This issue asks the following question: "... What if Mary Jane had never lost the baby, and Spider-Man had a Spider-Girl?" It focuses on the outcome of one part of the Clone Saga, in which Mary Jane had apparently miscarried May, though the baby was secretly smuggled by Alison Mongrain to Norman Osborn (see Clone Saga#Act 3 in the Books for more information).

Now at the age of fifteen, May "Mayday" Parker is the captain of her high school girls basketball team at Midtown High School in Queens, New York (where her father had gone as well). Exhibiting some wowing abilities on the court, Mary Jane and Peter begin to worry she may have inherited some of Peter's Spider-Man abilities. As they congratulate her, a shadowy figure (the Green Goblin) looks on from the windows. May then blows off the jocks to hang out with her "nerdy" friends. Mary Jane and Peter walk home and Peter recounts how he no longer is Spider-Man because he had a large confrontation with Norman two years after May was born where Norman died and Peter lost the will to continue as Spider-Man. Without having to be Spider-Man, they never revealed to May who he had been. Elsewhere, May, Jimmy, and Courtney are attacked by the Green Goblin. He wants May to pass on the message to Peter that he will be waiting at the bridge the next night.

Peter decides to try to contact Normie Osborn, Norman's grandson. He gets through to Normie's stepfather who tells Peter he hasn't seen Normie since his mother grew ill. He relates this information to Mary Jane and May, in the process, overhears them talking about him being Spider-Man. The next day while Peter tries to get the help of first the Fantastic Five and then the Avengers, May starts to experiment with her new powers. She later confronts Mary Jane about the conversation from the previous night and MJ explains everything to her. That evening, Peter shows up at the bridge to face Normie, who is miffed Peter wasn't wearing his Spider-Man suit. Mary Jane shows up to try and reason with Normie, but May shows up as well, wearing Ben Reilly/Scarlet Spiders old suit. Fighting ensues and May is able to stop Normie with one of his own pumpkin bombs. Though he is about to then be hit, and possibly killed, by an oncoming truck, May saves him anyway. As the cops take him away, he raves on and on about Spider-Girl, but no one believes him. The Parkers' later burn Peter's old costumes and assorted gear, but an open-ended conclusion shows May's designs for her own suit an a titillating "The End?"

---