A Superhuman Registration Act is passed which requires all people possessing paranormal abilities to register with the government. Those who do not register are considered criminals. Some heroes, such as Iron Man, see this as a natural evolution of the role of super humans in society, and a reasonable request. Others view the Act as an assault on their civil liberties. After being called upon to hunt down fellow heroes in defiance of the Registration Act, Captain America goes underground and forms a resistance movement.

In Amazing Spider-Man #532, Peter Parker is given an ultimatum by Tony Stark: whether he joins him in his support of the Superhuman Registration Act, thus being forced to reveal his identity, or he is going to be hunted down like a criminal, as will Mary Jane and Aunt May, who will be considered accomplices.

In Amazing Spider-Man #533, Spider-Man takes off his mask and reveals his secret identity for the whole world to see.

In Sensational Spider-Man #29, Mark Raxton, the Molten Man, is coerced into joining forces with the Chameleon, after Chameleon threatens to have his subordinate Electro kill Normie Osborn, should Raxton refuse to join him. Elsewhere, Peter Parker, as Spider-Man, is confronted by Scarecrow and Will O'The Wisp, Mary Jane is being spied on by the being known as Swarm, and Felicia Hardy (a.k.a. the Black Cat) comes to the realization that she still has feelings for Peter, though she currently is involved with Thomas Fireheart (a.k.a. Puma). After escaping from Scarecrow and Will O'The Wisp, Peter visits Madame Web, who, as usual, predicts that worse things are about to happen. At issue's end, Mark Raxton, in full Molten Man form, shows up at the home of Liz Allan Osborn, his step-sister.

In Sensational Spider-Man #30, Swarm attacks Mary Jane and her follow actors while Electro and Spider-Man trade blows at the Whitney Museum of Modern Art. Later, Spidey is lured to Liz-Allan Osborn's home under the pretense that Normie Osborn has been kidnapped by the Molten Man and, at issue's end, the Chameleon, who is behind it all, pulling the strings, tricks his way into Avengers Tower, right under Aunt May's nose.

In Sensational Spider-Man #31, Spider-Man trades punches with the Molten Man while his backup, the Black Cat, makes sure that Liz-Allan Osborn and Normie Osborn are safe from Will O'The Wisp and Scarecrow. After trading blows for what seems like an eternity, Spidey manages to defeat his opponent (and Will O'The Wisp) and the Black Cat takes care of the Scarecrow. Wasting no time, Spidey takes off towards Avengers Tower, having found out from the Molten Man that the Chameleon is going after Aunt May. Arriving at the tower, he is surprised to see that Aunt May figured out that the Chameleon was impersonating him and is even more shocked to discover that she defeated him by hiding drugs in some oatmeal raisin cookies she cooked for him. The issue ends with them talking about the grim future that awaits them.

In Sensational Spider-Man #32, while Mary Jane ponders her relationship with her husband Peter Parker, Spider-Man is caught in a battle with the Rhino. At issue’s end, when Mary Jane returns home, she is stunned to find Peter/Spider-Man severely beaten and bloody, in the arms of a distraught Aunt May.

ACT 1: The issue opens with a flashback of a younger Aunt May and Uncle Ben. In it, Aunt May is clipping coupons out of the newspaper, to "keep them out of the poorhouse", as Uncle Ben likes to say, while Uncle Ben reads the newspaper. Their lives are pretty simple and trouble-free, until the phone in the kitchen rings, bringing news of a tragedy; most specifically a plane crash that took the lives of Ben's brother Richard and his wife Mary, making an orphan out of their son Peter. Aunt May and Uncle Ben realize that they are his only family now, despite fearing that they may not be able to afford taking care of him, that they may not have the energy to raise him properly, or enough love for him. They start to build a new future in their minds, imagining certain things. The one thing they never expected is the fear that stabbed their hearts when they lay eyes on Peter for the first time. The fear that they somehow may not be there for Peter when he needs them most. This fear lingers, and resurfaces years later when Peter is old enough to realize not what he lost, but what he never had. When Aunt May hears him through the wall, she races to his rescue and tries to squeeze the hurt and sorrow out of him and holds him tight.

ACT 2: In the present, Aunt May is holding on to Peter’s battered body, the result of an altercation with the menace known as the Rhino. She implores Mary Jane, who just got home and opened the door to this sight, to help her get Peter to bed. Freaked out, MJ acquiesces and helps her out. As they bring him inside the bedroom, MJ asks Aunt May what happened to Peter and she replies that Peter told her he had been fighting the Rhino. Laying Peter on top of the bed, MJ asks him if he can talk. Half conscious, Peter responds that it was a dumb mistake to battle the Rhino because he was not at a 100% so when the Rhino got the upper hand, he kept waling and waling on him. MJ asks Peter why the Rhino attacked him and Peter replies that he must have been a leftover from the Chameleon. Seeing how much Peter appears to be in pain, MJ tells him that they need to take him to a doctor. Peter replies that he will be okay but MJ argues that if they do not find a doctor soon, God only knows what is going to happen to him. Aunt May barges in on the conversation and tells MJ that Peter will heal with their help. With that said, Aunt May tells MJ to grab whatever money she can find and head over to the pharmacy to pick up some stuff while she starts cleaning Peter’s wounds.

ACT 3: A short time later, a bandaged Peter sits in bed while Aunt May makes him some soup. Peter comments that he must look pretty rotten at the moment but Aunt May replies that she has seen him worse. Peter asks if she means that time when he was beat up by Morlun. Aunt May replies that it was not his finest hour, but she was actually referring to that time when she discovered he was Spider-Man after entering his apartment and finding him lying on his bed next to his torn up costume, in Amazing Spider-Man #35 (476). Having said that, Aunt May asks Peter if he remembers Tommy Monks, a boy who used to live two houses down from them. Peter replies that he does and that they used to play together all the time. Aunt May comments that they did use to spend lots of times together until Tommy broke Peter's arm, by causing him to fall down from a tree. Peter is confused and Aunt May explains that it was very traumatic for her because it was the first time she had seen him get hurt. She had immediately rushed to the hospital and had been beside herself for letting it happen (as shown in a quick flashback sequence). Peter tells Aunt May that Tommy Monks did not push him off the three; he actually fell down on his own, because he was somewhat of a klutz back then. Aunt May argues that Tommy encouraged him and goaded him up the tree and, because he was older than Peter, he should have known better not to do that. Having said that, she (somewhat angrily) tells Peter to stop arguing with her and to get some rest.

ACT 4: Aunt May heads outside their motel room and finds Mary Jane sitting on a bench, sipping on a hot chocolate. Aunt May proceeds to apologize to MJ for snapping at her earlier and sending her to the pharmacy as a form of punishment. Aunt May explains that, when she sees Peter like that, a wall comes down and sometimes it comes down on the wrong people. MJ replies that she understands and that she actually appreciated the excuse to get away for a while because her first impulse is always to run when something like that happens to Peter. Aunt May asks MJ if keeping vigil is what they are supposed to do. MJ replies that it is and asks Aunt May how they can keep holding it together so as to not come apart like tissue paper. Aunt May tells MJ to ask her the same question again the following morning and she will have an answer for her then. Curious as to the ending of the story about Peter's broken arm, MJ, who overhead Aunt May talking to Peter, asks what happened next. By means of a flashback sequence, Aunt May explains the heated conversation she had with Uncle Ben at the hospital because she wanted to keep vigil outside Peter's room past visiting hours and Uncle Ben wanted her to come home and stop babying Peter. All in all, the flashback sequence only serves at painting Aunt May as overly protective of Peter and Uncle Ben as a "each-time-something-like-this-happens-Peter-will- toughen-up" type of guy.

ACT 5: Meanwhile, at the long-shuttered jungle club, down in the bowery, the Rhino is eating cereals and reading the newspaper when he comes across the story about the Chameleon having been captured by Spider-Man. Realizing how stupid he was not to get paid by the Chameleon beforehand, a furious Rhino goes on a rampage inside the club, destroying everything his sight. What ticks him off even more is the fact that he took Spider-Man down for nothing and attracted the attention of God-knows-who in the process.

ACT 6: In fact, miles away, in the penthouse apartment of Thomas Fireheart, a.k.a. the Puma, Felicia Hardy, commonly known as the Black Cat, catches a news broadcast of the battle between the Rhino and Spider-Man. Felicia surprisingly does not freak out which surprises Fireheart, who happens to walk in, holding a bag containing her favorite sushi. Felicia tells Fireheart that she already brushed her teeth and that she just lost her appetite anyways. Fireheart asks if she lost her appetite because of what the Rhino did to her ex-boyfriend. Felicia tells Fireheart not to get jealous because she wants him to join her, as Puma, to go out and paint the town red. As she says that, she starts to put her Black Cat costume on.

ACT 7: Back at the motel, Aunt May is washing Peter's Spider-Man costume in the sink. We are suddenly treated to a flashback to a few days after a younger Peter fell down from a tree and broke his arm. Tommy Monks, the kid with whom Peter was playing when that happened, stops by the Parker home to check up on Peter and make sure everything is okay. A very unpleasant Aunt May confronts Tommy and tells him that "everything is not okay" because Peter is going to have to wear a cast for the next six weeks, on top of which she sincerely doubts he will ever get over his fear of heights. Obviously feeling bad for Peter, Tommy replies that if he could, he would switch places with him right now. Aunt May replies that it is too late for that now and goes to berate him more when Uncle Ben shows up the in kitchen and tells Tommy to go upstairs to Peter's room and get his homework so he can turn it in for him the following day. Uncle Ben adds that it would consider it a favor. Thankful to be saved from Aunt May's wrath, Tommy goes upstairs. Aunt May tells Uncle Ben that he must think she is crazy. Uncle Ben replies that she is crazy as a fox but he would not want it any other way.

ACT 8: Back in the present, Aunt May forces herself not to cry, as she remembers how his arms felt like wrapped around her. Just then, a healthier Peter walks out of the room and asks her how she made out cleaning his costume. Aunt May replies that she still has some to sow it, once it is done soaking, unlike him, who seemed to have snapped back. Peter replies that he feels like he is at 85% and that he has always been a fast healer, even more so now, (perhaps in part due to his new powers?). Peter asks Aunt May if they have any "Twinkies", as he is severely starving. Just then, MJ walks in with a bag full of them and hands them over to Peter, commenting on how bad they are for his health.

ACT 9: And as easy as that, everything seems right in the universe. Peter's bruises and battles forgotten, dispelled by the morning light. His injuries and hurts, they are now Aunt May's. Every single scar he carries, she does as well. MJ and Peter are young and have not yet learned that life is an accumulation of pain and wounds, both your own and those belonging to the people you love. At any given moment, you believe your life is going to go a certain way, until – in the time it takes a sheet to blow free – it all changes, and you are left with are wounds.

The end for now.