Aboard the SHIELD Helicarrier, the Avengers and Nick Fury watch as SHIELD agent Quartermain's ship is attacked in Earth's orbit. It comes hurdling to Earth, crashing through the Helicarrier. Before he dies, he warns of the coming of Galactus.
Out of nowhere, Doctor Doom appears aboard the Helicarrier and warns them of the impending doom. This gives them a head start on stopping Galactus' heralds from placing their capacitors on the Earth, used so that Galactus can consume the planet. The Fantastic Four head to Moscow and the Hulk heads to the south pole to intercept the aliens.
In Moscow, the Fantastic Four face off against the Silver Surfer. But Doom has other plans, and launches a nuclear arsenal at them. Reed manages to use one of his power siphoning devices to temporarily incapacitate the Surfer and the Human Torch destroys his capacitor. Doom's missiles hit their target, but the Surfer remains alive.
In Los Angeles, the SHIELD Helicarrier faces off against the herald Plasma. They are no match for her, but sacrifice themselves to destroy the capacitor and Plasma with it. Meanwhile in Antarctica, Hulk, Scarlet Witch and Vision face off against Firelord. Hulk is able to defeat the herald and destroy the capacitor with his own weapon.
In Hong Kong, the Avengers are faced by the herald Terrax. In the battle, Hawkeye and Wasp are killed. Thor manages to defeat Terrax and destroy the capacitor.
Doom launches more missiles at Galactus, located above New York City. But Galactus' force field protects him and his ship. The remaining Avengers meet with Bruce Banner and they devise a plan. Earth cannot be saved, but maybe they can destroy Galactus so he cannot continue to consume other planets. They travel to destroy the Gamma Reactor and open the flaw in the space-time fabric inside.
With the help of the Silver Surfer, the device is destroyed and Earth along with Galactus and all of Earth's inhabitants is consumed by the breach in space. Once again, Doctor Doom travels back in time to avert this......
Continued in Iron Man Vol. 2 #12