In issues #58 and 59 (499 and 500), Doctor Strange joined his fellow superheroes in their battle against Dormammu. While the others took care of the Mindless Ones, Doctor Strange engaged into a fierce battle with Dormammu. As the battle raged on, Spider-Man decided to go help Dr. Strange defeat his mortal enemy. However, his presence changed the dynamic of the spell that Strange was casting against Dormammu and both superheroes ended up trapped in the void, outside of time and space. To free himself and Doctor Strange, Spider-Man had to relive his entire life, including his various encounters with his many enemies; from the moment he was bitten by the radioactive spider to the instant just before the ascension of Dormammu (he travelled back and forth through time). Once back in Times Squares, he stopped Reed Richards from using the device that was going to bring back Dormammu and then Doctor Strange showed up and repelled the Mindless Ones back into their own dimension.

In Amazing Spider-Man #503, it was revealed that, unbeknownst to both Spider-Man and Doctor Strange, a woman who had witnessed the Times Square spectacle had almost been sucked into the inter-dimensional rift created by Dr. Strange to send back the Mindless Ones. However, something had made its way OUT of the rift and had saved her in the process. This, on the other hand, had been felt by other beings. One of those beings was Loki, the Norse God, blood brother to Odin, and uncle to the Mighty Thor. Seeking to investigate further this strange presence, Loki had transformed himself into a small spider and had made his way to New York City. Meanwhile, it was revealed that what escaped from the rift was in fact the essence of Morwen, first Sorceress of Chaos. Morwen merged with the woman she saved from the rift and they became one being. She then sought to find Spider-Man, to whom she wanted to express her gratitude for freeing her from her inter-dimensional prison. She found him and offered him the world and 24 hours to think about it. She told him that refusing her offering would end up in his demise. Spider-Man went to Doctor Strange for help but the latter was not there. Loki, assuming the guise of a little boy to blend into the crowd, appeared and offered to help Spider-Man in defeating Morwen. This is where this issue picks up.

ACT 1: Loki and Spider-Man are shooting the breeze on a rooftop and eating hot dogs, waiting for Morwen, Sorceress of Chaos, to show up. Finally, after a couple hot dogs, she appears. She immediately asks Spider-Man if he accepts her proposal. He refuses. Loki realizes that there is a woman sharing Morwen's body and that the woman is in fact Tess Black, one of his daughters, which is why he was attracted to her presence in the first place. He tells Morwen to give him back his daughter to which she refuses, saying that the separation will most likely drive Tess into madness. Spider-Man pulls Loki aside and asks him if he thinks they can separate Morwen and Tess without mentally scarring the latter. Loki tells him that he has an idea. He turns to Morwen and tells her that he will happily take the power she was going to offer to Spider-Man. However, she refuses, telling him that Spider-Man was chosen because he is a born agent of chaos. Offended, Loki, making reference to himself, replies that he is the God of trickery and that he would be a much better servant of chaos than Spider-Man. Morwen retorts that Loki craves control, not chaos and that consequently, he is her enemy. Frustrated, Loki telepathically informs Spider-Man that he will draw Morwen's attention and fire away from him (i.e. Spider-Man) so that he may do everything in his power to save Tess by wearing Morwen down. Spider-Man unwillingly accepts and a battle ensues. Loki and Spider-Man soon realize that defeating Morwen is not an easy task. Spider-Man, however, comes up with an idea. He tells Loki that he's just realized that Morwen did not know Tess was his daughter until after she was inside her, meaning that she did not choose Tess for her godlike abilities, and that consequently there may still be a chance that Loki may be able to reach Tess using his telepathic abilities. Wasting not time, Spider-Man produces web-balls, which he starts throwing at Morwen. He finally hits the jackpot when one of his web-balls hits her in the face. He uses that opportunity to get closer to her, evading the many spells cast in his direction. Meanwhile, Loki has telepathically joined Tess, whom he tries to help forcing Morwen out of her body. Back in reality, Spider-Man is pinned up to a wall, being held there my a magical spell cast by Morwen. Just as the latter is about to stab our hero, she lets out a strange sound and suddenly, she transforms back into Tess Black, while Loki appears, chanting some weird magical incantation. Loki catches a falling Tess and he puts her into a deep sleep of forgetfulness. He tells Spidey that he owes him a favour and he then disappears into thin air.

ACT 2: Later at the Public Library, Peter uses one of the computers to find some information about the whereabouts of Tess Black, to check on her. He finds a phone number and using that number, he finds an address. As Spider-Man, he heads over there. When he arrives at the house, he finds that it is for sale. He hears a voice and when he turns around, he comes face to face with Loki. Loki informs our hero that Tess has no memory of the conflict. Nor that she is the daughter of an Asgardian God. He then proceeds to give our hero a rune containing all of Tess' vital information, including where her new home is located. Spider-Man reveals that he has reasons to believe that Morwen might be back to try and take over Tess' body all over again. Loki agrees, which is why he gave the rune to Spider-Man in the first place, so that he may summon him in an instant should Tess be in danger. Loki disappears. Taking the rune, our hero web-slings into the night, thinking that it is kind of cool to have a God on his side, all things considered.