Disclaimer: The characters within this work were created/owned by Marvel Comics.

Summary: Peter and Mary Jane have broken up after the flooding of New York but is there a chance that they'll get back together?

AN: This story was written for milleniumrex as part of the Merry Marvels LJ fic exchange. Takes place after Ultimatum limited series and during the first few issues of Ultimate Comics Spider-Man.

Magneto's Ultimatum Wave attack had devastated the city of New York as well as millions of lives. One of those affected most was the webslinging hero, Spider-Man. His life as Peter Parker had also changed once he had come out of the dreamscape courtesy of Nightmare.

He was glad to be home but his city was in ruins and it would take time to recover. Unfortunately Peter couldn't say the same thing with his relationship with Mary Jane Watson. Things started to unravel between the two shortly after his return.

A couple of days after Peter's return

It was nice to be home again Peter mused as he enjoyed a leisurely walk with Mary Jane. Ever since his return, he felt that there was something off between MJ and him. She'd been a little distant lately and she was very quiet during their walk through the neighborhood.

"Something the matter, MJ?" Peter asked, breaking the silence.

He did not receive an answer to his question right away but when he finally did, they were the words men feared to hear coming from a girlfriend. "Peter, we need to talk."

That one simple phrase could mean anything and Peter hoped it was not terrible.

"All right, you know you can tell me anything, MJ," he told her calmly.

"I've been thinking a lot lately, especially about us. When you were missing, I didn't know what to think or do."

"I didn't mean to worry you, Aunt May and the others like that. Taking that little trip into another dimension was something that was part of the craziness that was going on at the time."

"It was painful waiting to find out if you would come back... I don't want to deal with that kind of thing again," stated Mary Jane sullenly.

His concern began to grow after what MJ had just said. "So, what are you saying?"

"It's over, Peter. I can't see you anymore."

It was Peter's turn to be silent - he never saw that coming. They'd had their ups and downs like any other couple, but they worked through those rough times.

"Don't you think we can work things out?" Peter pleaded quietly.

"I'm sorry, Peter. I'm…" Mary Jane ran away, tears streaming down her face.

"Mary Jane!"

Peter knew he could easily catch her... but something inside of him said to let her go for now and try to talk to her later. Unfortunately, Peter and Mary Jane wouldn't talk to one another for several months.

During that time, Peter began seeing Gwen. Even though he was with Gwen, he still wanted to be friends with Mary Jane. That was not easy since she never talked to him or Gwen. It was not just him that she was avoiding either.

Since they went to the same high school, it was hard not to see her but Mary Jane still avoided talking to him. Peter decided that if she wanted things this way then so be it. She would have to make the first move.

Despite all this, he was having a good time with Gwen. Since she lived with him and his Aunt May, taking her home after a date was a snap. Of course there were rules for them to follow now that they were a couple, and May made sure that they adhered to them.

But as time went by, he was not having as much fun with Gwen. Gwen was becoming more possessive of him - a point she made crystal clear during a family meeting about former X-Man Bobby Drake living with them.

Mary Jane changed his mind. After months of not talking to one another, an intense argument finally settled the strength of their relationship. They were friends again, and MJ began to reach out to the others who she had not talked to for some time.

Peter was happy to have her back in his life especially with the new houseguests. Johnny and Bobby would definitely make life interesting. Yet, they could also lend him a hand in his extra curricular activities. With the guys now settling in, his thoughts went to Gwen.

Peter and Gwen walked home from Midtown High. "Gwen, do you have a minute? We really need to talk and somewhere private."

"Sure, Pete," came Gwen's reply happy that she would have some alone time with each other.

Peter took her to a nearby park for what would be a serious and difficult conversation. They found a bench, sat down and remained silent for a while as Peter tried to put his thoughts into words.

"What's the matter?" Gwen asked anxiously.

"It's us, Gwen; you and me," Peter told her, finally finding his words. "This is very hard for me to say, especially with you living with my Aunt and me."

A notion finally popped inside her head. "You're breaking up with me, aren't you?"

"I'm sorry, Gwen."

Those simple words gave her the answer that she dreaded to hear.

"Why?" Her tears started to fall.

"I think I rushed into a relationship with you after MJ and I broke up. Things were good at the start but slowly I started to realize that…"

"I understand what you're trying to say. I guess it just wasn't meant to be."

They talked things out - or tried to. But even Peter's offer to walk home together was rejected. Peter knew he had done the right thing. How could he continue his relationship with Gwen given his renewed feelings for MJ?

To Peter's relief, Gwen arrived home shortly after he did. It would take some time for the both of them to get over what happened. He hoped they would remain friends.

A few months passed. Gwen and Peter returned to being friends, and she finally started dating again. Peter was happy for her and felt that he was ready to get back out there as well, but there was only one girl he had his eyes on.

Mary Jane was gathering books to head home before heading to her part-time job. As she was about to close her locker, she spied a note taped inside. Meet me at the mall food court once your shift is over. –P.

"What is he up to?" she said under her breath, a smirk creasing her face as she closed her locker.

Her thoughts were endless as she waited for her shift to end. Everything was great between them. They'd gone out together - just as friends - from time to time. One strong possibility crossed MJ's mind more than once - her getting back together with Peter. If that was the case, Peter was not the only one thinking these thoughts. Perhaps she could broach the subject if Peter did not. When her shift ended, MJ rushed to meet him at the food court.

She didn't need to wait long. Peter arrived, still wearing that silly frog hat from his work uniform.

"What's up, Pete?" Mary Jane asked as he sat next her.

"The best news I've heard in a long time. The Daily Bugle is back in business," Peter happily answered. "Both Robbie and Jameson told me. They were wondering if I would be interested in going back. Of course I said yes."

"That's great news, Peter."

The next thing he knew, Mary Jane had wrapped him up in a congratulatory hug, their faces very close to each other.

"Come on, MJ, I'll take you home," Peter said as he reluctantly broke the embrace.

"Sure," was Mary Jane's breathy response.

On their way home, they talked a bit about Peter's return to the Bugle and when he would start back. She could tell that Peter was very pleased about going back because he hated his current job with a passion. Later they got to talking about how clear the sky looked and once they were at her place, he swiftly picked her up and bound up to the rooftop of her home to watch the stars.

Out of nowhere, Peter asked, "Why did you break up with me, MJ?"

She took her time in answering, "When you were gone for so long I didn't know if you were alive or dead especially after finding your mask. I truly hated the not knowing. I wouldn't want to go through that again."

"I see."

"It wasn't until all this time that I started to think how much of a fool I've been. Your sense of responsibility is one of the reasons I fell in love with you. I shouldn't have given up on us getting through that tough time. One day, I hope we can get back what we had before."

Peter was moved by what she said. He moved a little closer and gently placed a warm kiss on her cheek.

"What was that for?" She asked breathlessly.

"My answer, MJ, I want to start seeing you again."

They kissed again, but this time a bit more passionately. Embracing him, MJ leant her head on Peter's shoulder as they continued to gaze at the stars. Their world had just righted itself.

The End