I had a feeling we'd meet again. The witness. You, Watcher. All these eons staring and watching everything. So sanctimonious in your silence and your judgment. Have you come then at last to witness my greatest failure? Skadi awakens -- I fear the final prophesy is at hand, and there you stand, like a titanic, mute baby too dumb to be of use. Who are you to judge the All-Father? Am I to tremble at your appearance? Have you come to witness the breaking of worlds, then, in your morbid and cruel curiosity? Well? Well?!? Are you here to see a god die? 
- —Odin in conversation with Uatu the Watcher.
Appearing in "The Serpent"
Featured Characters:
Supporting Characters:
Antagonists:
- Sin (Sinthea Shmidt) (First appearance as Skadi)
- Skadi (First appearance) (Possesses Sin)
- The Serpent (Cul Borson) (First appearance)
Other Characters:
- NYPD
- Jamie (First appearance)
- Thule Society (Death)
- Broxton residents
- Watcher (Uatu)
- Red Skull (Johann Shmidt) (Mentioned)
- Adolf Hitler (Mentioned)
- God (Yahweh) (Invoked)
- Stark Resilient (Mentioned)
- The Worthy (Mentioned)
Races and Species:
- Humans
- Asgardians
- Mutants
- Kree-Cockroach Hybrids
- Human-Kree Hybrids
- Vanir
- Ravens
- Frost Giants
- Asgardian-Frost Giant Hybrids
- Watchers
- Cows
- Horses
- Dogs
- Frogs (Mentioned)
- Apes (Mentioned)
- Ants (Mentioned)
- Wolves (Mentioned)
Locations:
- Earth-616
- Midgard (Earth)
- North America
- South America
- Asia
- Antarctica
- Fortress Null (First appearance)
- Pacific Ocean
- Asgard
- Hell (Invoked)
- Negative Zone (Mentioned)
- Midgard (Earth)
Items:
- Hammer of Skadi
- Spider-Woman's Suit
- Spider-Man's Suit
- Wolverine's Suit
- Hawkeye's Suit and Bow
- Bleeding Edge Armor
- Mjolnir
- Ms. Marvel's Suit
- Thrudstok
- Yggdrasil
- Manbreaker (First appearance)
- Hammer of Mokk (First appearance)
- Hammer of Nerkkod (First appearance)
- Hammer of Nul (First appearance)
- Hammer of Greithoth (First appearance)
- Hammer of Kuurth (First appearance)
- Hammer of Angrir (First appearance)
Synopsis for "The Serpent"
People are protesting at a building about something at Ground Zero in New York. Steve Rogers and Sharon Carter are on hand to try and quell the disturbance, unfortunately a violent riot ensues among the protesters and the police were forced to shoot tear gas into the crowd. Steve and Sharon stand in the middle of the riot as Sharon asks, "How? How do we stop all this? Steve?", but Steve doesn't answer. It cuts to Red Skull's secret base in Antarctica (built in 1942 to house a device that his Thule Society summoned). Sin arrives on the scene and breaks into the facility, killing all of the Nazi guards. Sin then opens up the main vault and discovers a hammer. Much like Thor's hammer, it was thought that nobody could wield it. Sin, however, is able to lift it. Upon doing so, she is transformed into Skadi.
Sin transformed, Skadi resurrected.
It cuts to both the Avengers and New Avengers assembled near the scene of the riot; searching for technological, chemical, and magical traces to see if a villain had caused the riot. Everything comes up clean. Steve voices his disappointment in humanity. Iron Man, in an attempt to raise the country's moral, comes up with the idea to rebuild Asgard in Broxton Oklahoma and wants Steve and Thor there as a publicity stunt to show unity between Asgard and Earth. It then cuts to Broxton where a local man who has lost everything is moving away from his house. His neighbor tries to convince him and his family to stay, telling him that Stark and the Avengers are going to put the whole town to work rebuilding Asgard and that he should stay. The man replies with a warning that he needs to start locking his door at night. That if things keep happening, people will be at each others' throats.
It then cuts to the Avengers addressing the locals of Broxton and the gods of Asgard. They talk about how they are all one and they are going to rebuild Asgard in Broxton. The panel shifts over to Odin and his ravens watching the Avengers address to the people. Meanwhile, the Watcher watches Odin. Odin lashes out at the Watcher, saying has no right to judge him and accuses that he is watching Ragnarok coming upon them in cruel curiosity. Odin rants on about Skadi and that the Final Prophecy is at hand. The Watcher says nothing and walks away silently as Odin keeps ranting.
Thor then appears on the scene and asks his father to stand with them as they announce their plans to rebuild Asgard. Odin replies that they could rebuild Asgard with a simple snap of their fingers back in Asgard-space and not on Earth with these apes.
Thor says that Odin needs to accept humans even though they no longer worship Odin. Odin then lays a beating down on Thor and says that humans are ants and are useless. Odin asks Thor if he is man or god. Odin tells Thor to choose. Thor responds "Man." We cut to the Pacific Ocean where Skadi swims down into the darkest depths of the ocean. There she finds an underwater tomb guarded by giant sea dragons. Skadi takes out the dragons and then bursts into the tomb. An old Norse god steps forward and said that he is the true All-Father. The old Norse god calls Skadi his child and says "I am returned."
It cuts back to Odin sensing that Skadi has freed the old Norse god. Odin calls the old Norse God "The Serpent." Odin says that the Serpent is back. Odin then interrupts the huge feast that is going on between the Asgardians and the Avengers. Heimdall then yells "I see everything. He has returned! He is coming!" Odin then says that the gods must leave now and go home, that the order is given.
Thor disagrees and places his hand on Odin, who swats Thor across the face. Thor responds to this by attacking Odin with Mjolnir. Odin then tells Mjolnir to drop. The hammer then falls and Thor cannot pick it up. Odin says "Yes. Odin giveth; Odin taketh away."
Odin proceeds to beat up on Thor some more.
Odin beats down his own son.
Odin says that Thor is coming with the Asgardians either willingly or in chains. Hogun and Volstagg pick up the beaten Thor and carry him with them. Odin snaps his finger and recreates Asgard and the Rainbow Bridge to Asgard. The Asgardians then walked across the Rainbow Bridge and leave Earth and the Avengers behind.
The scene moves to The Serpent and Skadi. The Serpent says that Odin knows that Skadi has freed him. The Serpent calls himself the true All-Father. That Odin is the usurper to the crown of Asgard. The Serpent says that first they must make everyone on Earth fear him of his power.
The Serpent says that it is time to summon The Worthy. Seven comets suddenly streak through space. The seven comets land in various locations on Earth. In Broxton, one of the locals is on his front porch with his son and they watch one of the comets streak down to Earth. The father says it is time for bed. The boy asks if his dad will tuck him in. The dad replies "Sure. Tuck you in safe and sound" as the dad locks the front door. In the ruins of Asgard, the Avengers are standing around a tree made of green energy (presumably a form of Yggdrasill) with six blue orbs with stars inside of them surrounding the green energy tree. Spider-Man asks Steve Rogers what just happened. Steve answers "The gods have left us, Spider-Man. We're on our own."
Solicit Synopsis
DO YOU FEAR...TOMORROW?
In this time of global anxiety of economic turmoil and mass hysteria, Sin, the new Red Skull, has made an awesome discovery...a shameful secret that will rock the foundations of the Marvel Universe! A revelation that will divide father and son, turn friend against friend, and herald the rise of Fear personified. HE IS RETURNING...and the world has nothing to fear but FEAR ITSELF. Matt Fraction and Stuart Immonen bring fans the biggest Marvel event since CIVIL WAR!Trivia
- Tony Stark mentions Norman Osborn in his speech about rebuilding Asgard, referring to Fear Itself's predecessor "Siege" in which Norman Osborn and the Dark Avengers brought Asgard crashing down to Earth.
- Although not seen clearly, Loki is within the crowd at the feast between the Asgardians and the Avengers.
- A small preview of Planet Red Hulk is featured at the end of the comic.
- Before lifting the Hammer of Skadi, Sin mentions that she foresaw herself wielding it in a dream, in which she kills Captain America and is made queen of the world.