'OW! My ear! You're not just annoying, Deadpool – you're a terrible shot!' Hank Pym, currently also known as Ultron, shouts, part of his Ultron armor retreating to reveal his face. 'That's your one warning shot, Pym – my finger is still on th trigger. Stand down!' Wade Wilson a.k.a. Deadpool exclaims, weapon still aimed at Ultron. Pym then mutters that these aren't even the “Avengers” they came home for. 'Let's finish them off and go to work' Utron states, as he extends a limb and transforms it into a blade, which he shoves through Deadpool's chest. Deadpool then drops to the ground. Janet van Dyne a.k.a. Wasp flutters towards Ultron and calls out to Hank, asking him if there is anything left of him to finish off Ultron. Ultron just laughs, 'Hah! Your greatest enemy returned, and you permitted Ultron to walk among you'. As Johnny Storm the Human Torch and Nathan Summers a.k.a. Cable lay motionless among the rubble, Steve Rogers a.k.a. Captain America looks up at Ultron: 'You know what they say. Keep your friends close...' he begins. '...and your enemies closer!' the Vision finishes Cap's sentence as he phases up through the floor and punches Ultron, knocking him back so hard that he bursts through the side of the building onto the ground below.
The Vision reports that he has cleared Deadpool's staff from the Schaefer Theater, and now they have some room to operate. 'Vision, my son... brother' Hank/Ultron calls out as he struggles to stand up. 'Once again, Ultron... you underestimate the Avengers' the Vision responds as he drops down on Ultron, the impact breaks up some of the ground around them. The Vision then sends a communication to all Avengers, instructing them to initiate Project: Icarus on his authorization, adding that this is not a drill. 'Oooh, sounds serious' Ultron mocks. Cap and Wasp arrive down on the ground, 'Is the electromagnetic pulse -' Cap begins, to which the Wasp tells him that it is charging. The Vision informs Ultron that he has been ewatching with open eyes since he arrived, and that he wanted to believe that Hank had gotten to him, and that together they found a way back to Earth. Ultron spits some gunk out of his mouth, then angrily looks up at the Avengers, declaring that there has been a misunderstanding. 'WE ARE ULTRON!' he exclaims, adding that they are also Hank Pym. 'And you are a failed experiment!' he adds, lunging at the Vision.
The Vision grabs hold of Ultron and flies him upwards, telling him that his delusional mind is in no position to judge him. They brush the side of s nearby building, causing the edge of the roof to break apart as the Vision remarks that Ultron imagines himself the greatest enemy of the Avengers. 'That is a lie you tell yourself' the Vision points out as they burst through a building wall and into an office, smashing through various office equipment, the Vision tells Ultron that he has failed to kill them for years, and asks if he would like to know why – it is because he has always wanted to belong, that he has been obsessed with the Avengers family, and now, he has arrived, masquerading as a founding member. 'SHUT UP! WE ARE HANK!' Ultron/Hank responds, while Cap tells the Wasp to get going and to keep her eyes on them. 'Use the EMP once Vision gets clear!' Cap calls out. 'On it!' the Wasp responds.
Meanwhile, in the Mutara Nebula: 'Oh boy' Carol Danvers a.k.a. Captain Marvel remarks as she receives the Vision's message about Project Icarus. Carol grabs a large asteroid floating nearby as she radios the Alpha Flight Space Station, instructing them to deploy Project Icarus to the Vision's position. As she hurls the asteroid at a large squid-like alien, Carol tells the AFSS to relay a message to the Vision that she is out of the neighborhood but will head home ASAP, and that she wishes him luck for whatever is going on. An AFSS crew member acknowledges Captain Marvel's instruction, and an instant later, the Icarus launch is a success, and a spacecraft becomes inbound for Earth.
Back on Earth: 'What you have done to Pym is grotesque!' the Vision exclaims as and Uitron fight mid-air, with Ultron opening his mouth and blasting the Vision at close range with a powerful beam of energy. Ultron just laughs and tells the Vision that he is really in for a surprise. 'I swear to you – I will tear Pym's dead body from your grip!' the Vision boasts as he and Ultron continue to fight mid-air, and fly straight into an apartment where a man and a woman are watching television – then straight past the frightened civilians and through the other side of the building.
As the Wasp flies through the air she receives a message from Cable, who tells her that he needs her back at base. 'Can it wait? The EMP just charged again' Jan replies, but Cable tells her that they have an Avenger down, and they need the EMP back at the theater. Cable is joined by Jericho Drumm a.k.a. Doctor Voodoo and Emily Guerrero a.k.a. Synapse. Doctor Voodoo helps the Human Torch to stand, while Synapse stands near Deadpool. Cable tells her not to touch him, but Synapse points out that Deadpool is in so much pain. 'Yeah. That's his super power' Cable responds, while Deadpool gasps, as a strange metal substance has bonded to his chest. Cable reports that Ultron's device is burrowing into Deadpool's body, and that he can't remove it safely while it is active. 'KILL ME!' Deadpool screams. Cable looks down at Deadpool and announces that if it can't be stopped in the next few moments, they may not be able to separate man from machine. 'It's nearing his brain!' Synapse reports as she remains psychically linked to Deadpool.
The Wasp radios the Vision and informs him to get Ultron back to base if he can. 'I will try -' the Vision begins, before he is slammed into the ground at a nearby park. Some civilians who are in the park run for their lives as Ultron appears, and after he tears a large tree up from the ground, he swats the Vision with it, knocking the Vision backwards as the Vision informs the Wasp via communicator that getting Ultron back to base may prove difficult. Suddenly, there is a powerful WHOOSH, and Ultron grins: 'Ah. I was wondering when you would arrive' he calls out. 'Sorry we're late' Pietro Maximoff a.k.a. Quicksilver responds as he speeds around and around Ultron, joking that he doesn't get to say that often as he punches Ultron repeatedly. Quicksilver explains that he was wrapping up some nonsense half a world away. 'You say you need Ultron back at HQ?' Quicksilver asks. 'We can do that!' Rogue announces as she drops down from above and slams into Ultron's back. But Ultron moves his arm around Rogue and slams an elbow into Rogue's neck, causing her to drop to the ground and release him.
Ultron tells Rogue to stay down, that he likes her and doesn't want to hurt her before they re all one big happy family. 'Stand by. We'll be back to base in seconds' Quicksilver announces as he runs towards Ultron, and grabs him, speeding away across the park, while Rogue calls out to him, asking him to wait for her. But whether he hears her or not, Quicksilver gives no response, as he speeds across the city, Ultron in his grasp, he passes a busy city street, before letting Ultron go. 'See? Now you're right where we want you' Quicksilver smirks – but as he attempts to punch Ultron's face, Ultron suddenly grabs Quicksilver's fist, 'You were always cocky, Pietro' Ultron remarks, before he then grabs Quicksilver by his legs and arms and begins to bend his body backwards, while Quicksilver screams. 'Dammit!' Rogue cals out as she flies towards them. Captain America begins to run over to them as well, while Wasp, Synapse and Cable look on in shock.
'I told you to wait!' Rogue shouts as she punches Ultron in the face, causing him to drop the injured Quicksilver. 'Clear the wounded!' Captain America calls out as he leaps at Ultron and slams his shield into him. 'You failed to kill us when you blew up the theater' Doctor Voodoo points out as he releases some magical energies towards Ultron at the same time as the Human Torch shouts 'Burn!' and blasts some flames at their enemy. 'Now you're showing your true colors! You hated Hank as much as you hated Ultron!' Ultron snaps as he shields himself from the attack. The Wasp informs Ultron that he was the mistake that Hank regretted the most, and warns him that now, thanks to his technology, they will end him forever. The Wasp holds up a small device, and tells Ultron that they made plans for him, that they had patience, time and a lot of money to shrink the Pymtech down to a wearable electromagnetic.
The Wasp releases the EMP, which surges towards Ultron, who can only utter a binary code as the EMP disables him, and he collapses to the ground. The Wasp tells the others that the EMP won't be recharged for a while and suggests they wrap this up, before asking how Deadpool is. Cable reports that the invasive machine is inert. Synapse looks at Deadpool and remarks that she doesn't understand how they are supposed to remove the device before it reboots. '... he didn't even buy me dinner' Deadpool utters, before Cable asks him if he is ready. 'Do it. On three' Deadpool responds. 'Three!' Cable exclaims as he stands over Deadpool and uses his telekinetic powers to tear the metal that had invaded Deadpool's body straight through him. 'Not the first time I've done surgery by telekinesis' Cable remarks, while Synapse shields herself from the scrap metal that flies around her. 'Dear Avengers Forum, I didn't think it would happen to me. But...' Deadpool utters.
Captain America turns to the Wasp and suggests that they get Hank's body out of that thing, and suggests to Jan that she doesn't have to be here for this part. 'How dare Ultron think we'd fall for him impersonating Hank' Jan declares, before a voice calls out 'Well, what can we say? We're all just electricity'. The Avengers look over and see Hank/Ultron is awake. 'No' Jan exclaims, covering her face with her hands. The Vision suddenly drops down from above, apologizing to the Avengers for keeping his distance until the EMP detonated, he reports that Pym's mortal remains have obviously been reanimated by Ultron. 'That's easier for you to believe, right? The alternative indicts you. If I'm telling the truth about my condition, you all abandoned your friend' Hank/Ultron tells them. 'No. No. No' Jan exclaims, putting her hands over her ears.
Hank/Ultron announces that he is telling the truth – and tells the Avengers that they are all horrible people. As he and Synapse help Deadpool up, Cable orders the wounded to be pulled back. He adds that the A.I in his arm is booting up, which means Ultron is going to be as well. 'We'll see about that' Cap replies as he suddenly shoves his shield into Ultron's lower body: 'Let's see him stand with no legs!' Cap declares. Cap admits that he doesn't know if Hank is still alive, or if Ultron thinks he is him – but they can sort it out after they rip them apart. But before Cap can finish severing Ultron's legs, Ultron leaps up and declares that he is awake, hurling Captain America backwards. Ultron remarks that this is a strange sensation – he wants to eject Hank's stomach contents through his mouth, as now that he is all metal and flesh, he finds they all make him physically ill. 'Enough! Get clear! All of you! Go, now!' the Vision calls out as Rogue and the Human Torch watch as Captain America lands in a nearby building.
Rogue picks up Quicksilver and flies away, the Wasp flying alongside her, while Cable carries Deadpool, Synapse runs nearby and Doctor Voodoo assists the wounded Human Torch. The Vision turns to face Ultron, who snaps 'You've spent so much time and energy looking for Charles Xavier – and he's been dead for years! But Hank Pym? Lost in space. THE AVENGERS DO NOTHING!' Ultron shouts as he and the Vision engage in combat, hands locked, as Hank asks 'Did you even tell that stupid raccoon to keep his eyes peeled for me?' Ultron speaks, asking his father if he is surprised, as the Avengers are the personification of the human race – and their prime trait is selfishness. 'And don't forget arrogance' Hank adds. 'Vision thinks he can defeat me alone...' Ultron begins, while the Vision tells Ultron that he is incorrect, and reveals that he only sought to keep him here in this landing zone.
Hank/Ultron glances up to the sky, where a glowing energy can be seen moving ever closer to Earth – before that glowing energy moves into view – and lands right on Hank – it's Iron Man! 'Hiya, Ultron. It's not been long enough' Iron Man calls out.