One night in the early autumn of the year 2000, newly-wed couple Kaitlyn and Mark Parker had their first major fight. Kaitlyn left their house, neither of them knowing if she would return. She went to a small bar on the other side of the city, and she got drunk. There, she met a man. She slept with him, her drunk mind forgetting all about her husband. She woke up the next morning, alone, and realized what she'd done. Kaitlyn went back home and told Mark what she'd done, worried that he'd leave her. But he understood, and all was well.

Until about a month later, when Kaitlyn found out she was pregnant. The couple knew that there was a chance the baby wasn't Mark's, and for a while they debated whether or not to get a blood test done. But, eventually, they decided against it. Nothing would change if the baby wasn't his. And so, on July 16th, 2001, Pennelope May Parker was born, and the man was none the wiser.

As Pennelope, or Penny, as she preferred to be called, grew, it became clear that she wasn't Mark's daughter, as she had the same dark eyes and brown hair as the man, but they never said anything.

Then, when Penny was four, Mark and Kaitlyn went on a work trip. They were scientists, researching the genetic capabilities of spiders, and how they instinctively knew how to build webs and how to hunt. They left Penny with Mark's brother, Ben, and his wife, May. On the way home, their plane crashed, and Kaitlyn and Mark Parker died, leaving the newly orphaned girl with Mark's brother.

Penny started going to school, and she quickly made friends with Gwen Stacy and Harry Osborn. The three were practically joint at the hip from then on out. As they grew older, it became clear that Penny and Gwen were smarter than anyone had expected them to be, while Harry was not the genius that his father wanted him to be. Penny and Gwen were top of their classes, never scoring lower than a 90% on anything, while Harry barely managed B's and C's, although, to be fair, Norman Osborn didn't make it any easier by shoving his son into the most advanced classes, not seeming to care that Harry didn't understand anything in those classes. By high school, they were all taking AP classes, Gwen and Penny excelling, and Harry floundering. They helped him all they could, and he was getting better, but he was having trouble learning the material when he never understood basic algebra.

When they were fourteen, they went on a class field trip to Oscorp, never having guessed how much that trip would change their lives. Oscorp, unbeknownst by anyone outside of the operation, including Harry, was experimenting to recreate the super soldier serum that Dr Erskine used to create Captain America. They were testing it on a spider, which got lose, climbed downstairs, discovered a tour group of high schoolers, and bit none other than Penny Parker.

A week later, Penny discovered that she then had powers. Suddenly she was extremely strong, she healed fast, she could stick to things like a spider, and she had this weird sense whenever she was in danger, which she called her 'spider sense', seeing as it was a spider that gave her the powers.

She was going to do her best to ignore her powers, to just try to be normal, until tragedy happened. One night, Penny was out getting groceries. It was a typical Thursday night, and she embraced the cool evening air, but when she got home, her good mood vanished. There were police cars all around her house, and a dead body in the yard. Ben Parker was shot and killed by a robber. A robber who, coincidentally, Penny had seen running from the bank on 5th Street. A robber who she had had a chance to stop. But she didn't. And her uncle was dead because of it.

Penny swore that moment that she would use her powers to make sure that nothing like that ever happened again. She made herself a suit and a mask and she became Spiderwoman.

Almost two years later, Harry and Penny, who had started dating soon after Ben Parker had died, were mourning another loss. Gwen Stacy had been kidnapped by the Green Goblin, and Spiderwoman had almost saved her, but Penny was just a second too slow, and Gwen had fallen, hitting the pavement after dropping from almost a hundred feet up. She died instantly. Then, to top it all off, exactly two years after her uncle had died, Penny Parker came home to find her aunt dead in the kitchen from a heart attack.

Penny almost went into the foster care system, but when doing some bloodworking, the doctors with child services found that her DNA didn't match with Mark Parker. They dug deeper and discovered the secret that had seemingly died with Kaitlyn and Mark. That Penny's father was none other than Tony Stark.

When Stark found out, he decided to take her in. So, Penny moved into Avengers Tower. At first, Penny felt out of place among, quote, "Earth's Mightiest Heroes", but eventually, she started warming up to them. She talked science with Bruce, helped Tony repair the teams' broken gadgets, played Mario Kart with Clint, cooked with Steve, taught Thor about vines (because Thor throwing his hammer at a wall screaming "YEET!" was something she had to see), and had 'girl talk' with Natasha. It took them all of two weeks after she opened up to figure out she was Spiderwoman, and then she trained with them, too.

Oscorp had continued their work with the super soldier serum after the spider, and eventually, it was time to test it on a human. And Norman knew exactly who to use it on. He, as Green Goblin, kidnapped his own son, who, in the process, found out he was a super villain, and injected him with the serum. But, true to Dr Erskine's words, good became great, and the plan backfired for the elder Osborn, as Harry had already been a great person, and with Spiderwoman's help, he put a stop to Green Goblin by throwing him in jail.

Harry shut down Oscorp and got a job at Stark Industries, revealing that he was actually a genius in mechanics, the one branch of science his father hadn't wanted him to go into. He moved into Stark Tower, and got along great with the Avengers. They were one, big, dysfunctional family, and they wouldn't have it any other way.