Spider-Man has always been one of Marvel’s most popular and recognizable heroes. With three ongoing film franchises, a handful of monthly comic series, and countless spin-off material like video games and cartoons, Marvel has been keeping the Spider-Man brand busy. An important part of modern-day Spider-Man is the ever-expanding list of alternate versions that populate the Spider-Verse. While characters like Mile Morales, Ghost-Spider, and Spider-Ham all bring something unique to the hero’s legacy, the most surprising alternate take on Marvel’s Web-Head might be one closer to Peter Parker than any other. In one universe, Aunt May was bitten by the radioactive spider instead of Peter.

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In this universe, on the day that Peter went on his field trip to the science lab, Aunt May realizes he forgot his lunch. Rushing into the lab, May rests her hand on a door frame where she is bitten by the radioactive spider, giving her all of Spider-Man’s powers, and making 1980’s What If? #23 comic history. After creating a costume and using ultra-sticky bread dough for her webbing, May decides to become… the amazing Spider-Ma’am.

Much like her nephew, May initially wonders how she can use her powers to gain money. When the villain Leap Frog starts robbing banks though, May decides to fight crime instead. After doing battle with Leap Frog and defeating him in her own backyard, May startles Peter who mistakes her for a monster and faints. May rushes Peter to bed and wonders whether she’ll be able to balance raising Peter while also being a superheroine. The nature of Marvel’s What If? series was that the stories were entirely self-contained, and as a result, it took nearly twenty-five years for Spider-Ma’am to return.

The first Spider-Verse event brought together every universe’s Spider-Man in one large crossover. Though Spider Ma’am herself was a relatively small part of the larger story, her universe was the subject of an entire issue of the tie-in book, Spider-Verse Team-Up. After the first Spider-Verse event, Spider-Ma’am would go on to appear in Spider-Geddon and even have her own team-up with Miles Morales in the third Spider-Verse event. In that event, she and Miles fought evil versions of themselves, including an Aunt May who had bonded with the Carnage Symbiote. As goofy as the premise sounds, Spider-Ma’am is certainly an interesting idea. While there are plenty of older-male superheroes in Marvel and DC’s rosters, such as Alan Scott and Jay Garrick the first Green Lantern and Flash respectively, there are relatively few older superheroines.

Though What If? #23 relies on a few too many old lady jokes, it remained fertile ground for future Spider-Man writers to explore and showed that doing good knows no age or gender.

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