Appearing in "What If Spider-Man's Uncle Ben Had Lived?"
- The Burglar
- Sandman (Cameo)
- Green Goblin
- Lizard (Cameo)
- Vulture (Cameo)
- Electro (Cameo)
- Big Man (Cameo)
- Blackie Gaxton
- Doctor Octopus
- John Jameson
- Earth-8408 (Reality)
Synopsis for "What If Spider-Man's Uncle Ben Had Lived?"
In this telling, it was sciatica or chronic back and leg pain, that woke Ben Parker up and led to his fate in the mainstream universe. However, in this alternate universe, his pain did not flare up, leading May to check the noise downstairs instead. When she is killed by the Burglar, the Burglar is then captured by Spider-Man. Ben stays home and is not taken to neighbors. When he sees Peter running off after the police tell him about May, Ben assumes this is his way of dealing with the grief.
Seemingly, Ben has neither the financial nor health concerns that haunted May in the mainstream universe, but he and Peter are slightly distant to one another, since Peter was always closer to May. However, Ben gains some insight from a visit by Peter's high school friends, which leads him to put a taunting Flash Thompson in his place. Furthermore, it seems that while mainstream universe Peter was very careful about his comings and goings as Spider-Man, probably owing to May's health, he is a bit more careless here. To further Ben's suspicions, Peter shows some pride at a newspaper article detailing how Spider-Man caught the Burglar who killed May.
At last stating outright that he knows the secret, Ben is troubled to realize how much Peter blames himself for May's death. He inverts this by proclaiming himself a foolish old man who couldn't save his beloved wife. When Peter defends Ben for this, Ben snaps Peter out of his guilt by simply stating there was no way he could have known what would happen. He wants Peter to continue as Spider-Man to help the helpless, not out of some tortured sense of misplaced responsibility. In this universe, Spider-Man becomes notably more confident and effective as a result.
This change does nothing to stop the crusade of J. Jonah Jameson, who Peter still seeks a job with. Ben, enraged that Jameson tears down the man who caught his wife's killer, decides to confront him. Jameson cannot be dissuaded, leading Ben to instruct Peter (who as Spider-Man came to beg him to stop) to seal off Jameson's office. Ben then unmasks Peter, telling Jameson that Spider-Man is a fine young man he already knows, and is only trying to do good. He taunts Jameson that he now has the power to kill both of them by exposing Peter. Jameson is taken aback at first, but decides to use this situation to craft a new arrangment. Peter will tackle crimes that Jameson gets wind of, and Bugle staff photographers will catch the whole thing. Spider-Man is now lauded by the Bugle, and Ben urges him at every turn to keep this arrangement, but Peter is disgusted by it. The breaking point comes when the more confident Peter is able to control the battle with Blackie Gaxton and Doctor Octopus, saving the life of Betty Brant's brother Bennett. But now Peter is disgusted with all of them, Betty included, and breaks off the deal with Jameson. Only a threat to expose Peter brings him back, but it is a very tense situation and for losing Betty, he does not forgive either Jonah or Ben. In the meantime, Jonah's increasingly obvious arrangment with Spider-Man draws the attention of Norman Osborn.
When John Jameson returns from a NASA mission in space, he is quarantined for possible exposure to space spores. Seeking to learn Jameson's secrets, Osborn as the Green Goblin kidnaps first John, and then Jonah himself. While Spider-Man intervenes, the maniacal Goblin bites off more than he can chew when John transforms into a muscle-bound behemoth, slamming the Goblin unconscious before going after his own father. As in the mainstream, Peter manages to shock John out of his altered form, shaking Jonah with how his own son could want to hurt him. Spider-Man tells Jameson that sometimes, things go bad between fathers and sons--and that he now owes him one.
Back at the Parker home, regrets and forgiveness are happily exchanged as Ben and Peter reconcile. An offhand secondary headline (in a Daily Bugle article where Jonah gave credit for the Goblin's capture to John) reveals another momentous change in this universe: Norman Osborn has been publicly exposed as the Green Goblin, much earlier than in almost any other version.
What if Spider-Man's Uncle Ben had survived?
This is one of a handful of What If's that have an overall significantly better outcome than mainstream canon for the hero and his supporting characters. Among other things, Betty Brant does not lose her brother, and the early public unmasking of Norman Osborn as the Green Goblin closes off a whole host of negative events in Spider-Man's life.
The introduction page of this story atrributes a poetic saying to the Qu'ran, but in fact this is a fictitious quote created by the author.