This story takes place in Manhattan in 2019. North America is a wasteland ruled by the Daemonites. It is revealed that the Daemonites on Earth went insane in anger and grief after learning that their homeworld had been conquered by the Kherubim. Still intent on conquering Earth, they stole Sentinel technology from the US government and fused the technology with themselves, turning themselves into monstrous cyborgs who easily overpowered the combined human/superhuman/Kherubim forces which tried to stop them. By the time of the story's beginning, most of the Marvel Universe superheroes have either been killed or imprisoned, along with several Wildstorm superheroes. Of the surviving superheroes, Savant, Voodoo, Zealot, Lord Emp, Mister Majestic, Warblade, Storm, Kitty Pryde, Jean Grey, and Cable are all prisoners of the Daemonites. Zealot, Cable, Jean, and Mister Majestic are segregated from the rest, subdued, and subjected to near-constant torture. The rest are held in holding areas patrolled by Daemonite guards. Emp is wheelchair-bound, and Storm is mildly deranged due to a severe attack of claustrophobia caused by being buried in a pile of corpses. All of them have had their powers shut off by living implants in their bodies, and those who are physically able are forced to perform horrific, demoralizing tasks such as examining corpses.