It is the end of the world as we know it. Magneto caused a worldwide Tsunami that virtually wiped out the eastern Seaboard of the US killing hundreds of thousands, including dozens of superheroes. Out of the remains of this mega-disaster a new team of Ultimates is born.
Lead by Nick Fury, who has just returned to this dimension from his self-imposed exile, he is approached by Sharon Carter (The new head of S.H.I.E.L.D. to lead a new, Black-Ops team of superheroes that will operate out of the re-build Triskilion.