The alliance between Iran, Syria and Hezbollah is central to Middle East security – yet we know surprisingly little about what makes it possible. Existing accounts concentrate on material or ideational incentives to explain this alliance, without however offering a systematic explanation for its rise and endurance. Most strikingly, these accounts fail to acknowledge how different these actors are from one another, and how unlikely it is for them to form an alliance – let alone a stable one. This article traces the genealogy of this curious form of cooperation in order to shed light on the sources of converge that are strong enough to overcome their manifold divergences. It finds that shared memory of humiliation and betrayal at the hands of the US and the West more generally is the main reason for the rise and endurance of this alliance. It is an alliance that defends an absolutist conception of self-determination in order to resist US hegemony in the region, even it violates the individual self-determination of the people under their authority. Overall, the article shows that neither materialist nor ideational approaches get to the bottom of why states cooperate amongst themselves and with nonstate actors to form counter-hegemonic alliances, such as the Iran-Syria-Hezbollah axis – a form of counter-hegemonic non-hegemonic cooperation.