Serpent villains Bushmaster and Diamondback explore an undersea A.I.M. base in search of the long-missing MODOK—and they find him. The mutated monster is recharging his powers when they attack; MODOK manages to mount his flying chair and bursts out through the ceiling. Bushmaster hooks onto him but the mutant blasts Bushmaster’s cyborg arms off and he falls into the sea….
Captain America checks up on his new nationwide citizen’s hotline and Bernie Rosenthal has a complaint: the response is too overwhelming for her alone to keep up with. Cap discovers that someone is trying to tap into the computer system; Cap puts a trace on the signal….
MODOK crashes down in rural New Jersey and finds a hiding place in the back of a toy company truck. Meanwhile, Diamondback reaches the Serpent Saucer and contacts Sidewinder with the news that they have found their quarry. Sidewinder gets in touch with the rest of the Serpent Society and they begin to rendezvous in the area….
At that time, Cap arrives in Montclair, New Jersey where he has traced the hacker’s signal. He finds single mother Holly Riddley and her teenage son Hiram. Hiram introduces himself as a major Captain America fan and demonstrates how he has been using his PC to monitor and organize calls to Cap’s hotline. While looking over Hiram’s reports, Cap discovers that the Serpent Society villains are converging not too far away. Cap heads to the scene where the serpents have tracked MODOK to a mall. Cap runs into Princess Python who wants nothing to do with the Society now that they are facing such a dangerous foe as MODOK. Cap persuades the mall management to evacuate the place, citing a gas leak. Soon the Serpents are battling both MODOK and Cap; Diamondback gets into a position to poison Cap but is halted by her attraction to the man. Cap arrives just in time to see Death Adder sinking his poisoned claws into MODOK. Cap overpowers the serpents and watches helplessly at MODOK dies.
Epilogue: Cap offers Hiram and his friends the job of monitoring the hotline.