Taking S.H.I.E.L.D. hardware and recreating it into something far more sinister, the Mad Thinker had dubbed the main base of the Intelligencia the Hellcarrier. The massive flying craft was still a work in progress, but once finished, it would no doubt be as deadly as those in command of it.
After the Frightful Four kidnapped Mister Fantastic from his home in the Baxter Building, the Wizard took his team, along with his newest recruit Lyra, back to the Hellcarrier. Once she felt those on board trusted her enough to let her roam free, Lyra searched the ship and found the target of her obsession ever since she went missing. The She-Hulk was floating unconscious in a tank, but what the Intelligencia planned to do with her remained a mystery.
When both Bruce Banner and the Red Hulk assaulted the Hellcarrier, She-Hulk's body went missing, and Lyra proved to be an ally instead of a true agent of the Intelligencia. Members of the Avengers, Fantastic Four and the X-Men also infiltrated the craft but were trapped by the Trapster. Banner was in the process of releasing the captured geniuses when Red She-Hulk attacked, and Red Hulk was about to foil the Intelligencia's plan before falling to the combined might of the Gammadroid, M.O.D.O.K., and Cosmic Hulk.
Somehow, Banner was outsmarted and Red Hulk was out powered, and even having Deadpool as a plan B proved fruitless. The Intelligencia activated their final stroke, leaving Banner a helpless prisoner and Red Hulk alone against an army of Hulks – including the heroes previously backing him up. Helpless on board the Hellcarrier, the Red Hulk had to admit the Intelligencia had finally won.
The Hellcarrier became the Hulks last stand, and Banner was not going to let the opportunity pass him by. He used the tech on the craft to undo the damage the Intelligencia had done. Banner "plugged" himself into the machine and drew all of the stolen gamma radiation into himself. The cost was high as Samson gave his life to help Banner, and Banner gave up his humanity to become the Hulk once more. The ship could not handle the strain and crashed into the ground below with Hulk still on board. All others managed to evacuate in time.