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The U-Foes are a group of four power-hungry individuals, brought together by Simon Utrecht in an attempt to duplicate the creation of the Fantastic Four.

Utrecht, a former politician and multi-millionaire, funded an operation to gain superpowers the same way the Fantastic Four did. He reviewed thousands of files, interviewed hundreds of applicants, and chose three other members. His group flew a spaceship into outer space, and were exposed to cosmic rays. What the group did not know was that they would be exposed to an even more massive amount than the Fantastic Four and that it would most likely kill them. Physicist Bruce Banner wandered into their New Mexico launch facility and aborted the flight by reprogramming their computer before the group was exposed to the terminal levels of cosmic rays.

The group however did gain their powers and the newly christened U-Foes (naming themselves after Utrecht) attacked Banner, believing he had prevented them from gaining greater powers, 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. Seeking recognition and revenge, the U-Foes attempted the Hulk's execution on live television, but the Hulk defeated them with help from an alien.

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