A proposed graphic novel in the wake of the success of Arkham Asylum, with art by Simon Bisley. Morrison expressed a desire to return to the Ditko Spider-Man. "It's not Spider-Man in Arkham Asylum or anything - it's action all the way with things blowing up from page one but it still won't be a great deal like the Spider-Man that everyone is used to"
According to the webchat Morrison gave at Next Planet Over in 1999, the story was to begin with an attack by Mysterio, resulting in Spider-Man waking in a parallel world where Aunt May died and Peter never married.
"The Spider-Man of that world is a creepy, skinny Ditko guy, who lives on his own and is shunned by the neighbors." said Morrison, "He only comes alive when he's out on the rooftops leaping about and squirting jets of white stuff over everything. Freud would have loved the story as the creepy but ultimately decent Spider-Man meets his counterpart from a place where Peter married a supermodel and made lots of money. The story was based around that tension and the ultimate redemption of the creepy Ditko character. I'd do something different now."
Mark Millar later suggested that Morrison had also completed scripts for a Spider-Man mini-series to be drawn by his Batman: Gothic collaborator Klaus Janson. Most likely the two stories are variations on the same themes above. Neither the mini-series or the graphic novel ever saw print.
Interviewed about his time at Marvel many years later, Morrison expressed little enthusiasm for tackling Spider-Man, believing that Stan Lee, Steve Ditko and John Buscehe had set the bar for the character so high on the original run that any take on the character would by necessity be in their shadow and largely redundant. He instead preferred to take Lee's 'teenage outsider' template and apply it to revamps of lesser characters like Marvel Boy and supporting players in his X-Men run. Spider-Man remains probably the most significant Big Two super-hero that Morrison hasn't written, with the character not even managing a cameo appearance in any of Morrison's Marvel scripts.