10 Best Versions of Spider-Man's Aunt May (With Superpowers)

Summary Despite her lack of superpowers in the mainstream Marvel continuity, Aunt May has long been one of the company's most recognizable characters; thanks to the Marvel Multiverse, versions of May who do have superpowers have been explored, or at least teased, in several stories over the years.

From becoming a steam punk superhero, to being the avatar of the cosmic energy known as the Enigma Force, to bonding with the Carnage symbiote, Aunt May's alternate versions showcase her potential for storylines outside of her familiar role as Peter Parker's supportive parental figure.

Many of May's superhero incarnations have only appeared briefly in one-panel What If? stories, but they prove the limitless potential of even the most unexpected characters in the Marvel Multiverse's endless landscape.

There are few characters more important in Spider-Man's life than Aunt May. She and her husband Ben raised Peter the death of his parents, and later she continued to give him a stable upbringing after Uncle Ben's death. Aunt May's kindness and strength of character are legendary, but in a few different universes, she's had more than just the strength of her character to fall back on – she has actual superpowers.

Aunt May is one of the oldest characters in Spider-Man's lore. She's been there with him since the beginning, which means the writers have had plenty of time to put her into absurd positions over the years. There's really nothing more amusing than Peter Parker's feeble, non-threatening Aunt becoming one of the most powerful beings in the universe. With this in mind, these are the top 10 versions of Aunt May with superpowers that have appeared in Marvel Comics over the years.

Related Spider-Man Proves Protecting Aunt May Has Always Been His Top Priority When readers really break it down, Peter Parker's journey as Spider-Man began with Aunt May, and in the end it's always been about protecting her.

10 Lady Spider Was A Steam Punk Superhero Version Of Aunt May

Spider-Verse #1 – By Dan Slott, Humberto Ramos, Victor Olazaba, Edgar Delgado, & Travis Lanham.

Close

Instead of gaining fantastic superpowers, this version of May learned a valuable lesson, to never let anyone cage her.

Lady Spider comes from the world of Earth-803, which takes place in 1895. May Reilly's big moment was when she was in her father's study, observing the many animals he had locked up. One of which was a spider, believing the spider was upset at being trapped, May released it, and when she tried to pat it, the spider bit her. Instead of gaining fantastic superpowers, this version of May learned a valuable lesson, to never let anyone cage her.

With this in mind, she went on to create four mechanical spider-arms along with web-shooters, which allowed her to fight crime and swing through the city, allowing her to be as free as she wanted. As her superhero career progressed, she later joined the Web Warriors and was involved with helping several other versions of Spider characters across the multiverse battle against major threats.

Lady Spider could be seen chasing Miles Morales during the events of Across the Spider-Verse!

9 Spider-Ma'am Was Marvel's Friendly Neighborhood Aunt May

What If? #23 – By Steve Skeates & Alan Kupperberg

Close

The idea behind Spider-Ma'am is very simple, which is why it's also so timeless. On the fateful day that Peter Parker was to become Spider-Man, he ended up forgetting his lunch. Desperate to make sure her nephew was fed, Aunt May rushed to the science lab, lunch in hand. It was here that Aunt May was bitten by the radioactive spider and gained incredible power, in place of her nephew. Her story then followed much the same as Peter Parker's, but with Uncle Ben alive, she tried to use this power to make money for the family.

However, that was before she encountered and fought Leap-frog, setting her on the path to becoming a crime-fighter. Spider-Ma'am also had the interesting effect of changing the Parker family dynamic, by sharing her secret identity with Peter and Ben; in the story, they also got their own web-shooters and would regularly try to help people around town.

8 Ma'am-Spider Was A Friendly Version Of Man-Spider

Spider-Verse #2 – By Ryan North, Pere Perez, Jordi Tarragona Garcia, Marte Gracia, & Joe Sabino

One of the most terrifying eras of Spider-Man's history – even scarier than Spider-Man's black suit era – was Man-Spider, which involved Spider-Man transforming into a hideous monster and losing his humanity. Man-Spider has been brought about in several different ways, but it usually derives the idea of Peter's spider-half taking over his human half. Most often, this has terrible consequences for him both physically and mentally.

This often includes multiple arms, and the head of a spider, and sometimes even a craving to eat people. In one universe, his transformation into Man-Spider made him the most deadly villain on the planet. It seems that Spider-Ma'am had her own similar transformation as Ma'am-Spider, which was very briefly seen in Spider-Verse #2. Thankfully, Ma'am-Spider seems much more friendly, and in control of her actions than Man-Spider typically is.

7 Aunt-Skrull Gave Aunt May Her Youth Back

What If? Secret Invasion – By Kevin Grevioux, Karl Bollers, Pow Rodrix, Frank Martin Jr, & Jeff Powell.

During the events of Secret Invasion, the Skrull's stealthily invaded Earth, systemically replacing heroes and political figures. In the main universe, this invasion was repelled, but in this What If? issue, a world is explored where the Skrulls won. They immediately set up conversion camps around the Earth, allowing humans to merge their DNA with that of Skrulls, granting them shapeshifting abilities.

One of the people to sign up for this was, surprisingly, Aunt May. Due to her suffering health problems, Aunt May decided to become a half-Skrull. Unfortunately, this led to her death when Norman Osborn unleashed a virus that killed all Skrulls on Earth, even half-ones. As expected, Aunt May's death absolutely broke Peter's heart, especially since he was involved in the creation of the virus, unaware that it would have such deeply personal side effects.

6 Aunt May Once Gained The Powers Of X-Men's Bobby Drake

What If? #34 – By Mark Gruenwald, Bob Layton, and Rick Parker.

Iceman is one of the most powerful X-Men, and would easily be capable of ending the world by plunging it into a second ice age if he so desired, given his power set and their unlimited potential. Which is why it's all the more amusing to imagine if Aunt May had gotten his powers instead. Since this was a one-panel comic shown in What If? #34, the story possibilities are left to the reader's imagination.

Readers can probably safely assume that Aunt May was simply born a mutant, the same as Bobby Drake, and gained his power set naturally. This would make Aunt May one of the most powerful beings on the planet, since Bobby is regularly classified as an Omega-Level mutant. Imagining Aunt May joining the X-Men is a perfect What If? teaser, leaving fans with the sense of wonder and possibility Marvel excels at, without having to go into the details.

5 Aunt May Had One Of The Most Dangerous Weapons In The Marvel Universe

What If? #7 by John Rozum, Jim Valentino, Robert Campanella, Ken Lopez, & Harry Eisenstein

The humor of this depiction rests on the absurdity of Aunt May – one of the kindest and most gentle characters in Marvel – having the powers of the perpetual killing machine that is Wolverine.

The Marvel Universe has many dangerous villains and heroes, but few are as deadly as Wolverine. This one-page comic presented the unexpected question of what would happen if Aunt May became Wolverine. Though it didn't elaborate on the concept much more than that, presumably, Aunt May got caught up in the Weapon X program, and after escaping, settled down with Uncle Ben and took in Peter Parker.

Admittedly, there wasn't much story behind this one; the humor of this depiction rests on the absurdity of Aunt May – one of the kindest and most gentle characters in Marvel – having the powers of the perpetual killing machine that is Wolverine. She mostly seemed to use these incredibly dangerous claws to prepare meals for Peter and Mary Jane, which certainly beats having to use a kitchen knife for basic cutting, when one instead has the sharpest knives in existence on their hand.

4 House Of M Could've Given Aunt May Major Powers

What If? Spider-Man: House of M by Mike Gallagher, Dave Manak, and Josh Ray

In this tale, Aunt May appears to have power related to her being an aunt, such as being able to swing around on her "apron strings."

House of M was a major Marvel event, in which the Scarlet Witch used her powers to warp reality, trying to give everyone in her family a happy ending. This didn't work out remotely as she'd hoped, and the heroes of the Marvel universe eventually realized reality was wrong and rose up against Scarlet Witch. However, one amusing What If? story presented the possibility that Aunt May actually gained powers due to this alternate reality.

As it was a single-page reveal, readers didn't really get to see the extent of her powers. However, in this tale, Aunt May appeared to have power related to her being an aunt, such as being able to swing around on her "apron strings." Not much else was shown about the character, but it seemed that "Ms. Mayvel," as she was known, was capable of being an effective hero, considering she was shown effortlessly capturing a mugger.

3 Golden Oldie Was One Of Aunt May's Most Powerful Forms

Marvel Team-Up #137 – By Michael Carlin, Greg LaRocque, Mike Esposito, Bob Sharen, & Joe Rosen

Aunt May was transformed into Golden Oldie, one of the most powerful old women to ever live. She was even able to discover Galactus' weakness for twinkies, which removed his need to devour planets.

One of the strongest forces in the Marvel Universe is the Power Cosmic, wielded by Galactus. Usually, to find planets to eat, Galactus appointed a herald to search the universe for him. This herald would also be given a fraction of Galactus' power. During the events of Marvel Team-Up #137, Aunt May and Mary Jane found themselves at the circus, alongside the Fantastic Four. After Four has to leave to deal with a nearby emergency, Galactus appeared and chooses Franklin Richard as his new herald.

Not wanting this, Franklin used his incredible powers to deflect Galactus' energy transfer, sending it right into Aunt May. Aunt May was transformed into Golden Oldie, one of the most powerful old women to ever live. She was even able to discover Galactus' weakness for twinkies, which removed his need to devour planets.

2 Aunt May Became The Personification Of Light

This version of May was mostly a visual gag, but it also serves as a reminder that even she has potential to embody the cosmic forces of the Marvel Universe.

There are many cosmic forces in the Marvel Universe, such as Death and Eternity or the Phoenix Force, but one of the often overlooked is the Enigma Force, the personification of light itself. The Enigma Force acts as the opposite of the King in Black, Knull. Whoever acts as the avatar of the Enigma Force is known as Captain Universe, and is granted incredible power. For some reason, this once happened to Aunt May.

It was really not elaborated on how, but when Aunt May showed up to the roast of the Fantastic Four, she simply had the Enigma Force with her. It was a very surreal moment, but also one of May's most powerful forms. This version of May was mostly a visual gag, but it also serves as a reminder that even she has potential to embody the cosmic forces of the Marvel Universe.

The Enigma Force was once used by Eddie Brock to take on Knull during his invasion of Earth.

1 Aunt May Became One Of Spider-Man's Most Terrifying Villains

Spider-Verse #2 – By Ryan North, Pere Perez, Jordi Tarragona Garcia, Marte Gracia, & Joe Sabino

Close

By far the most shocking, bizarre alternate version of Aunt May was the one who became infected by the Carnage symbiote. This version of Aunt May was from a universe where Peter Parker realized the Multiverse existed, and as a result, came to the conclusion that with an infinite number of possibilities, no choices actually matter. This knowledge seemingly drove the entire Parker family insane, leading them go on a Multiversal slaughter, attempting to kill every alternate version of themselves.

As if this weren't shocking enough, they even managed to recruit an evil version of Miles Morales along the way.

To help with their crusade, Aunt May somehow gained the Carnage symbiote. This made her remarkably strong, allowing fight both Miles Morales and Spider-Ma'am with ease. Eventually, it was the Parker family themselves who were forced to defeat her, which they did by knocking her through a portal back to her own dimension.