It's actually one of my favourite Spider-man stories of all time. It kind of captures everything I love about the character and ramps up the problems to 11 all in the name of showing why Spidey is sucha kick-ass character. It went from depressing and heart-wreching to heroic and triumphant in beautiful manner.
The art is awesome. The contrasts between old man Peter, black costume Spider-man and classic Spider-man are just stunning.
I also really liked Sandman's daughter.