Former U.S. Representative and industrialist Simon Utrecht decided that economic and political power was insufficient, and sought super-powers. Scientist Michael Steel identified a window where the conditions which created the Fantastic Four could be duplicated, so Utrecht hired him to design, build and fly a spaceship. Accompanied by life support specialist Ann Darnell and her brother, propulsion engineer James "Jimmy" Darnell, the foursome rocketed into the cosmic rays and were changed. Physicist Bruce Banner found their New Mexico launch facility and aborted the flight; believing Banner had prevented them from gaining greater powers, the foursome (naming themselves the U-Foes after Utrecht) attacked Banner, but their unfamiliarity with their powers let the Hulk defeat them. Fearing their lack of control could prove fatal, Utrecht funded research into technology to further this control. This technology proved capable of "curing" certain powers, which later intrigued Utrecht's friend and associate, rogue CIA agent William Cross. Seeking recognition and revenge, the U-Foes attempted the Hulk's execution on live television, but the Hulk defeated them with help from the alien Bereet.