Title: The Widow Maker

Author: Debbie

Genre: Angst/Romance

Rating: PG-13 for now

Disclaimer: Ok, I don't own any of Stan Lee's Marvelous creations ;) I wish I did and well, I also wished I owned Tobey in that Spidey suit, but well, 'll hafta settle for borrowing the wonderful characters and yes, yes 'll put them back up on the shelf where I found 'em as soon as 'm done. :)

Pairing: MJ/P(S)

Summary: I'm still working on a general plot(hence the tentative title) but it will be a MJ/P(S) pairing and it will have lots of drama and action with a healthy dose of romance. To sum up what I've come up with so far: Just as Peter and MJ finally get closer a new woman steps into the way and creates problems for Peter and Spider-Man.

A/N: I have to admit, I wasn't such a big Spidey fan till the movie, I always watched the cartoon but I never got hooked as I did until after reading the novelization of the movie and seeing the movie. I haven't gotten to the comics yet, so my interpretations of certain characters and things may differ from the ones you know. I base my knowledge solely on Spidey cartoons, the movie and Spidey novels, so please be kind when judging my fic. And as always, please review. Its what makes my world go 'round. (and makes me update chapters faster :P) This is my first Spidey fic so be honest, but please be kind!! :)

A/N 2: Also a second note: This new woman in the story is a character I created and thought I had come up with most brilliantly on my own, until I saw her on the Marvel page. My character will have very striking similiarites to the character Black Widow, as far as costume and abilities go. I must reiterate that I had no clue she existed till after the I have begun this story, so please do not confuse my character for the Black Widow character. I made her up, on my own, just turns out Marvel beat me to the punch on the name, so I call mine the Widow Maker. My apologies to anyone who feels my character is a knock off, she was not meant to be. Thanks!

Dedication: To my wonderful lil sis, Celeste, who also happens to be the smarter of the 2 of us, hence why she's my editor. Without your expertise this story wouldn't come to exist anywhere off my hard drive. You rock girl, thanks again.... and to all the MJ/P fans out there, hope this makes your day, lord knows we shippers need it ;)

Feedback: celtskye@aol.com



Chapter 1: The Love of a Hero

Stop your crying it'll be all right
Just take my hand,
Hold it tight
I will protect you
From all around us
I will be here
Don't you cry

Born so small
You seem so strong
My arms will hold you keep you safe and warm
This bond between us can't be broken
I will be here don't you cry

You'll be in my heart
Yes you'll be in my heart
From this day on
Now and forevermore
You'll be in my heart
No matter what they say
You'll be here in my heart
Always

Mary Jane Watson sat beside her 40th story window, staring absently out into the moonlight dappled New York City skyline. Sure, it was a better view than her Queens window had ever offered, but nothing seemed to chase away her constant melancholy.

Her eyes were red rimmed, puffy and stained with dry tears.

It had been forever and a day since she'd seen him, or at least that's what it seemed like to her. Yet, the feel of his warm kiss was still fresh on her lips.

And the accompanying feeling of coldness in her heart at the memory of his subsequent rejection still raw to her soul.

She touched her lower lip plaintively, remembering the way his lips had felt, brushed up against her own. The gentleness of his kiss seemed so familiar, her body had responded instinctively to the sensations, as if they were somehow familiar to her, though it had been their first kiss.

Or had it been?

She would swear on her heart she'd felt those lips, Peter Parker's lips, once before that day. Or, she could also be certifiably insane. But she could swear on it that kissing Peter had been very much like kissing Spider-Man. It would explain his sudden rejection. MJ had always thought Peter had a crush on her, and all those wonderful things he said about her at the hospital....if he had really meant them, he had to love her. But to believe he was really Spider-Man? Her only evidence was the striking similarities of their kiss, from the feel of his face to the touch of his lips. It couldn't be true.

Yet, here she was all alone. Even the man who she loved and was supposed to love her in return didn't want to be with her. The only answer she could come with as to why was almost unbelievable. Peter Parker being Spider-Man... could it really be?

He had muttered something about being her friend, about always being there to take care of her, about protecting her, but nothing about loving her and needing her as she hoped to hear. As she needed and loved him.

Even so, there had been no sign of Peter for almost a whole month now. Whether he was giving her time to deal with the rejection or if he just didn't care, she wasn't sure. All she knew was that she needed him, to make her feel better, to take care of her as he'd promised, to be there. She longed for his help, his comfort, those gentle eyes that had listened to her, had looked at her with such adoration and confidence back in a time where things had been so much simpler. But how could she possibly hope for him to help her when he was the problem?

She ran the tips of her fingers over the cool glass of the window, and gave a small shiver. Her mind wandered back to that one cold, stormy night, to that dark back alley, the place of Spider-Man's kiss. She remembered how contact with him had warmed her up inside, had sent her heart into a flurry of excited palpitations.

Kissing Peter in the cemetery had been no different; banishing the chill from her bones and flooding her with gentle warmth. She was tired of feeling cold.

The cool glass reminded her of that cold ache inside herself and she yearned to be rid of it, to reside in the comfort of her regard, and the feeling that it was reciprocated. But apparently, it was not to be. Her entire life had been filled with aspirations of being held and comforted. But every time she thought such designs were within her reach, she was proven wrong. With Peter it had almost been a sure thing. She had felt the pull of destiny itself on the both of them, she had been sure of it. How could she have been wrong again?

*Silly girl, MJ... Peter's Spider-Man, he can't love you,* she thought. Though perhaps it was even sillier to believe that his super-hero status was the cause of his rejection. The rational part of her mind told her to wake up and face reality: even Peter didn't love her enough to be with her.

Her heart told her it would rather be silly and keep her dream alive though.

Taking a deep, shuddering breath, she finally showed signs of life by removing her hand from the glass and letting it drop to join the other one in her lap, leaving only a set of smudgy fingerprints behind.

In the sky, she could see the starlight begin to give way to broaching dawn. She reminded herself it was late, and that she needed to get some sleep before her early shift at the Moondance Diner. But the very thought of sleep made her blood freeze in her veins. Not a night had passed without the presence of nightmares. In her mind's eye she saw visions of the Green Goblin laughing in her face, of herself, dangling from the Queensboro Bridge and screaming for help. She felt herself die sometimes in those dreams, fearful of what she was losing; calling out the name of the one she loved. In her dreams, he never saved her.

So she made no effort to move from her window perch, and hadn't moved since she returned home from work earlier that day. She simply curled her knees to her chest, snuggling deep into her fleece throw. Pressing her forehead against the window, she shut her ears and eyes to outside, to the city that never slept, though she dared not let herself slumber for fear of dreams.

****************************

Spider-Man soared across the city, web-slinging from building to building, the heady rush of adrenaline still heavy in his ears, the thrill of previous activities leaving him with nothing to do and energy to burn. He'd stopped a robbery, a mugger, and a carjacker all in one night's work. Easy enough pickings for himself, though not enough to leave him spent. Though he couldn't complain; it was all in a day's work, supposedly. Not that the NYPD seemed happy for his help. With J. Jonah Jameson calling him a threat to society, a crazy vigilante, a masked menace, it didn't leave him with very many fans. He'd saved the city from insane Norman Osborn and rescued a bunch of kids from falling to their deaths in one night and he was still an outlaw to J.J.J. and his legion of loyal readers. He recalled some of the commuters on the bridge sticking up for him when the Goblin had him cornered, but he knew for the most part, people were still uncertain of his motives.

He supposed he couldn't blame them. After all, a man who shot webbing from his wrists and swung above the city in a blue-and-red spandex outfit, and who possessed super-human strength and a nifty spider sense, might be enough to scare just about anyone.

The worst part was that it had been his own pictures that condemned him. He took his camera with him on patrols and set it up to snap photos of him helping people, stopping crime, in hopes of bringing them to the Daily Bugle and proving Jameson and his cronies that Spider-Man was one of the good guys. But Jonah thought he'd sell more papers if his columns BLAMED Spider-Man for the crimes, if they accused the webslinger of cleaning up his own messes to become famous.

Still, Peter snapped the shots and brought them in. It put money in his pocket and paid his rent, so what else could he do?

The only person who trusted Spider-Man seemed to be Mary Jane.

He clung to the side of a 30-story apartment complex, thinking about her trusting green eyes- God he could stare at them ever day for eternity- that flaming red hair as it was swept away from her gorgeous face by some dramatic breeze.

Except he was looking at her with his own eyes, and not through a mask. He was looking at her as Peter Parker.

He could see the torment and sadness on her face when he'd turned her down, as he left her crying over his Uncle Ben's grave almost a month ago.

The last thing he wanted was to hurt her, but it was a simple matter of prudence. Everyone he loved would always be endangered by his secret identity, by his status as Spider-Man. Goblin had found out he was Peter and had nearly destroyed everything Peter loved in the world; MJ and his Aunt May. Thankfully, he had saved them both and the Goblin was gone. But what about the next time? The next villain? Would he be so lucky? He couldn't gamble with that, he couldn't chance his aunt or MJ. He couldn't hurt them. Hadn't enough people been hurt already? His thoughts turned to his best friend. Harry Osborn was now fatherless; he blamed Spider-Man for the murder.

It was safer for everyone, to be alone. It was better this way. Wasn't it?

She'd be safe and sound and... they'd both be perfectly miserable.

"Swell..." Spider-Man sighed, shooting a webline to the building in front of him, continuing on his way again. "Just hunky dory..."

The wind rushed past him as he swung, and brought his mind back to the day they shared their second kiss. Well, for MJ it was their first because she didn't know he was Spider-man, but to him, it had been touching Olympus once more. And she could never know.

He'd never let anyone pay for his mistakes as Uncle Ben had, never again.

*With great power comes great responsibility.*

"And great misery," he finished aloud, with more bite than he'd intended. He watched over Mary Jane every night as he'd promised her he would, but he was forced to do it as Spider-Man. How hard it was, having her right there and not being able to have her for himself! But he had vowed to himself that her safety would never be compromised because of him again.

It was enough to send his heart into an epileptic fit whenever he pictured the Goblin dangling her over the Queensboro Bridge, threatening to toss her to her death. His demonic laugh plagued his mind, the look of pain and fear on her face had broken his heart.

"Let die the woman you love... or suffer the little children?!" Goblin cackled, one hand dangling MJ over the bridge, the other swinging a cable line and a car filled with frightened little children.

The children in the car screamed for help, banging on the glass. "Save us!!" They cried.

"Make your choice and see how a hero is rewarded..." Goblin shouted sadistically.

He heard himself shout, "Don't do it Goblin!!"

"We are who we choose to be! Now! Choose!!!" Goblin dropped them both.

And his heart fell to his feet as she descended to her almost certain death.

And as she'd plummeted to the water below, he swore she'd be safe or he'd rip the Goblin limb from limb. He grabbed her and the children's cable car just in time. A lucky break, but one where careful deliberation had been made necessary. Next time might not be so lucky, and he had chosen the responsibility of protecting the people. It was his job to save them, not to be torn between his own selfish purposes and the lives of many. Better to make it so that the situation never arose again.

He fast-forwarded again to Norman's funeral, and hearing MJ say the words he had longed to hear for an eternity, words he would die to hear from her just once more.

"I love you...I love you so much Peter..."

And then her lips on his.

In his head, his own voice had sounded dull, and without any feeling. "I can't..."

"You can't what?"

"...tell you...everything… I mean there's so much to tell..."

"Yeah, there's so much to tell..." she smiled, caressing his cheek.

"I want you to know that I will always be there for you. I will always be there to take care of you. I promise you that. I will always be...your friend..."

"Only a friend, Peter Parker?" she sobbed, her whole countenance melting away to sadness.

"That's all I have to give..." he answered, leaving her, unable to look at her and the pain he'd caused a moment longer.

Peter sighed, wishing he could have changed things, changed who he'd become. But this was his gift, his curse...to be Spider-Man.

He zip-lined to the building directly across from hers, to check on her, as he did every night. His own silent vigil over her. His own personal torture. Then, he'd return home to his cold, empty bed and dream that she was beside him.

Crawling alongside the 40-story apartment complex, he didn't stop until he could see her balcony doors directly across the street. He perched on the side of the building, hands and feet pressed against the bricks he clung to.

Moonlight bathed the glass in a patch of pale light, and he could spot her flaming auburn hair pressed against one of the windows beside the doors.

He cocked his head sideways, wondering if she was okay. He watched her delicate fingertips press against the glass, saw her shiver slightly at the touch. He could make out the heartbroken expression on her face from all the way across the street. He wondered if his own countenance mirrored hers.

Her head bobbed up as she jerked, opening her eyes. It looked like she was trying to avoid sleep.

Peter's heart filled with guilt. Was she so upset over his rejection that even her dreams were haunted? Or had something else happened to his beautiful MJ? He ached to hold her, to kiss her, to let her know everything would be okay.

Temptation urged him to go to her. Fear of discovery kept him still. She needed him and he wasn't there for her. Couldn't be there for her. Couldn't or wouldn't?

In the end temptation won out and before he knew it, he was sailing across the street to her balcony.

Peter secretly wondered, knowing MJ had a crush on Spider-Man, who she'd choose, given the chance? The man or the super-hero? Boy, would she be shocked if she knew they were one in the same. But she could never know.

Her hand slid down the glass and she slumped down, knees curled to her frame. He couldn't bear to see her in such pain anymore. She needed a friend, but Peter wasn't someone who could be there for her for this. Peter was the root of the problem. But Spider-Man...

He landed with a soft thud, feet connecting with concrete.

She jerked up, shocked, and awake. Once she realized who was knocking at her window she let a small smile creep up her face. Her whole essence lit up when he waved a little and the smile widened, finally reaching her eyes.

It seemed a little too wide.

Peter frowned behind his mask. Selfishly, he was disappointed to see that Spider-Man had such an immediate effect on her, that the masked man could make her world bright again just by stepping into the frame. Obviously, if Spider-Man could light that thousand-watt smile Peter loved so much, he couldn't really mean all that much to her.

She slid her window open quickly. "Hey there, Spider-Man..." she greeted, her heart leaping into an excited pattern of pitter patter. Could this mean Peter came to tell her the truth? "Wasn't expecting to see you again so soon. Specially since 'm not in danger."

"Hey MJ," he replied simply. No witty quip or jokes.

She leaned her elbows on the window sill, grinning wolfishly at him.

"Was just passing by… and well you looked like you could use a friend, so being the friendly neighborhood Spider-Man that I am..." Peter trailed off cheerfully, shrugging. Her smile made him feel too good to be so miserable. Even if he was outdoing his alter ego.

"Hmm... always there to rescue you me, aintcha Tiger?" she tilted her head, as if trying to read his expression. Which, she thought, was impossible with that mask on.

"How are you?" he stirred, leaning against the balcony. Did she just call him 'tiger'? Didn't she call Peter that? Her liberal use of the cherished nickname caused an unnamed ache in his chest.

"Better." she paused. "Now that you're here."

Peter gulped. What had he gotten himself into?

She stood up, opening the balcony door.

He caught his breath as she stepped out into the cool night air. She was wearing a pair of old gray jogging sweats and an olive green tank that made her eyes shine like emeralds in the moonlight. Dear God she was gorgeous...

MJ could tell, even with the mask on that he was staring intently at her. It made her skin go warm and her heart skip. She tucked a strand of her hair away and looked down at her fuzzy pink slippers. "How've you been? I haven't seen-well talked to you in...almost a month now."

"As fine and dandy as any Spider-Man can be," he crouched down, leaning on the palms of his hands and the balls of his feet. He looked up at her. "What, with my adoring public and all."

"Don't pay attention to the Bugle, tiger," she urged him. "Some of us, a lot of us, know you're really here to help…" she trailed off. "Speaking of which, I uh, I wanted to thank you for saving my life again... I hope the Green Goblin didn't hurt you..." she looked down at him in gratitude, studied him. Her expression changed to one of wonder. He sat in what would be an uncomfortable position for any normal human being, crouched low, resting on fingertips and toes. But, she reminded herself, he was far from being any normal human.

"I'm recovering..." *not just physically,* he thought. "How 'bout you? No bumps or bruises from your ordeal?"

She thought back to clinging onto him so tightly she could hear his heartbeat pounding against her ear, and of sliding down the cable and almost plummeting to her death again after she lost her grip. Thankfully, she had a good eye and grabbed onto the cable car. Then they were lowered to a barge and she was safe. Again. From death, anyway. But that cackling laugh and those awful yellow eyes still haunted her. "I'm okay..." She shrugged weakly.

"Nightmares?" he tilted his head sympathetically.

She nodded slightly, her green eyes clouding over. She took a deep breath, eyes looking up at the sky. "Some nights it's okay... but some... the bad ones…" she swallowed hard, unable to finish. "It's just hard when you're alone."

"What about your friends?" he asked, voice soft, full of an understanding she couldn't possibly know of.

"Harry lost his father that same night... and Peter..." she paused, eyes finding his mask. "You know Peter, right?"

He nodded mutely.

"Have you seen him?" she asked with genuine concern in her tone.

"Not too much lately..." he grumbled. He didn't even know who Peter Parker was anymore.

"How is he?" she wrapped her arms around herself. "I mean, the last time you saw him, was he… okay? He just disappeared…"

Peter closed his eyes, bowing his head. He could almost drown in the guilt he felt at causing such concern. This wonderful girl he hurt so deeply still found it in her heart to care for him somehow.

"What? Is… is he hurt?" MJ asked, deeply distressed over his silence. Her eyes pleaded with him to tell her what he knew. Anything he might know.

"No, no he's fine. Concerned about you actually." He looked up at her.

"Me?" her voice was so soft it was barely audible. She looked heavenward and turned her back to him. "I wouldn't know it. I haven't seen him since Norman Osborn's funeral."

*I'm here right now MJ. I'm here for you now.* He stayed silent.

"He must be too busy or something..." she shrugged, looking over her shoulder at him. The moonlight danced off the scarlet color of his mask, the white slots of his eyes shined like stars bouncing off the ocean. She wondered what his eyes were like under that mask. Was he worried about her or was he finding all this melodrama funny? Did he wonder if she knew the truth or did he think her crush on Spider-Man was more valuable than her love for him? *C'mon Pete... gimme a sign that it's you... Don't lemme be wrong about this...*

"I'm sure he's sorry he can't be here for you..." he offered, standing up straight. He walked over to her, drawn like a magnet. He put a gloved hand on her bare shoulder. *So very sorry.*

She nodded, turning to him. Only inches from his body. She could hear his breathing from under his mask. "But you're here for me, aren't you Spider-Man? I can always count on you to save me, can't I? You'll always be there for me…right?" She reached out to touch the spider emblem on his muscled chest.

She felt him inhale sharply at her touch, like it burned to have her so close. She looked up from her hand to his eyes, wishing she could see them behind the white opaque slots.

Even if he had no mask on, she wouldn't have been able to see his eyes. They were squeezed shut tightly, reveling in her simple touch, aching for want of more. He could only manage a gentle nod in response. "I'll always be there for you... I promise you that..."

MJ's heart skipped. Peter had said the same thing.

"You'll never reject me, will you?" she reached up with her other hand, cupping his covered cheek. Her heart pounded so heavily her ears pulsed. "You'll never hurt me...."

He rested his forehead against hers. His breath was deep and ragged, his heart aching to hold her closer. He needed her so badly.

She leaned into his embrace and a flood of warmth and safety engulfed her. She felt invincible here, alone with him, the outside world just that, outside. She rested her head in the crook of his neck and wrapped her arms around him tightly. She shuddered when he tightened his arms around her in response, pushed herself into him closer.

She couldn't be mistaken. To feel this good and loved... how could she feel this way and not feel she was betraying her feelings for Peter?

The way he held her gave her more belief that her suspicions were right. He seemed tense and yet, relieved all at once. As if he wanted to hold her close and never let go but was afraid to. As if he was happy holding her, but wasn't supposed to.

Peter was sweating under that mask. *I can't be doing this...* he sighed, still holding her close. *I can't believe she's doing this... I thought she loved me.* He'd really screwed up this time. But then, he'd obviously let her down, hurt her when he left her at the cemetery without a word for a month. It was no wonder she sought comfort from someone else. Someone who had constantly been there in her times of need.

Mary Jane pulled back a little. If she could get him to kiss her once more… She knew then for sure he was Spider-Man. She smiled at him softly. Her hands found his and she led him inside.

He followed like a trained dog into her bedroom, not losing eye contact with her for a minute, knowing how wrong he was to be doing this after everything he'd told himself, but incapable of ignoring the alluring look in her eyes, the heat of her hand in his, even through the material of his costume.

Her hands slid up his arms to his shoulders. "Will you stay with me? Please?" she asked. "I don't want to be alone anymore..."

He was nodding before he knew it.

Her hands slid to his neck, finding the separation of his mask and his costume. "Can I kiss you?" She closed her eyes, pulling it off his neck.

He froze. "No...MJ…" he gripped her hands gently, finding his resolve, finding his breath. "I..." he was at a loss for words. What was he supposed to do? Rip off his mask and confront her for wanting to kiss him if she was in love with...well... him...

But she was supposed to love Peter Parker, not Spider-Man. Had she really let her crush on the super-hero come to mean more than her love for Peter?

She frowned in the darkness. Why didn't he want her to kiss him? "But...we've kissed before..."

"I know..." he sighed, his voice a whisper. "We just can't..."

She retreated, rejected again. She turned away from him, strode across the room in an attempt to compose herself. She would not let his dismissal get to her again. He couldn't mean to really reject her. He had to be trying to protect her.

He followed after her, spinning her into his arms. "Its not that I don't want to..." he told her. He tightened his grasp on her arms gently, trying to force the idea into her mind.

She nodded, her face crinkling up as tears filled her eyes. "I'm sorry... Here I am talking about Pete and trying to kiss you... I do care about you... a lot... and I'm just really confused and..." She shuddered, not knowing what else to say. Then she burst and before she knew it, and was sobbing in his arms.

Spider-man hugged her close wishing to God he could change everything to make her happy again. He wanted more than anything to take her hurt and confusion away, to let her know that she didn't need to be confused, that he was both Peter and Spider-Man. That he loved her as both, had loved her since he was a kid playing with his army men next door and he'd love her to the day he was old and gray and on his deathbed. Probably even after that. But he couldn't be selfish and risk her very life to let her know that. He had a responsibility.

"I really thought he loved me. And for me, not my looks or my attitude but for being just me. I thought that was enough. I thought he saw past it all and wanted me for who I was and not who I pretended to be. Pete's the only one who's stood by my and believed in me when no one else would. I can't believe how stupid I was to think anyone could love me. No one ever has..." she turned from him again, head lowered.

*I do MJ. I love you more than you can ever know.* "Don't feel that way because of Parker... he's a jerk for making you think that, Mary Jane. He'll be sorry for it..." *I already am.*

She smiled softly, sniffling. "He's not the only one to have made me feel so bad, but it hurt coming from him. I really thought we were gonna be together. I really thought he loved me. After all he said to you about me. No one's ever said such wonderful things..." She turned, eyeing him warily. Her expression changed from one of sorrow to one of curiosity. "Why did you ask him about me?"

"Well, what kinda super-hero stalker would I be if I didn't know everything about you?" he joked, trying to cover up his nervousness at her inquiry. "Besides, Parker seemed pretty adamant that he cared a great deal about you when I inquired." *Way to score one for yourself Pete.*

"Really?" her smile brightened. "He was jealous huh?" she sauntered up to him. "Wonder what he'd say if you told him I thought you were a much better kisser...." she tried to goad him into pulling that mask off and glaring at her with accusation.

Spider-Man stumbled backwards, coughing. "I think what he doesn't know won't hurt him..." he squeaked.

MJ sighed, frowning deeply. "Who am I kidding? I couldn't do something like that... I'd never hurt Peter." She shook her head. "Or you... she eyed him carefully. "You kinda remind me of him in a way." She walked past him, back outside.

"Really?" he turned his head watching her stride past.

"Sure," she nodded. "Well, it's just that you both manage to make me feel like no one else has..."

He stared at her back listening closely. "How's that?"

"Pete...he...he makes me feel like being me is worth more than my looks or what job I have. He listens to me and he actually hears me. I don't have to be 'party girl' Mary Jane Watson or 'perfect girlfriend' Mary Jane Watson. My values, my thoughts, my opinions, they all matter to him.

And you... you make me feel like it's worth the risk to care. You always seem to care about how I feel and what I think. You value me too, and I trust you with everything," She revealed, finding it easy to talk to him.

Spider-Man sighed softly. *God MJ... I wanna tell you so bad, but I just can't put you in danger. I won't.* Out loud, he could only say, "I'm glad."

TBC....