The story revolves around how the Avengers—Iron Man, Captain America, Thor, and the Hulk, together with the help of Spider-Man and a group of teens—harness their respective fighting skills and superhuman powers to foil Loki's scheme to take over the world.
After interfering with a top secret mission, the Punisher is taken into custody by S.H.I.E.L.D. Agent and Avenger, Black Widow. At the orders of Director Nick Fury, Punisher and Black Widow are sent on a mission to stop Leviathan, a global terrorist organization that plans to sell stolen S.H.I.E.L.D. technology to the highest bidder. Now, the vigilante and spy must work together to prevent this technology from falling into the wrong hands. The fate of the world, and of the Avengers, hangs in the balance.