The year was 1998. Marvel had just begun the slow rise out of bankruptcy, started by selling off tons of movie licenses for their more popular comic characters and merging with toy company Toy Biz. Sales were lower than they had been earlier in the decade, but books like Spider-Man and X-Men had begun to escape some of the worst decisions made on their books in years. Further, the Avengers, Captain America, and Iron Man had just been relaunched under the Heroes Return banner, too much fanfare and critical acclaim. Another book that was running strong, but starting to slip in sales, was Marvel’s What-If.

Having surpassed 100 issues, the second volume of What-If had already written several clever ideas. Concepts like Flash Thompson being granted the powers of Spider-Man, Storm being given the powers of the Phoenix, Rogue becoming Thor, or even Venom and the Punisher combining into one person had all been explored. None of them had been the cause for a spin-off or even a revisiting of a concept… until issue 105 in February of 1998.

What-If #105 was a collaborative effort by Tom DeFalco (current What-If writer and former Marvel Editor in Chief) and Ron Frenz, who co-plotted while DeFalco wrote and the Frenz drew. Bill Sienkiewicz “finished” the art, while Matt Webb colored the pages and Chris Eliopoulos lettered. The book’s concept was a fairly interesting one, drawing from the recently-ended Spider-Man storyline: the Clone Saga. The storyline had been a long and involved one, stretching over three years and somehow touching every single comic under the Spider-Man banner. During that time, Mary Jane had become pregnant with a baby that was to be named May after Aunt May, who had passed in Amazing Spider-Man #400. During the conclusion of the storyline, editors at Marvel decided that Peter and Mary Jane would just be “too old” if they had a kid. As such, MJ miscarried, but the baby’s body was also stolen, and fans would be led on a merry wild goose chase as they believed it was still alive. A 6-month time skip would also be used to bypass almost all possible character development for Peter and MJ, so as not to “age” them.

Tom DeFalco and Ron Frenz, as you can see from the cover, came up with the idea of having Marvel allow their characters to grow and evolve. What if baby May had lived? The issue went with the idea that it was (mostly) the same Marvel Universe, but it happened 15 years earlier. This left the duo with a present-day, but a future for the Marvel Universe all the same. When it came to the final events of the Clone Saga, Peter was forced into retirement thanks to a missing leg, but baby May Parker had lived. As such, it was now 15 years later, and “Mayday” Parker was in high school. 

Unfortunately, her life wouldn’t remain normal at all. While her parents had kept Peter’s other life secret, a Green Goblin came into her life that was intent on ending the Parker legacy. The book would take some time before the final battle to flesh out the world, with Peter Parker seeking help from the Fantastic Five and the Avengers. Neither team was able to help, so it was down to Peter and MJ to handle things.

And their daughter, the new Spider-Girl. While the book ended with Mayday giving up the webs, she also had designs on a new costume, hinting at a more heroic future. Fan response from the comic was insane, to say the least. The comic itself became worth over $100.00 on the secondary market within weeks of selling out, and people demanded a second issue. DeFalco had a better idea and approached current Marvel Editor in Chief Bob Harras with a proposal. Like how 2099 had focused on the Marvel Universe in 100-ish years, what about a line that focused on the next generation of Marvel heroes?

The new line, known as Marvel Comics 2 (or MC2 for short), launched a few months later in October. Tom DeFalco became the unofficial editor of the line and took over writing duties for nearly every book and issue that would subsequently come out. The three launch titles that month were Spider-Girl (of course), J2, and A-Next. While Spider-Girl was an ongoing, J2 and A-Next were promised to only be 12 issues long with other comics stepping in to take their place as they ended.

Spider-Girl was launched with Pat Oliffe on pencils, Al Williamson on inks, Christie Scheele on colors, and Janice Chiang on letters. The book, as implied by What-If 105, focused on the misadventures of Mayday Parker a few months later. Balancing the issues of high school and superhero life, the book was filled with one-shot issues that still had longer ongoing storylines hidden under the main plot. The pacing felt a lot like a combination of late 1980s Marvel comics and modern-day (for then) storytelling. The comics avoided ongoing adventures, making it so anyone could pick up a copy of the book and read it as if it was their first. That didn’t prevent the book from having any continuity, and Spider-Girl would collect a group of new and old foes to fight.

The next “second generation” hero introduced for MC2 is J2. Short for Juggernaut 2, the book focuses on Zane Yama, the son of the Juggernaut Cain Marko. He fits the Peter Parker mold as a geeky outcast teen with a few friends but isn’t bitten by a radioactive Juggernaut to get his powers. Instead, during times of high stress, Zane transforms magically into a hulking mountain of a teen.

Often with hilarious results early on. Noticing that any clothing completely vanishes when he transforms, Zane actually used pieces of his father’s old outfit to make himself a new identity, J2.

J2 was another DeFalco creation, with Rob Lim on pencils, Al Milgrom inking, Bob Sharen on colors, and Jim Novak on the lettering. The book shares Spider-Girl’s light-hearted attitude and one-shot nature, but there is a continual theme of Zane trying his best to overcome the stigma of the Juggernaut and find out where his dad disappeared to. Amusingly, it looks like J2 was promoted from a back-up feature to a full book, as most of his early issued were comprised of at least two different stories, hearkening back to older Silver-Age comics. Despite his solo only lasting for those 12 planned issues, he would continually show up in the MC2 universe in guest-roles. If you couldn’t tell, it’s a really enjoyable book, and should be picked up by anyone who likes the idea of the Juggernaut trying to be a good guy.

A-Next showed what the next group of Avengers could be like. J2 would show up here as well, perhaps showing how much confidence DeFalco had in the Juggernaut’s son. Along with him would be Iron Man’s successor Mainframe, Scott Lang’s daughter Cassie as Stinger, and former Thor Eric Masterson’s child, known as Thunderstrike. The fact that Tom DeFalco chose to bring in a new incarnation of his pet project Thunderstrike into this new generation both makes the book feel incredibly personal while also like the writer chose to do whatever he wanted. This theme would also continue throughout the rest of MC2, frankly, but it really brings a weird charm to the comics.

Speaking of writers, DeFalco would head this book again with Ron Frenz, with the two of them sharing writing, plotting, and art duties respectively. Several artists within Marvel would be credited with finishing duties, and Bob Sharen would color the resulting art. Jim Novak would once more letter the books.

These 12 issues would focus on both the new team coming together as more of a family unit, as well as further fleshing out the years between the final adventure of the previous Avengers and this one. The team would fight old foes, as well as gain more members in American Dream, Freebooter, Crimson Curse, and Bluestreak. The truth would finally come out with what happened to the prior Avengers, with the new team heading over to an alternate universe where the Nazis and Red Skull won World War II, only to be usurped by a Nazi version of Doctor Doom.

A-Next was a different creature from any previous Avengers book, focusing just as much on the relationships of the heroes as it did the heroics they would get into. J2 and Thunderstrike would both strike up a close friendship over their missing fathers, and the fact that they both transformed Shazam style into bigger versions of themselves. The children of Hank Pym would also show up in the final issues, as villains to prove that the new Avengers were inferior to themselves. While it ends on a weird lack of note, the book is a real fun one, and worth hunting down for any collector looking to add to their Avengers collection.

After the first year of comics in the MC2niverse, Spider-Girl had fought off Venom and introduced updated versions of older heroes. The Fantastic Five were apparently spun off of DeFalco’s time on the book, using characters like Lyja the Lazerfist and a highly-powered Franklin Richards. Darkdevil looked to be an undead incarnation of Matt Murdock, intent on keeping Spider-Girl out of crime-fighting so long as her heart wasn’t in it. There was even a time-travel event where she met her high-school-aged father from the Lee/Ditko era of Spider-Man.

During this year, May would also try to keep her antics as Spider-Girl secret from MJ, but would actually train with her father for some time to get better. Marvel would also have a reader poll at the end of their comics at the end of the first year, asking who should get the next major comics from MC2. There were roughly a dozen choices, but two specifically won out: Wild Thing and the Fantastic Five. Tragically, lowered budgets and poor sales would combine to cancel these books at their fifth issue rather than the full planned year.

Wild Thing was the one book not written by Tom DeFalco, but instead written by Larry Hama. Best known for his time on Wolverine in the 90s and GI Joe in the 80s, Hama would take a similar angle on a next-generation hero that DeFalco had done with J2 and Spider-Girl. Rina Logan, the daughter of Wolverine and Electra, is an awkward loner high school girl until she goes on super adventures as the Wild Thing. She has her father’s healing ability, and psychic claws from training with her mother.

This was not Wild Thing’s first time in the MC2, though, as she had premiered in several back-up stories with J2’s book earlier. She would return the favor with J2 in her later issues, but the book never quite reached the same adventurous possibilities as her creator’s pedigree suggested.

Fantastic Five also proved that Tom DeFalco was likely making up for some past mistakes. Characters had evolved from their earlier states in dramatic ways. Ben was wearing techno-prosthetics, Johnny had married Lyja and was leading the team. Little Franklin was now a young adult and was on the Five, along with Lyja… and a flying robot containing the brain of Reed Richards. Unfortunately, as implied with that last member, Sue Richards, had apparently passed on in the same incident that reduced Reed to a brain.

With a new status quo to focus on, DeFalco and Ron Frenz would examine the future-present quite intently. Ben had married and divorced, but we didn’t know with whom. Franklin was now the equivalent of a teen heart-throb. And the child of Johnny and Lyja was raring to make the team the Fantastic Six as soon as possible. Much like DeFalco’s run on the FF, the book was inoffensive and rather enjoyable at times. The fact that creative control didn’t belong to an editor busy trying to shove the book into cancellation so Jim Lee could reboot it only helped, though. While the book ended with 5 issues, it did take the time to show what happened to Reed and Sue in a really touching scene.

DeFalco also took the time to bring back Kristoff, the boy created by John Byrne in an attempt to refresh the concept of Doctor Doom, as well as re-introduce the romantic hints during his own run between Kristoff and Cassie Lang. Any Fantastic Four team needs these issues in their collection, and they wind up being a sweet epilogue to the DeFalco era.

A pair of 3 issue miniseries would also come out after those two books canceled, The Buzz and Darkdevil. The Buzz is an interesting take on the teenage superhero, as J Jonah Jameson’s grandson Jack winds up accidentally stealing his grandfather’s latest attempt to fund a superhuman. He’s accused of murdering the original suit’s owner during a scuffle with the Serpent Society and would be a major recurring character in Spider-Girl’s book as well.

Darkdevil, meanwhile, would focus on revealing exactly who he is and what his story is. To un-complicate the story as much as possible, he is the son of Spider-clone Ben Reilly, conceived offscreen with his one-time girlfriend. When his body began to fail from clone degradation, other Spider-clone Kaine swooped in and saved his life. When Kaine also tried to save Daredevil, who was dying after fighting the Serpent Society (man, DeFalco loved using White Supremacists and the Alt-Right as punching bags), Kaine tried to use sorcery to save Matt Murdock. This would drag the demon of vengeance Zarathos into things, and Zarathos would try to take the child as his body on Earth. The spirit of the now-deceased Matt Murdock would defy him and blend his soul with the child. Resulting in a demonic form compelled strongly to justice and would pursue a legal career as well. Taking the name Reilly Tyne, he would be Darkdevil by night, with a personality that wildly diverged between comedic wise-cracker and gritty brooding demon.

...and that’s the shortest I could make this origin. Things like this are why I love comics.

As these other heroes rose and fell into the background, Spider-Girl soldiered on in her series. She would redeem the Green Goblin, Normie Osborn, into a force for good. Phil Urich, best known for recently being the Hobgoblin with the flaming sword in the main books, would become a heroic goblin once more as the new Green Goblin. The New Warriors would be resurrected in name as new heroes again popped up, and legacy characters also sprouted like mad:

The child of Jessica Drew, Gerry, would temporarily take up the webs as the new Spider-Man. The daughter of Blackie Drago would take up the wings as Raptor, the new incarnation of the Vulture. The Steel Spider, a one-off joke character from the 1990s would show up as a street-level badass with confidence issues. Peter and MJ would even have a second child, named Ben for his two uncles. Really, fans of 90s DC Comics and their use of legacy characters would get a kick out of the MC2 for things exactly like this.

After 88 issues, however, the first MC2 event would kick in. A villain would return and trigger a free-for-all called Last Hero Standing. Loki would return and cause mischief, and any retired hero had to come out of their quiet life in order to help stop his machinations - and the Hulk! It would result in Captain America’s death, and the passing of the torch to the next generation literally.

Spider-Girl’s sales would, unfortunately, begin to slip as she hit the 80s of her run in 2005. Tom DeFalco was given until issue 100 to wrap up what he had written, and he went all-out. Hobgoblin, the Venom symbiote fusing with Normie Osborn, Mayday taking up a black costume and working with the drug lord Tarantula to clean up New York… it was a massive cluster of plot threads from the 80s and 90s colliding at once, ending with a double-sized issue 100. However, that wasn’t all.

At the same time, some very dedicated fans had begun some of the earliest online campaigns to change comics. Combine high interaction with the fanbase with really respectable sales for the digest-sized collections of Spider-Girl material, and Marvel was convinced to bring her back. Amazing Spider-Girl would pick up a few months later, with a brand new issue 0 because Marvel keeps repeating weird gimmicks from the 90s.

The same storylines from before would continue, bring the Hobgoblin, Hand, and Tarantula into a massive gang war that kept going on in the background throughout the comic. Like any good Spidey book, Carnage would also show up...and the books would also take a potshot at the Brand New Day rebranding going on in Spidey’s main book. DeFalco also talked someone in marketing into re-launching the MC2 line’s other books, with American Dream getting a solo series, the Avengers Next returning, and even a second Fantastic Five series.

Oh. And did I mention that May now had a clone, in a sequel to the Clone Saga that was actually enjoyable?

Between these two Spider-Girl books, however, one last “event” comic was slipped in. Last Planet Standing would tell the story of Galactus coming to Earth once more… and this time refusing to take no for an answer. All the remaining heroes would give their all to try to save the planet, and the ending would actually predict Galactus the Lifebringer from Ewing’s Ultimates books over a decade later.

However, sales continued to be too low for editorial, and Amazing Spider-Girl was canceled at issue 30. May would survive as a series of back-up stories in Amazing Spider-Man Family (with tales about MJ and Peter before Pete retired), then in Web of Spider-Man, and finally in a digital-only experiment called Spectacular Spider-Girl. These issues would tie up most of the plot threads, and by 2009, over 10 years after her creation, Spider-Girl was looking to be retired to the same limbo that her alternate-universe predecessors had been. DeFalco did talk someone higher up into one last book, Spider-Girl: The End, that would end the Spider-Clone Saga with a satisfying change that wrapped up the last of the plot threads happily.

Ironically, this would not actually end May Parker’s career as a hero. Dan Slott would bring her back in 2014 to help introduce the threat of the Inheritors for the first Spider-Verse storyline. May would also receive part of a miniseries during 2015’s Secret Wars blitz, and would also return to be a major player in the Spidergeddon storyline in 2018. Fans won’t let Marvel forget about the first daughter of the Spider-Man, and comics seem to have been better because of it. May Parker has been replaced a few times since. The Spider-Girl title would go to Arana in the main Marvel Universe, though her role in the comics is almost always as a minor character. Her own alternate universe little sister Annie May Parker would take over temporarily as the official Spider-Girl in the wonderful Spider-Man: Renew Your Vows series, while Gwen Stacy also has the same role, albeit under the title of Ghost Spider. Or Spider-Gwen, if you prefer the original book title.

And, of course, JJ and Henry Abrams seem to be welcoming the first boy into the squad of Spider-kids with their current Spider-Man book.

However, despite being over 20 years old now, the entire MC2 line has this wonderful timelessness to it. It’s hard to peg down a decade, as the book tried to be current at the time without dating itself so it could still be “in the future.” Sure, some fashion winds up being dated (such as J2’s flannel belt-jacket), but the book avoids hokey slang and weird fashions and instead focuses more on characters and the legacy of heroes currently being published by Marvel. It’s hard not to recommend this entire line to any comic fan, and it’s a book that can easily be read by younger readers without fear of seeing someone’s arm torn off or women being overtly objectified. In an age where Marvel feels like they’ve given up on attracting a younger audience and are instead focusing on doubling-down on their existing fanbase, these books really come across as a breath of fresh air.

Seriously, go ask your local comic shop if they have a copy or two of the old digests, or go find them online. Comixology has even been putting them up, and I bet they’re on Marvel Unlimited. They’re worth a read through.