you're okay?" She asked.

"Yeah yeah," He gave an *ahem*, not realizing his voice changed back to normal. "I'm fine. Thanks again, Miss...?"

"Michelle." She replied.

"Michelle." He faintly muttered under his breath. "See you around, then." He said, swinging onto a web and into the city.

"See ya." She said to nobody.

***Next Day***

Peter looked for Michelle at lunch, subtly massaging his rib since it still ached from the previous night. She was sitting in the corner table of the cafeteria and he sat down directly in front of her.

"Hey, loser. Where's your friend?" She says to him, not looking away from her book.

"He's out of town for a few days to visit his grandma. I uhh.. heard about what happened last night." She shot him a look.

"What do you mean?"

"Well, you already know that I'm cool with Spider-Man." He said it so smugly.

"I'm gonna pretend I didn't hear that." said MJ, internally cringing.

"Well, I mean.. we talk, you know. Anyway, he told me that you saved him from getting beaten up to death.

"I really didn't do much." She said shyly and humbly.

"Are you kidding me? You did Bokator! I -- He saw it with his own two eyes!"

"You seem pretty hyped about that. It's almost as if you saw it first-hand."

"What?" His voice went all high-pitched, a sign that he's lying (and failing at it as well). "Pffft, what are you talking about, Michelle? This was exactly how he told me about it. I just wanted to keep the energy that he had while telling it to me."

"...Okay.." She turns back towards her book. "Is that why you came here? Just to tell me all of that?"

"Well, I mean can I at least eat with you?"

"Yeah, sure I guess. But I'm warning you, if you don't like the sound of complete and utter silence, this ain't the table you wanna be in."

"Nah, I like the quiet. Noise gets too annoying at times, you know?"

"Yeah, I guess so." A ghost of a grin was written on Michelle's face.

"Can I ask you some random stuff once in a while though?"

"Why? I'm not that interesting, Peter."

"Why not? We've known each other for a few years now and I never really got you know you, you know?" She was silent. "I mean, I always thought you were a cool person, I just didn't know how to talk to you."

"Well, thanks. You seem pretty cool too, disregarding your cool internship and all."

"Heh, thanks." Peter's cheeks lightly blushed and so did MJ's. "What type of music are you into?"

"Alternative Rock. Mostly Coldplay though."

"Same. That's... weird."

"We just have good taste in music. It's not that weird, Pete."

"What do you like to do in your free time, then?" She lifts up her book.

"This." She points out. "How about you?"

"Huh?"

"What do you do on your free time?"

"Oh, you know.. stuff."

From then on, they always hung out with each other every day. Then one night, a few days after that, Peter gets beaten up, again. Michelle was on her way to the same store she did last time and went through the same alley. She stands behind a dumpster and peeks a bit when she saw Spider-Man and the same thugs. They hear police sirens and suddenly runs off. Peter removes his mask and Michelle leans on the dumpster, putting a hand over her mouth. She takes one more glance at him, and he was already looking at her. She curses at herself.

"Who's there?" She comes out and sees him back in his mask.

"Peter, I already know it's you. You don't have to hide it from me."

"Who is this Peter you're talking about? And what is it that he's hiding from you?" He put air-quotes on Peter and deepened his voice like last time.

"Goddamit." She removed his mask. He was blushing.

"Hi." He said faintly.

"Hey."

"So.. I guess everything makes sense to you now, huh?"

"Yeah, it's all pretty clear now. What isn't clear to me is why the hell were you with those thugs again? You almost got your ass whooped last time you were with them and now you're back at it again like that never happened?! What if they beat you up severely like last time and those police sirens never went off?! And what if I wasn't here like last time?" He was silent. He didn't know what to say. All he knew was that she cared about him, and that she was concerned. He had never heard this kind of tone from anyone before. The thought made butterflies flutter in his stomach. Michelle sighed. "Well?"

"You.. like me." He had said. Her face was flushed.

"No I don't, I just.." She sighed deeply. "I'm worried about you, Peter."

"I know you're worried, but I do this all the time. I'm used to it, MJ. All of it."

"Just be careful, okay? I don't wanna lose a good friend. Not again." She started tearing up.

"Oh, MJ.." He went in to embrace her.

"You won't, I promise you that." He kissed her forehead. She didn't think much of it but she did feel her heart skipping a beat or two. "Come on, I'll get you home."

"No, I can go by myself."

"I insist, Michelle. Plus, it's gonna be way faster and way more fun."

"Well, okay then." He put his mask on, grabbed her by the waist and swung from web to web around the city.

"Well, I gotta admit, that was pretty fun." She said, standing by her porch. Peter removed his mask and looked to his left and recognized the house.

"You and Liz used to be neighbors before she moved out?" She nodded.

"We've been friends since kindergarten. And when high school came up, we kinda fell out. I mean we still talked, but not as much as we used to."

"Oh. I didn't know."

"She never talked about it and neither have I, until now."

"Can I ask who you were talking about earlier? When you started.. crying? You don't have to answer it and that's okay."

"No, it's fine. Her name was Gwen Stacy. She got into some crazy shit like you did and.. let's just say she didn't make it out safely. She did the same thing you did, even called herself Spider-Gwen." She scoffed. "I kept telling her to be careful, and that she doesn't have to keep doing what she does to make a difference. She could have done it the easy way. But I remember she just kept telling me to trust her because she knew exactly what she was doing." She looked down to the ground and bit back her tears. "She was the greatest friend one could ever wish for. And she passed last year." Now she started crying silently.

"I'm so sorry, Michelle."

"It's fine. I'm okay. I just don't want you to end up like she did." She wiped some tears on her cheek. "Her poor parents had no idea what she'd been doing all those years.. So they just assumed she was a drug dealer of a sort. I couldn't tell them about 'Spider-Gwen' because I knew they'd never believe me." They were silent for a moment. Then MJ held his hand.

"Peter, please. I really don't wanna lose another good friend."

"And you won't." She hugged him. A few moments later, she pulled away to face him. They froze up for a bit and Peter suddenly kissed her. She was taken aback for a second when they pulled away, and Peter suddenly felt so embarassed.

Shit, I knew she didn't like me in that way, he thought. He starts to pull away from their embrace, when suddenly Michelle lunged forward and kissed him back.

"You really are full of surprises, aren't you, Spider-Man?" She asked.

"Yes, that I am, Ms. Michelle." They chuckled and shared another kiss.