At the far edge of the Andromeda Galaxy, the Crunch Energy Cascade/Klyn Prison Complex is suddenly attacked by a large energy weapon called the Annihilation Wave along with a score of alien warship. The highly destruction wave begins tearing the ancient penal colony into pieces! After its destruction, the wave moves on to the world responsible for the Crunch/Klyn's security, Xandar and its Nova Corps!

At Xandar (now called the Xandar Cluster), the inhabitants of the domes are being evacuated to the Xandar Spaceport where Nova Corps' transport vehicles await to remove the refugees. Inside the giant Nova Corps Headquarters, the entire Nova Corps has been recalled in order to battle the oncoming threat. Arriving via Dimensional Phasing Teleporters, Nova and two fellow Nova Corps members, a Rigelian named Pyo and a Centaurian named Samaya, step into a Briefing Area along with all of the Nova Corps. Rich Rider gets some ribbing from Pyo but Samaryn tells Rich that she treats all Nova Corps members with disrespect.

Their conversation turns to discussing the reason why the Xandarians don't use dimensional phasing to evacuate the Xandarians. Pyo informs Nova that phasing is a very complicated process and the risk of death via colliding phase tubes is too great to use for such a large number of people. The conventional use of StarGates will be used by the transport vehicles to take the population to safety. The Centurions continue into the briefing.

An unnamed violet skinned, gray haired alien (possibly a new Prime Commandant) briefs the Corps. With the fall of the Klyn Power Units, the energy source of two hundred star systems has been destroyed. The likelihood of civil unrest in those systems is high and the Nova Corps is being called upon to prevent the potential uprising. To assist the Corps, the WorldMind has opened full access to the Nova Force to all members of the Corps regardless of rank. The WorldMind has calculated that the wave is two solar systems away and they begin arranging their assignments while other members of the Nova Corps continue to evacuate the various alien races who occupy the Xandarian Cluster. However, the time left before the Annihilation Wave arrives has been miscalculated and the destructive force begins hitting the edge of the domed worlds!

The Annihilation Wave and the invasion army of alien warships begin attacking the cities of Xandar! The transport ships are destroyed as they attempt to leave the spaceport. Rich Rider grabs his helmet and decides to bring the fight to the attackers! Samaya joins him and informs Nova that the WorldMind's artificial intelligence has become corrupted thus their reconnaissance capabilities have been compromised. The Corps continue to fight the alien attackers who are fighting with blaster weapons. Nova notices the alien soldiers are shooting recklessly and without regard to whom they hit. Nova takes advantage of the aliens' lack of strategy and orders the other Nova Corps members to follow his lead. The young hero flies into the soldiers and begins bouncing off of them. This causes the aliens to shoot their fellow soldiers in the pursuing crossfire! Samaya and the other protectors of Xandar join in fighting back.

After taking out a number of the invaders, Nova and Samaya are stunned to look up and find a fiery ball of burning metal headed straight towards them! Samaya announces that it is the deorbiting wreckage of the Xandarian Spaceport as she and Nova try to get out of its destructive path. Realizing they cannot escape a collision with the Spaceport, Nova tells Samaya to follow him through the fireball! Samaya does as Nova requests and tells him that, if they survive, she will be his mate for life. As Rich tells her that they have a deal, a large chunk of debris collides with Samaya and decapitates her.

As Nova recoils in horror, the majority of the spaceport debris smashes into the young hero and drives him towards the ground! He tries to push away from the wreckage but its mass is too great. With his hands burnt and the front of his uniform melting, Nova takes the full brunt of the explosion as the spaceport fireball collides into the Nova Corps Headquarters!

Later Nova, barely alive, regains consciousness and begins to crawl his way through the wreckage of a completely destroyed Xandar. The young hero climbs his way to the top of a collapsed building and surveys the damage. He is shocked to find nothing but a leveled landscape. In deep grief, Rich Rider falls to the ground and mourns the loss of the Corps and his friends. Later, Nova begins a personal log recording the last days of Xandar.

Meanwhile, the force behind the Annihilation Wave is revealed to be the ruler of the Negative Zone and foe of the Fantastic Four; Annihilus!