The Southeast Asian Republic, or SEAR, has spread a virus through the world that suppresses the x-gene completely and created a serum that creates super-powered beings of their own called the People. When the People decide to take over the SEAR government, Nick Fury sends Clint Barton, aka Hawkeye, and the untested Ultimate X team and the Hulk, to SEAR to get a sample of the serum, possibly the only hope of saving mutantkind.