Young Danny Mitchell's life seems to be falling apart. First his father died, then his mother moved them away from his life in Minneapolis, Minnesota, to the small river town of Martins Ferry, Ohio. Yet when he finds his father's boyhood journal, things start looking up as he and some neighborhood kids begin exploring the haunts of his late father.

But Danny's life is about to get an even bigger shock. Barbas, one of The 88, has destructive plans for North America that will start in the Ohio Valley region, from Pittsburgh to Martins Ferry. Jealous of the other members of The 88 and hoping to unleash something worse than the rest, Barbas has brought Dr. Ramachandran into his confidence, an Indian scientist who conducted experiments on captured Pakistanis a decade ago and is now a hunted man. Together with Captain Merritt of The Black Hand, Barbas and Ramachandran release a mist that genetically alters humans at a physical level, changing them into strange human-insect hybrids that have the ability to spread this alteration to others.

As hordes of the changed victims spread across the Ohio Valley region and beyond, Danny and his friends, along with a few other unchanged people they meet along the way, struggle to maintain their humanity in a world gone weird.