Julia Carpenter

Madame WebJulia Carpenter

With the powers of a psychic and an arachnid, Julia Carpenter uses her abilities to protect those most vulnerable even when it makes her a fugitive from the law.


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Given the power of a human arachnid through an experiment, Julia Carpenter uses her spider abilities to become a government super-agent and one of the most powerful members of the Avengers. 


Lab Experiment Gone Right

Born in Los Angeles, California to Elizabeth and Walter Cornwall, Julia Eugenia Carpenter Cornwall is raised in LA and grows up there. She attends college where she meets her husband Larry Carpenter, but drops out of school to support him during his college education, and they have a daughter named Rachel. The couple eventually divorces due to Larry’s unfaithful actions.

Julia is then drawn into a covert double life by an old college friend, federal agent Valerie Cooper, who runs a secret research project dedicated to creating government super-agents for the Commission on Superhuman Activities (CSA). The project’s key scientists are celebrated genius Dr. Carter Napier and his assistants, Japanese grad student Hashi Noto and Peruvian-born Pacqui Indian Dr. Sylvie Yaqua. During a CSA-backed research expedition to the Peruvian Amazon, Noto and Yaqua gather rare plants and spider venoms with the aid of Julia’s long-absent parents, famous jungle guides who run the survival-style Junglerama Lodge resort on a remote Peruvian Amazon tributary. Using the expedition’s finds, Napier develops a process to grant humans spider-like powers. Needing a loyal and trustworthy test subject, Cooper thinks of her old friend Julia who is smart, athletic and discreet; and through the research team’s acquaintance with the Cornwalls, Cooper knows Julia needs the money since Julia ends up with sole custody of her daughter Rachel.

Arranging a seemingly chance meeting with Julia, Cooper hires Julia as a project test subject, supposedly for physical exercise research. Napier’s team puts Julia through weeks of intensive athletic training to see if she is physically suitable for their new spider-serum. Napier worries about the formula’s potential side-effects, but an impatient Cooper pressures him into giving Julia daily injections of the serum, telling Julia these shots are a means of studying her body’s reactions to certain types of exercise. The serum dosage increases each day, until Napier—threatened with firing if he did not produce rapid results—doubles the dosage to near-fatal levels. Julia passes out, and when she comes to hours later, the project team claims they had accidentally injected her with spider venom. Furious, Julia punches and severely damages a wall, discovering she now had super-strength. A quick series of tests proves she could also cling to walls and psychically generate adhesive energy webs. 

Pretending Julia ‘s powers are a lucky accident, the CSA gives her a spider-themed costume and a new job as a government super-operative. Julia wants to call herself Arachne (after a mythical weaver who was transformed into a spider) or Ariadne (after the woman who gave Theseus the thread which led him out of the Labyrinth), but the CSA insists on giving her a more media-friendly code name: Spider-Woman.



Julia has superhuman strength (lifting over 10 tons), and she can leap well over 30' high from a standing position. Her speed and durability are enhanced slightly beyond human limits, and she heals slightly more quickly than normal. By mentally affecting the inter-atomic attraction between molecular boundary layers, she can cling adhesively to objects or other people; this power is concentrated primarily in her hands and feet, enabling her to scale walls and ceilings and other unconventional surfaces by simply crawling or walking across them. Her sticking power has an upper limit of several tons per finger—enabling her, for instance, to hold up a pair of steel beams while clinging to a wall. She is also incredibly agile.

A different application of Julia’s mental attractive power enables her to generate and manipulate highly adhesive strands of psionic energy. Julia typically shapes these strands into energy “webs” via mental concentration and hand gestures, which now takes only seconds thanks to extensive practice. Usually cast from her hands (though she can materialize webs some distance away if needed), her “psi-webs” typically manifest as rope-like strands to bind an opponent, as woven shields or domes durable enough to shield her from high explosives, and as nets to snare an adversary or break a target’s fall. They can also allow her to breathe under water. The webs will fade away within moments unless she purposely infuses them with enough energy to last longer. Fully charged, her webs are strong enough to stop a speeding car, catch a falling helicopter or slow a crash-landing airliner to a safe stop. If necessary, she can weaken her webs or dissipate them altogether by re-absorbing their psionic energy. 

She sometimes feels painful feedback if her webs are damaged while she is still mentally linked with them. Julia can reduce or eliminate the adhesive properties of her “psi-webs” in relation to her own body, which prevents her being snared in her own webs. Using this ability, she can handle her web-strands as if they were conventional ropes—for instance, swinging from them, or walking or sliding across them like tightropes. Her “psi-webs” do not conduct electricity, but electricity can disrupt her webs unless she mentally matches her own psionic projections’ electrical frequency to that of the opposing electricity, in which case she can trap electrical energy within her webs. Certain exotic energies such as Skids’ frictionless force field can also disrupt her webs. 

Julia is a capable pilot of the Avengers’ supersonic Quinjet planes, with some training in unarmed combat from the CSA and the Avengers.

When clairvoyant Cassandra Webb, AKA Madame Webb, dies, Julia inherits her psychic abilities and as such her psionic powers grow. She loses her sight but can perceive the future, telepathically read and project thoughts, and astral project.


A Spider’s Predators

When Spider-Woman joins the government’s Freedom Force, mostly made up of criminals avoiding their sentence terms, she goes up against her allies, the X-Men. The team’s amoral attitude makes Julia uneasy especially when they arrest the Avengers. She frees the Avengers from a super-prison and becomes a wanted fugitive.

When the Superhuman Registration Act (SHRA) goes into effect, Julia tries to escape with her lover Max Coleridge, AKA Shroud, but is separated from her daughter by Carol Danvers, AKA Ms. Marvel (later Captain Marvel), Simon Williams, AKA Wonder Man, and Araña “Anya” Corazon, AKA Araña. Julia receives a pardon with the caveat of joining Omega Flight, Canada’s government-sponsored super team.

Charlotte Witter, AKA Spider-Woman, steals Julia’s powers, along with other Spider-Women. Julia joins Jessica Drew, AKA Spider-Woman, and Mattie Franklin, AKA Spider-Woman, and the psychic Madame Web, and they defeat Witter.


Family Ties and Allies

Marrying her college sweetheart Larry Carpenter, Julia and Larry have a daughter named Rachel. While Julia drops out of college to support Larry, he eventually cheats on her and they get a divorce. He later dies saving Rachel from one of Julia’s enemies, Ferrel Thompson, AKA Manipulator, and Julia is left to raise Rachel on her own. 

Julia eventually reveals her superpowers and double life as Spider-Woman to her parents and her daughter Rachel. Her parents are initially supportive until they think she is no longer fit to raise their granddaughter and enter in a custody battle with her. 

As a superhuman with enhanced strength and the abilities of a spider, Julia joins several superpowered teams including Omega Flight, Avengers Initiative, Queen’s Vengeance, Force Works, Secret Defenders, Commission on Superhuman Activities, Freedom Force, and the West Coast Avengers. She is always a team player and often gives directives with confidence.

After Julia loses her powers to Witter, Julia finds a friend and benefactor in Max Coleridge, the vigilante known as Shroud. Coleridge’s company re-creates Napier’s spider-serum and uses it on Julia which restores her powers and mobility. She and Max fall in love and when the SHRA goes into effect, they try to escape registration though they were both eventually arrested.




140 lbs.






Strawberry blonde

Universe, Other Aliases, Education, Place of Origin, Identity, Known Relatives, Powers
  • Universe

  • Other Aliases

  • Education

  • Place of Origin

  • Identity

  • Known Relatives

  • Powers

Tangled Web of Life

Julia initially moonlighted as a seemingly independent Super Hero in Denver, defeating criminals such as William Taurens, AKA Man-Bull. When the near-omnipotent Beyonder abducted an entire Denver suburb (including the Carpenter home) into space as part of his Secret Wars, Julia fought Victor Von Doom, AKA Doctor Doom’s villain army alongside heroes such as the Avengers, Fantastic Four, X-Men and Peter Parker, AKA Spider-Man (who subconsciously mimicked her outfit while creating a new black costume for himself). Holding her own among the more experienced heroes, and single-handedly defeating Carl Creel, AKA Absorbing Man, Julia emerged from the conflict with greater confidence in her abilities.

Spider-Woman was assigned to the government’s Freedom Force team, mostly career criminals serving in exchange for federal pardons. When Freedom Force tried to arrest the then-outlaw X-Men, Spider-Woman battled the mutant heroes and confronted their ally Jessica Drew, who had previously fought crime as Spider-Woman. Later, Freedom Force pursued mutant fugitive Rusty Collins, but fellow mutants Skids and the mutant-training X-Factor team helped Collins escape. Freedom Force’s amoral attitude made Julia increasingly uneasy, culminating in a mission where they arrested the Avengers on false treason charges. A sympathetic Spider-Woman freed them from Colorado’s new Vault federal super-prison and became a wanted fugitive herself.

The Avengers were soon exonerated, but federal authorities continued to hunt Spider-Woman and even put a price on her head, though Julia ’s true identity remained a secret outside the CSA. With Julia absent for weeks, Larry Carpenter successfully sued for custody of Rachel. Meanwhile, Spider-Woman escaped the mercenary Seekers with the aid of Tony Stark, AKA Iron Man, who convinced Julia to give herself up. Julia reluctantly accepted a new deal, working secretly for Cooper as a CSA undercover agent while the general public continued to regard Spider-Woman as a fugitive. Her supervisor, CSA operative Mike Clemson, secretly bore a bitter grudge against Julia’s family; decades earlier, Clemson had loved Julia’s mother but ultimately lost her to Julia’s father. Julia continued to act as a CSA operative despite Clemson’s hostility, once teaming with Spider-Man to fight the Wrecking Crew.

Her ex-husband Larry moved to California with Rachel, and Julia relocated there to be closer to her daughter. After aiding the Avengers against the Pacific Overlords, Spider-Woman became an active member of the Avengers’ western roster, briefly attracting some romantic interest from her new teammate Clint Barton, AKA Hawkeye. Meanwhile, Julia finally shared her double identity with Rachel, bringing them closer together. Spider-Woman’s Avengers affiliation ended her position as a fugitive, and Julia soon quit the CSA.

Regaining custody of Rachel, Julia divided her time between heroics and motherhood with aid from Avengers Compound housekeeper Consuela Sanchez, who soon became Rachel’s live-in nanny. Julia also worked with the informal Secret Defenders team twice, befriending novice hero Christopher Powell, AKA Darkhawk, in the process, and later brought him into the Avengers. Deathweb and the Manipulator resurfaced as free agents, killing Napier as part of a quest to enhance their powers, but Julia defeated them all with the reluctant aid of Clemson and the Conclave, temporarily augmenting her own powers with a new version of Napier’s spider-serum in the process. Julia’s parents learned her secret identity during this adventure, and were initially supportive.

The covertly influential subversive group known as the Conclave had its operative the Manipulator bribe Carter Napier into creating a new team of spider-powered operatives for them. Sylvie Yaqua, Hashi Noto and CSA maintenance man Theo Davros were transformed into Arachne, Antro and Therak, and became Conclave agents under Manipulator’s supervision as Deathweb. The Avengers defeated them, Clemson was exposed as a Conclave double agent during the conflict, and Larry Carpenter sacrificed his life to save Rachel from the Manipulator. 

When the Avengers closed their western headquarters, Julia resigned in protest and joined several other ex-western Avengers in founding Force Works. The group’s technical chief Fisher Todd developed an unrequited crush on Julia, who dated new recruit Slade Truman, AKA Moonraker, instead. Truman, however, turned out to be an imposter who had infiltrated the group as part of the elaborate “Crossing” hoax staged by Nathaniel Richards, AKA Immortus, and was eventually revealed to be one of Immortus’ shape-shifting Space Phantoms. Force Works disbanded soon after their various “Crossing-related setbacks and Julia returned to Denver with Rachel, renewing her ties with the Avengers on an inactive basis. She also helped Shadowoman and Lindsay McCabe rescue Jessica Drew from the otherdimensional Void-Eater.

A new criminal Charlotte Witter, AKA Spider-Woman, crippled Julia and stole her powers. Witter similarly de-powered two other Spider-Women (Jessica Drew and Mattie Franklin), who joined forces with Carpenter and psychic Madame Web to defeat Witter. Still powerless and paraplegic, Julia found a friend and benefactor in wealthy entrepreneur Max Coleridge, the costumed vigilante Shroud. Coleridge’s company re-created Napier’s formula and used it on Julia, restoring her powers and her mobility. During Julia’s recovery, she and Max fell in love. 

Julia returned to adventuring, finally assuming her long-preferred Arachne alias to avoid any confusion with the various other Spider-Women. After the new federal Superhuman Registration Act (SHRA) began forcing Super Heroes to register with the government, many Avengers enforced the new law. Julia disagreed with the legislation, but when leading SHRA advocate Iron Man recruited her into his new Initiative program’s “unlicensed hero recovery team,” Julia played along, secretly doing what she could to help unregistered heroes escape capture; however, she was ultimately exposed as a traitor and fled into hiding alongside Shroud. The couple planned to retrieve Rachel and flee to Canada, but a pro-SHRA recovery team led by Carol Danvers, AKA Ms. Marvel (now Captain Marvel) and Wonder Man captured Shroud, then forcibly arrested Julia in front of her daughter. 

Escaping during a mass breakout of the anti-SHRA heroes, Arachne refused to seek amnesty and was recaptured by Initiative trainee Araña; however, feeling badly about their earlier treatment of Julia and Rachel, Stark and Danvers offered Julia a pardon in exchange for her agreeing to serve with the Canadian government’s new super-team, Omega Flight. A guilt-stricken Danvers also helped Julia take 9-year-old Rachel out of the country with her, even though the courts had just awarded custody of Rachel to Julia’s parents, who believed Rachel would be better off away from Julia. While the custody dispute remains before the courts, Julia’s legal troubles otherwise appeared to be over, and she made a new life for herself in Canada with Rachel.

Julia became entangled in a scheme concocted by Sasha Kravinoff, wife of the deceased Kraven the Hunter. Julia and Araña are both captured by the Kravinoff family to act as sacrifices though Spider-Man intervened and puts a stop to it. Another prisoner of the Kravinoff’s, Madame Web, was wounded in the process and as she lay dying she transferred her psychic powers to Julia. Julia goes physically blind but she gained telepathy, precognition, and astral projection abilities that she did not have before. She thus became the new Madame Web. Julia prevented Spider-Man from killing Kraven, protecting his moral web, and with newfound purpose Julia gave her Arachne costume to Araña who then became known as Spider-Girl.

With the ability to see into the future, she aided Spider-man after a crisis struck the population of Manhattan with spider-powers, and in a mission to prevent the destruction of New York City.

Julia experienced an overload of her powers after predicting Spider-Man’s death. As such she fell into a coma but having foreseen this event, called an ambulance prior. Her coma lasted over a year and when she awoke her connection to the Web of Life and Destiny was gone.

Her ex, Shroud, stalked her using an advanced surveillance system but Matt Murdock, AKA Daredevil, stopped him from carrying out his nefarious plans. Julia was then kidnapped by Wilson Fisk, AKA Kingpin’s cronies though Daredevil again came to her aid and rescued Julia. They set a trap for Shroud and successfully captured him, delivering him to the proper authorities.

Using Shroud’s surveillance technology, Julia investigated New U Technologies. Though in doing so, a clone of the Prowler caught wind of her. The Prowler clone tried to get her to join the Jackal’s group of clones, resurrected enemies of Spider-Man’s, but she refused. Julia later rescued the Prowler clone from Francine Frye, AKA Electro, and used his connection to New U to investigate further. There she ran into the original Madame Web who guided Julia to save the Prowler clone. New U’s clones began to disintegrate and though Spider-Man found a solution to the problem, the Prowler clone died defending Julia from Electro. 

When Julia had a vision of Peter Parker getting attacked and killed by a shrouded individual, the Sin-Eater, she gathered Spider-Heroes from across the Multiverse to help him and they founded the Order of the Web. She and the other heroes were soon possessed by the demon Kindred, but not before Julia warned Peter that the events she foresaw couldn’t be stopped, despite her best efforts.

Julia and the others were soon released from their possession after Parker cut a deal with Kindred and allied with Stephen Strange, AKA Doctor Strange, and Felicia Hardy, AKA Black Cat, to help Parker. They entered the astral plane where Julia died and was subsequently revived. Kindred captured the group but they were soon all liberated thanks to Mary Jane Watson’s intervention and Kingpin’s capture of Kindred with the help of Norman Osborn. After the ordeal, Julia and the team didn’t quite understand what happened, but they knew that Peter still needed their help and chose to remain together as simply The Order.