The Phoenix Force has arrived on Earth, and the Avengers' plan to stop it has failed. Iron Man's massive suit of "Phoenix Buster" armor has unexpectedly split the entity into five pieces, each possessing a different X-Man. Led by Cylcops the Phoenix Five wield absolute power, outlawing the Avengers and driving them underground. It will take the entire Avengers roster to stop them, including the Scarlet Witch and Protector, but how can the team defeat five Phoenixes when they can barely survive a fight with just one?