- The Avengers
- Secret Warriors (First appearance)
- Griffin (John Horton) (Final appearance)
- Viper (Skrull) (Main story and flashback)
- A.I.M. (Mentioned)
- Ultron (Mentioned)
- Thor (Thor Odinson) (Mentioned)
- Ant-Man (Hank Pym) (Mentioned)
- Hydra (Only in flashback)
- Mockingbird (Bobbi Morse) (Only in flashback)
- Dora Milaje
- Energy shield
- Captain America's Uniform
- Captain America's Motorcycle
- Hawkeye's Bow, Trick Arrows
- Hawkeye's Suit
- Iron Man Armor
- Wasp's Suit
- Bio-Synthetic Wings
- Pym Particles
- Panther Habit
- Captain Marvel's Suit
- Black Widow's Gauntlets
- Black Widow's Suit
- Quake's Gauntlets
- Mockingbird's Suit
- Mockingbird's Battle Staves
- Grim Reaper's Scythe (Only in flashback)
- Satan Claw (Only in flashback)
It's a dark and stormy night above Manhattan, and aboard the S.H.I.E.L.D. Helicarrier, Acting Director Maria Hill is sleeping - until she's woken up by Nick Fury and Mockingbird. Fury tells her about the Skrull invasion and that she can trust nobody as they've all been infiltrated, and is gone before S.H.I.E.L.D. agents can respond.
In a pizzaria Tony Stark, Clint Baron, Janet Vvn Dyne, Steve Rogers (the Skrull imposter), and Carol Danvers are assembled to welcome Carol to the Avengers and eat pepperoni pizza. The Hulk is on monitor duty, and the Black Panther is on Hulk duty.
At the Mansion, Hulk is clearly bored, and the Black Panther is silently meditating. The Hulk claims that the Black Panther talks too much.
In Central Park, Quake is seemingly incognito for a jog, but she's acting as a decoy to attract an attack from the Griffin, who obliges her. She uses her vibration powers to enrage him.
At the pizzaria we discover that Ms. marvel joined the air force so that she could fly fighter jets before she was transferred to Investigative Services; that she got to the rank of Major, that she was with the 102nd squadron, and that her call-sign was Warbird. The Griffin flies by, having escaped Quake in the park, and the assembled Avengers dash off in pursuit as Stark tries to settle the check. As he's placing a to-go order for ten pizzas for the Hulk, the waitress shoots him with a tranquilizer dart; it was the Black Widow in disguise.
Stark wakes up in Fury's personal safe house, and Fury, surrounded by Quake, Mockingbird, and the Black Widow. They tell Stark about the Skrull infiltration.
The Avengers herd Griffin back to the park, where Ms. Marvel engages the Griffin while the others watch; they are hazing the new recruit while tossing out "helpful suggestions".
Mockingbird lays out her suspicions about Hawkeye being the Skrull plants, and the Black Widow points out that the ViperSkrull had all of the original Viper's memories as well as her shape and appearance.
The Avengers have turned the defeated Griffin to prison, and returned to the Mansion where they are all confronted by Iron Man, who reveals what Fury has told him. Hawkeye stands accused, and Ms. Marvel wants to take him in for questioning. A fracus ensues. The Black Panther heads to Wakanda. Iron Man and Ms. Marvel leave, with Iron Man telling them all that the Avengers are finished.
The impostor Captain America rallies the remaining Avengers, who vow to carry on.
Fury and his team watch the disintegration from across the way; Fury set up Stark to react the way he did so the Skrull infiltrator will expose himself.
In Wakanda, the Black Panther issues orders to prepare for invasion.
Ms. Marvel, having returned to S.W.O.R.D., has not filed a report on the incident
In his Stark International office, Stark throws his Iron Man helmet across the room in frustration.
The Skrull posing as Captain America has sneaked away to report to his superior, the Skrull queen, who has taken the form of Mockingbird.
- This is strangly similar to Avengers #16 where most wanted to leave for one reason (mistrust/wanting to stop "heroing"), leaving 4 avengers left, all are similar to one another (Skrull Cap/Cap both being Captain America, Hulk/Quicksilver both green, Wasp/Scarlet Witch both girls, and Hawkeye/Hawkeye being Hawkeye).
- The title of the episode refers to the slogan of the Secret Invasion event during 2008.
- Briefly while Ms. Marvel fights Griffon, Wasp has her wings at normal human height. This can be assumed to be an error, since it only appears for a second.