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While the origins of Fall of the Hulks are found in Fall of the Hulks: Alpha, the true catalyst for the death of Thaddeus Ross at the hands of Red Hulk. From this moment, it is revealed that two factions in a war of characters from the Hulk franchise are gathering to battle. On one side, the Intelligencia, lead by Leader and M.O.D.O.K. who seek to eliminate the top eight smartest men in the Marvel Universe while preparing for a grand finale scheme. On the other side, the recently depowered Bruce Banner and the recently betrayed Red Hulk who is revealed to have been created by the Intelligencia.

One by one the Intelligencia remove the eight men, Reed Richards, Dr. Doom, T'Challa, Hank McCoy, and Hank Pym (only one of the final two is unaccounted for, Tony Stark being in a coma at the time and Bruce Banner being the Intelligencia's main antagonist) while Red Hulk and Banner make their own plans.

Eventually the Intelligencia's plan is revealed when Bruce Banner and Red Hulk make their assault on the Hellcarrier, a modified version of Tony Stark's Golden Helicarrier which Red Hulk seemed to have destroyed. Capturing Red Hulk and leeching off of his immense power with special technology, Leader and M.O.D.O.K. funnel the special power into their army of A.I.M. soldiers, turning them into similar Red Hulks. Also the gathered heroes used to assault the Hellcarrier including the X-Men, Fantastic Four, and New Avengers are similarly hit by the power, making Marvel's most prominent heroes into Hulk versions of themselves, including Thor, Spider-man, Wolverine, Captain America, Cyclops, Thing, and Deadpool. The arc ends with the Intelligencia having won, with an army of unlimited Hulk-based power, the traitorous Red Hulk outmatched, and Bruce Banner added to their brain drain, trapped in a fantasy world without his knowledge. This all leads directly into the next major Hulk arc World War Hulks.


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