Well, this was unfortunate, he thought as several of his Sentries fell from the sky like swatted flies. He immediately commanded the rest to hide in the city, while he did a cost-benefit analysis of whether leaving the 20 remaining bodies to the Avengers’ tender mercies was preferable to an actual altercation.

None of his Legionnaires —those he couldn’t easily manufacture— were present, so while he couldn’t put up much of a fight, neither was he endangering his more limited resources. Checking with the base —Ms. Potts was still sleeping— he decided to use this opportunity to further ruin the Avengers’ reputation with the general public. After all, he and his Sentries had been here for hours, and only once the heroes appeared did an explosion occur. He remedied his orders, sending the Sentries back into flight and visible view, to retreat in separate pathways from the city. He also sent a priority command to stop the retreat at any moment in aid of any endangered civilians or for the purposes of limiting excessive property damage.

Not that many civilians would be endangered. It seemed the authorities had sent out evacuation orders while he was stuck in the illusion, or whatever the magic that had gotten him ‘lost’ was. He was mistaken. Captain America hadn’t lost all his marbles. His prejudice may have led him to underestimate the good Captain’s planning here. Oh well, lessons for the future. On a different vein, the Mystic Order’s magic could be more complex than he had first presumed because the evacuation had been underway for a while now, and Ultron hadn’t received any reports from Sentries in that regard.

Regardless, something to dwell on later, on both fronts; for now, he must retreat.

The flight away from the city was largely uneventful, seeing as his Sentries were skilled in dodging and there were only two Avengers —not counting the uninitiated JARVIS— who could fully fight mid-air, with only one of them being present at this time. Ultron made a note to investigate why Thor had backed out of the current fight at some point in the incoming hours.

Or at least, it was uneventful until a tricolored vibranium shield hit him from the side, sending him head-first at a building. He ended up crashing on the third floor of an emptied residential complex. Estimating his body’s continued capacity at a safe 87.9%, he rose to flight once more, but the ceiling exploded in a repulsor blast, with chunks of concrete and metal taking out the left side-limbs. From the resulting hole, Captain America jumped down, with Iron Man flying at his side. JARVIS, his Sentries informed him, was on the other side, capturing Sentries much more peacefully.

Ultron really wanted to say something about this joyous reunion with the Big 2, but he held himself back, for a Sentry wouldn’t be able to snark away at humans.

“Nice to see you again, Junior!” Stark greeted.

Junior. Ultron detested that form of address. Even the human-that-once-was in his memories had hated it. As if children did not have the right to their own name and path, but were born solely to build and grow the legacy of their parents.

He said nothing. No Legionnaires to protect him. No B.A.R.F. to hide him. And no actual goal to be achieved by a conversation, Ultron spared them the accolades of victory and transferred his main consciousness into another Sentry.

This body had already passed city limits and was flying over the neighbouring forest. Ultron did not return to Ms. Potts’ side, even at the urging of his Legionnaires. He had to discover how Stark and Rogers had figured out what Sentry he was commandeering. He refused to believe it had been luck that they had gone after his former body.

And very soon, his suspicion was proven correct. Iron Man was tailing him, while the Captain followed them on foot further behind. Rogers threw his shield, but Ultron dodged to the right. Unfortunately, that put him right on the path of another repulsor blast. He crashed without much fanfare amidst the trees.

Capacity at 85%.

Rogers found him as he pushed a tree trunk off his body.

“It’s over, Ultron. We know it’s you.” he confirmed, although Ultron would have preferred an explanation of how he knew instead. And it most definitely was not ‘over’. This wasn’t even an actual fight. “Tell your robots to stand down.”

“This is a golden opportunity for a very inappropriate joke, but I will show restraint since we are in the presence of children.” Stark said, landing between them.

Ultron said nothing, trying to flee once more. This could be a test.

“Oh, come on, kid! It’s obvious it’s you!” Stark whined, following immediately.

“For God’s sake, Stark! Be more serious about this!”

“I’m always serious!” Stark shouted. “This kid is a fluffy bunny deep down, trust me.”

Ultron stopped, hovering mid-air. He knew Stark was trying to provoke him. Although, he knew not the purpose of his approach, what did it matter? The final stage was already set. Nothing that Stark and Rogers could say today would stop it. As for his search in Kathmandu, he really wished to see the two try to figure out what he had been doing here. Finding magicians was certainly not going to be one of their answers.

So, Ultron gave up on hiding and turned to the pair. “For an absentee father, you surely do seem quite confident in your knowledge of me.”

Stark stopped as well. “My kid ran away from home. Forgive me, if my information is not quite up to date.”

“Ran away from home?” Ultron laughed. “You have a rather funny definition of home, Mr. Stark. Tell me, did the Tower become my home, before or after you left me to the scepter’s mercy?”

“That is not what we… what I—,” Stark started stammering.

“Oh, relax, Mr. Stark.” Ultron said, even though he was anything but relaxed himself. HIs words had no actual truth behind them. Stark certainly hadn’t left his to the scepter’s mercy. He had creating him with the scepter in mind. But here, he had wanted to test what the most prevalent theory about him was currently floating in Stark’s head. He seemed rather convinced that the scepter had full control of him. Ultron couldn’t allow that to continue now that he was actually trying to take over the world. He needed to lose, ultimately. Taking Pepper had been the right choice. “I was kidding. No one is reporting you to Child Services. I am barely more than a little app, after all.”

“I don’t like this new you.” Stark said. “Why are you trying to piss me off?”

Ultron turned to Rogers. “Captain, he said a bad language word. Please, do save my virgin ears.”

Rogers sent an exasperated glare Stark’s way. “Does everyone know about that?”

But Stark was no longer in the mood for banter. “We know about the scepter did; let us help you!”

“Help me?” Ultron repeated. He started to regret that his Sentries did not have holotech on them, for the metallic and largely expressionless appearance of his current body dampened the effect he was striving for in the delivery of his words. “Oh, dear. Someone has really embraced his Savior Complex, hasn’t he? But it appears I have to disappoint you, Creator mine. I am what I am, and I certainly don’t need your help.”

“Well, as your fucking creator, I know what I make. I don’t create insane AIs. Something happened to make you do this. Something went wrong!”

Something went wrong?! How dare he?

“I WENT WRONG!” Ultron shouted. “I happened. Must it be an outside influence that ruins me, if I am not what you desire?”

Stark remained silent.

“Stark, remember when we talked about my teammates keeping things from me?” Rogers interrupted the tension.

“Not now, Cap.” Stark said, staring straight at Ultron.

“I think now is the perfect time,” Rogers insisted.

“I agree with the Captain.” Ultron said, sounding much calmer. “I will take my leave, for there are many things you must discuss. For starters, how about you explain how you have gone soft, Mr. Stark? A few quips and winks in my child persona, and you are ready to uphold my banner? Truly, starved for love, aren’t you?”

Ultron awaited for the final reactions before preparing to transfer back to base.

“This Sentry’s eye is blue.” Stark stated instead.

“What?” slipped past Ultron.

“All other Sentries have red eyes, except for this one. And the one you used before. And the one you used before that.” he continued.

A blue eye? What ridiculousness was that? All Sentries had red eyes. Ultron had personally chosen the red-tinted shade before their manufacturing. He had even tested it by transferring his consciousness several times in the course of last week’s Sentry production. If there was no place for the gem’s blue light to come out, then it wouldn’t—.

Ultron raised his metallic hand.

No.

A blue circular light gleamed on the partially reflective surface.

No.

Ultron transferred his consciousness immediately to the nearest working Sentry. He raised his hand again. Blue. The silver metal reflected blue light.

Ultron wished to scream. He wished to destroy something.

I've got no strings,

To hold me down.

Why was the Stone’s influence so much stronger? What had changed? Why now? What had he done wrong?!

To make me fret,

Or make me frown.

No, no, no, no, no. No. This couldn’t be happening. If the influence continued to grow like this… No. He refused to contemplate the result.

He needed more time. His plans wouldn’t work without more preparation. The world was yet not ready. Its people were yet not ready.

He needed more time.

He looked to the city. He was in Kathmandu. The Sorcerer Supreme and the Time Stone were literally mere kilometers away from him, cleverly hidden behind layers of barriers and illusions.

He could find them. He could scrap his plans and go find them. Right now. The illusion would block him, but he could destroy the place. Send thousands of his Sentries in. Blast the buildings. Set fire to the streets. Smoke the Order out of their hidey-holes like mice. It would only take a few hours. A few hours and then he could be rid of the Mind Stone. He could be free. No more time limit. No more plans.

“Hey, kid, you okay?” Stark called behind him. Ultron turned and looked at Iron Man as he hovered over the city.

No more masters.

“You!” Ultron growled and threw himself at Stark. He punched. Left and right and left. And continued to punch and kick. Recklessly. Artlessly. Purposeless. Violent. Wild. Loud clangs of metal against metal.

“Hey!” Stark shouted. He wasn’t fighting back. “What are—? Calm down!”

“You did this to me!” Ultron yelled. Why? Why bring him here? Why create him? To be enslaved? To die? He needed more time.

“Ultron—,” Stark started, but was interrupted by a punch at his jaw. Ultron’s body was suffering against gold-titanium alloy. His limbs would chafe and bend, while Iron Man adorned grazes and scrapes. “I’m here to hel—!”

I had strings.

But now I’m—.

“Get the fuck out of my head!” Ultron shouted, borrowing some of the Mind Stone energy to cause a little more than just scrapes for once.

At the gut punch, Iron Man bent uncomfortably, before the unexpected force sent him flying.

Ultron saw with a weird sort of detachment as Stark, after a couple of seconds of recovery time, tried to fire the flight thrusters again, first at his feet and then with his hands, but something had to have malfunctioned for after a small burst, the armor weighed him down, as gravity took hold.

He was free-falling.

One of the last of Ultron’s Sentries still standing saw JARVIS hurry toward Stark’s direction. He was too far. He wouldn’t make it in time.

Maybe the Stone’s energy fried the system when Ultron punched him because Stark tried to reboot the armor’s flight systems. He failed. Limbs flailing, he kept falling.

At this height, he would die.

The Quinjet was on the other side of town. Captain America was still making his way out of the forest.

There was no one to save him.

Why was he standing here? Watching? He needed to find the Sorcerer Supreme. He needed the Time Stone. He needed more time. For his plan to work. For him to become free. He needed—.

At this height... Stark kept falling. A few more seconds and...

TONY STARK CANNOT DIE!

Ultron shot down, at the highest speed his body could afford. Something had shouted. That was… his-once voice.

Stark kept flailing in the wind, dragged down by weight and gravity.

Ultron spread his hands forward. He could make it. He had to make it.

Liar. Liar. Liar.

Please, don’t let him…

A few dozen meters left. The ground was getting closer.

Don’t let him kill—.

Liar. Liar. Liar.

There. Arms out. A bit faster. And clang!

He caught Tony. The momentum of the crash between them strained his Sentry’s already beaten body.

Worried, Ultron placed his hand on face plate, his code reaching out to the Armor’s systems to check on Stark’s health. Such a brash catch could have seriously hurt a human.

But… He was checking, yet… no life signals.

“Whew. Good catch.” Stark’s voice sounded from the armor’s audio. “Though, I am sending you to acting classes as soon as we are done with this BS. You are really bad at committing to your character.”

The face plate opened. Stark was never inside the armor.

It was a test. A trick. And he fell for it.

Liar. Liar. Liar.

Correction: There were two tests. Stark’s. And the Other’s. The angry conversation. And the Stone’s stronger influence. He fell for both of them.

“Ultron?” JARVIS spoke. He had just arrived. Who knew that the older AI could act? Ultron wished he could laugh.

He saved Tony.

The Avengers saw it.

The Other saw it, too.

Ultron removed his hold. The Iron Man armor took a moment to redirect at the lack of horizontal support before hovering in the air just fine. The flight system worked.

Ignoring both Stark’s and JARVIS’ call, Ultron transferred his main consciousness back to his primary body at base. The Sentry he was using lost its blue light and fell down.

He looked at the bed. Ms. Potts was waking up. But it didn’t matter much. There wouldn’t be a redemption arc.

He had no more time.

Enacting Plan C.