In Amazing Spider-Man #2 (443), it was revealed that the new Spider-Man was in fact a girl, Mattie Franklin, one of the participants in the Gathering of Five ceremony, who adopted the mantle of being Spider-Man when the latter decided to call it quits. Mattie had obtained the gift of power at said ceremony, which also involved Norman Osborn, who had obtained the gift of insanity, although he had originally thought he had gotten that of power. (This storyline was showcased in Sensational Spider-Man #32, Amazing Spider-Man #440, Spider-Man #96, Spectacular Spider-Man #262, and Sensational Spider-Man #33).

ACT 1: New York City. A bank robbery is in progress. The cops have the building surrounded. However, the perpetrators are equipped with high-powered machine guns so they take them on. Suddenly, however, a new Spider-Woman appears out of nowhere and in minutes the gangsters are in police custody.

ACT 2: The Island Nation of Madripoor. Here we find Jessica Drew, private investigator, and once proud bearer of the Spider-Woman identity, coming home from a hard day at the office. And, as tired as she is, instincts born out of countless battles, never rest. As she makes her way up the stairs to her house, someone or something attacks her too quickly for her to see. She tries to fight back, but something stings her and she falls to the ground.

ACT 3: Back in the Big Apple, Peter Parker is enjoying his breakfast, while Mary Jane is getting ready to leave for a modeling shoot. While packing her stuff, Mary Jane comes close to discovering that Peter has broken his promise about not wearing the Spider-Man costume anymore but the latter cleverly prevents this from happening. She remains clueless.

ACT 4: Two days ago in Los Angeles, California. Julia Carpenter, the most recent woman to call herself Spider-Woman, fixes an afternoon snack as she awaits the sound of the school bus dropping off her daughter Rachel. Someone knocks at the door. She opens up but something strikes and she falls to the floor.

ACT 5: Peter stops by the Daily Bugle, and finally finds out from Betty Brant that there is a new Spider-Woman in town (the one mentioned in ACT 1). He immediately realizes that it has to be Mattie Franklin so he switches to his alter-ego, the Amazing Spider-Man.

ACT 6: At that very moment in midtown Manhattan, the new Spider-Woman is fighting a herd of weird creatures that she guesses come from the Mole Man's subterranean realm. She foolishly goes as far as getting swallowed by one of the creature, as Spider-Man arrives on the scene. From the inside of the beast, Spider-Woman uses her flying powers to knock the creatures around and against each other. Fearing that she will suffocate, Spider-Man punches the beast that swallowed her and the creature spits her back out. Spider-Man tags her with a web-line and asks her to fly around the creatures so as to wrap them up in his webs. The creatures, however, have had enough and leave back through the hole they emerged from. Meanwhile, the press has started to gather around the two of them. Spider-Man quickly grabs her and brings her over to a nearby rooftop to have a serious conversation. Spider-Man tries to convince Mattie to give up being Spider-Woman, as he feels that she is in way over her head. She is pissed that Spider-Man is not as nearly as cool as she thought he would be when Spider-Man's spider-sense suddenly goes wild. He quickly grabs her out of harm's way, as the parapet they were standing upon explodes into pieces. Something or someone is attacking them. In mid-air, the thing takes a swipe at them and Spider-Man drops Mattie. She flies down into a nearby alley, where she once again comes under attack from their assailant. Spider-Man spots her and tries to protect her from whatever it is that is attacking her. Something explodes next to his feet and smoke fills his lungs. Then he receives some kind of electrical shock that almost completely neutralizes him. He crawls over to Mattie, who is barely conscious. The assailant attempts to drain something out of them but it does not work; there is something about both of them that prevents it from happening. The assailant resolves to killing them both. The last page finally reveals the identity of the attacker: another Spider-Woman!

To be continued in the pages of Peter Parker: Spider-Man #5.