At last—witness the birth of the Marvel Zombies as told by the creative team of the best-selling limited series! Kirkman and Phillips pull out all the stops as they reveal the secret story of the day the Marvel Heroes became brain-eating monsters! Want to see the Avengers eat Jarvis? You won’t get that in this month’s New Avengers, effendi! And we dare you to pry your eyes away from Arthur Suydam’s top-secret double-gatefold zombified homage to a classic 1990's cover you don't want to miss.
Spider-Man rushes home. He tells Aunt May and MJ that he was bitten by Colonel America. He doesn't feel too good. Aunt May goes to get some peroxide as MJ rushes to Peter's side when he bends over in pain. He cannot control himself or his hunger. When Aunt May walks out, she sees Peter eating Mary Jane. He asks her to lock herself in the bathroom because he cannot control himself. The Marvel Zombies are on the loose in New York City.
Above Earth in Asteroid M, Magneto and Fabian Cortez talk. Magneto blames himself for what has happened. He tried making a deal to lower the number of homo sapiens so mutants would have a fighting chance. He didn't realize that the virus affects both humans and mutants. Magneto decides he must go to Earth and try to save some people. He tells Cortez to stay and monitor the situation. Asteroid M might be the only refuge they'll have.
Back in New York, Nova comes looking for Peter. He's concerned with all the "crazy stuff" going on and wanted to make sure he and his family were okay. Spider-Man is saying there's not enough to share. He tells Nova not to look at him and forces him out through the window. As Spider-Man tries to bite Nova, Daredevil comes from behind. He says they have to kill Spider-Man. Nova can't kill his friend and Spider-Man manages to take a bite out of Daredevil.
Elsewhere, Colonel America orders the Avengers to stop. He tells them to look at themselves. He says there may be a cure.
In Westchester, New York, the X-Men are fighting zombie Alpha Flight. Cyclops tells his team that they have to keep fighting them despite the fact that they keep coming. They can't let the zombies inside to get at the students. Suddenly, the Alpha Flight zombies are hit in the head by metal objects, crushing their skulls. Magneto has arrived to help. He tells them they cannot show mercy. It's kill or be killed. The X-Men are surprised to find out that there's more of these creatures.
In New York City, Hank Pym (Giant Man) and Black Panther are running to Hank's lab. They are surprised as to how quickly the hunger got to Colonel America. They are hoping they'll be able to come up with a cure when Black Panther notices that Hank's been bitten. Hank grows to a giant size and smashes Black Panther. He says he doesn't want to be caught without a meal when the hunger strikes. He figures with the way the others are eating, the food supply will be gone soon. He drags Black Panther back to his lab.
The zombies continue to attack the innocent. At the Baxter Building, She-Hulk has just attacked Franklin and Valeria. The Fantastic Four is saddened that they let their guard down. They thought they were safe there. She-Hulk knew the codes to get in and ate the kids. Sue is so upset that she creates an invisible bubble inside She-Hulk's head and expands it. Reed gets a call from Nick Fury. They make their way to a S.H.I.E.L.D. helicarrier and meet up with Thor and Nova on the way. Inside is the resistance. Nick explains everything to all the surviving heroes gathered. He says it's too late to be contained but they still might be able to reverse it. Nova says they're crazy. They're already outnumbered. Nick says the only other option is to give up.
Hank makes his way back to the Avengers' Mansion. He finds Colonel America, Black Widow, Ms. Marvel, Luke Cage, Wasp, and Hawkeye all feasting on poor Jarvis. Around the world, the last few uninfected heroes fight against the zombies.
On the helicarrier, Sue finds Reed working alone. He seems to be admiring a dead Guardian zombie. He says he is amazed that the infection turns them into efficient life forms. He says the changes almost seem to be improvements on the human form. Sue is disgusted and has to leave. Elsewhere on the helicarrier, Tony Stark tells Nick that they may have no choice but to transport the survivors into the Negative Zone for their safety.
Outside the heroes are getting overwhelmed. More and more are getting bitten and infected. On the helicarrier, Reed calls in the resto of the Fantastic Four. He says they should just give in. He's already infected them with a scratch. They begin to hunger and Reed allows them to attack him in order to infect himself. They come across Stark and Fury by the teleporter to the Negative Zone. Reed tells them to infect Stark but not to eat him completely. Nick prepares to teleport himself along with Nightcrawler, Colossus, Storm, Dr. Strange, and Thor. Then he realizes that since the virus came from another world, they run the risk of taking it with them.
Once they've all been infected, Reed tells the others that now is the time to try to rebuild the teleporter and find another dimension in order to find more food.
- The cover is a homage of the Jim Lee cover of X-Men #1.