Ultron's system slowly rebooted as he opened his eyes, he shifted and felt something on his chest. He looked down and smirked when he saw Valerie lying there, she was fast asleep with her arms wrapped around his chest. He rested his hand on her head and slowly ran his fingers through her hair. He needed to see Klaue; he needed to figure out what to do about Valerie.

He paused as Valerie gave a quiet yelp; she slowly sat up and rubbed her shoulder.

"Morning Ultron," she said with a tired groaned.

"Good morning, your shoulder still hurting?"

She nodded, "Yeah, it hurts like a bitch."

"It'll probably take a while for it to heal, I should probably redress it."

"Do what you think is best," she said before lying back against the wall.

He nodded and reached over for the medical kit, he pulled out the supplies he used the night before and slowly started to take the bandage off her shoulder. She bit her lip roughly as the cloth stuck to the wound. Ultron tilted her chin up to look at him; he ran this thumb over her bottom lip, trying to make her stop before she bit deep into her lip. She stared up at him, a little puzzled about what he was doing. She screamed in pain as he slowly started to pull the bandage off like a band-aid.

"I'm sorry," he said as she rested her hand on his chest.

"N-No, keep going."

He hesitated but did as she said, as he pulled tears of pain formed in her eyes but she forced them to stay in. When Ultron finally got the bandage off he started to kiss Valerie's cheeks, lips, and neck, trying to calm her down.

She sighed softly and rested her hand on Ultron's shoulder, "Ultron, it's alright, I'm fine."

"Then how do explain the tears and the screaming?"

She frowned as he pulled away and stared at her, she rested her forehead on his.

"Just clean the wound, please."

He slowly nodded and started to do what he did last night. Once he was finished he looked at Valerie and brushed a lock of her hair behind her ear. She gave a half smile as Ultron's hand soon rested on her cheek; she gently kissed his palm and stared into his eyes. As they made eye contact Ultron started to feel a new feeling, it felt like what the humans called lust.

Ultron lifted her head up little to get better access to her neck, he gently kissed her neck and her shoulder that wasn't burned as his hands fell down to her waist. Valerie swallowed thickly before resting her hands on his shoulders, it had been years since anyone had done this to her. She blushed heavily and soon let out a small moan as Ultron pecked on e of her sweet spots.

That one little moan caused his circuits to go wild; his hands started to travel upwards but stopped when Valerie snatched a hold of them. He pulled away to study her expression, she didn't look mad but she also didn't look all too happy.

"Ultron, please, let's not do this when I have third degree burns on my shoulder."

He was silent for a second and then slowly nodded, "Right, I'm sorry."

She smiled, "It's alright, I," she paused, "I know how you feel; I'm just, not ready."

"I understand," he said before helping her up, "Are you hungry?"

She shrugged, "I wouldn't mind something to eat."

Ultron sighed and looked around, "Well, let's find you something to eat then."

oOo

Cassy looked out over the city, she was currently sitting on the roof of the Avengers HQ. She couldn't stop thinking about Valerie being partners with Ultron; it scared her to think of her best friend being stuck with that monster.

"Mind if I join?"

Cassy turned and saw Steve standing there in some jeans and a light blue long sleeved shirt.

Smile smiled and nodded, "Sure, go ahead."

He smiled back and sat next to her, she didn't really hang around any of the Avengers. Kayla on the other hand was always talking to Tony about robotics and would be asking Natasha about showing her how to use a gun.

"So I haven't really talked to you at all," Steve said as he looked over at her.

She just shrugged, "I'm sort of a shy person, I don't want to get into anyone's way."

"You wouldn't really in fact I think you should talk more often."

She smiled, "Thanks but, I really don't know how to start up a conversation."

"We're having one right now," Steve stated.

"That was mainly because of you."

He was silent for a second and then shrugged, "I suppose you're right."

Cassy stared down at her lap; she couldn't stop thinking about Val, what if Ultron was hurting her? Cassy would kill him if he was.

"I'm sorry to bring this up but, about your friend-"

"What about her?" Cassy questioned without looking up.

"Do you really think she would help Ultron?"

She just shrugged, "I have no idea, Valerie has always been the bad type of girl. She would rebel against her foster parents, back talk to teachers, and whenever someone was getting bullied Valerie would go beat the crap out of the bully. Which I suppose the last one isn't really 'bad' but, she also started to act different when Kayla and I moved in with her. She wouldn't work but yet she got money, she would go to return a library book and come home with bruised knuckles and cuts on her arms and sides. I asked her about it but she would just say 'you know how New York is'."

Steve hummed, "Do you think that's why?"

Cassy bit her lip, "I-I don't know, I just hope she's alright."

Steve rested his hand on her shoulder, "We're going to find her and figure out what's going on, I promise."

oOo

"Would you rather have robot arms or robot legs?" Kayla asked as she, Tony, and Natasha sat at the bar. "Now think carefully, if you have robot arms you'd be able to take out guys with one punch, but if you had the legs you'd put busters on them and fly."

"Um, I'm Iron Man, I could just install them both."

Kayla just stared at Tony, "Ok well let's pretend you weren't for a second-"

"Whoa, whoa, pretend I'm not Iron Man!?"

Natasha smirked as she took a sip of her wine.

"Never mind, Natasha what would you pick?" Kayla asked as she and Tony looked at Natasha.

"Well I would probably have robot legs because I could fly and take guys out with one kick."

"Wait I didn't say-" Kayla stopped herself and groaned, "I'm really starting to not like you people."

Tony chuckled and drank some of his wine; Kayla looked over and saw that in the other room Wanda and Vision were talking.

"So what's with them?" Kayla asked.

Tony looked over, "Don't know, I asked Nat and the other's if they wanted to bet on when those two would hook up, but they said no."

"Hang on, I said they would hook up in three months or so I just didn't place a bet," Natasha said as she pointed her finger at Tony.

"Well you didn't place a bet so it doesn't count."

"You're such a child," Natasha sighed.

"Wanda hates me, does she?" Kayla asked still staring at Wanda and Vision.

"Well, she definitely doesn't like you," Tony mumbled.

Natasha slapped his arm; he sat back and gave her a surprised look.

"What's Vision's back-story?" Kayla asked looking back at Tony and Natasha.

"He was originally going to be Ultron's human body but things happened and he ended up in our hands," Natasha answered.

"Yup, and thanks to me, the brilliant and handsome Tony Stark, I was able to upload J.A.R.V.I.S into him and he helped us stop Ultron," Tony finished.

"Hold up, Thor was the one who-"

"Shh, no one needs to know that!" Tony hissed.

"And the reason why Wanda hates Ultron is because…"

"He killed her twin brother," Natasha said with a saddened look.

"Oh…"

"Yeah, it was pretty tough for her, ever since then she's been attached to Vision. It's rare to ever see them apart."

"So uh, where are the other Avengers?" Kayla questioned as she looked around the room.

"Thor went back to his home world while Hawkeye went back to his family," Natasha answered.

"Wait what, Hawkeye got hitched!?"

"He's been hitched and he has three kids. Trust me we were just as surprised as you are," Tony said.

"Wow, what about Hulk?"

Tony and Natasha looked at each other and frowned, "We don't know where he is, he just left and hasn't come back," Natasha sadly sighed.

"Oh, I'm sorry," Kayla said giving a sympathetic look.

"We'll see him again, just give him time," Tony said before standing up, "Hey Kayla, I'm going to go check on some of my robots, wanna come with me?"

"Do you even have to ask!?" Kayla said with excitement as she jumped up and followed him.

oOo

Valerie sat on the floor with the cotton blanket wrapped around her; Ultron was busy getting her something to eat. She still had no idea where they were and was still feeling weird about what Ultron was doing earlier. Was it even possible for them to do something like that? She would've questioned how Ultron could have a desire like that, then again he was created by Tony Stark so it explain a lot of things. She yawned and popped her knuckles; she suddenly tensed up when she heard a metal clang.

Ultron soon appeared from around the corner and was holding a plastic bag. Valerie smiled up at him as he knelt beside her and handed her the bag. She looked in and chuckled, the bag was filled with junk food, mainly chocolate.

"Thanks Ultron," she said as she pulled out a box of candy.

"You're welcome; I hear that female humans love chocolate so I thought you would want some."

"Did you hear that when you were attached to the internet?"

"I'm still attached to the internet, and to answer your question, yes."

She took a bite out of one of the chocolates and hummed, "Well tell you what; to repay you, next time I go shopping I'll buy you some oil."

"Funny," he said sarcastically.

"I try," she said with a shrug, "So where were we going before Stark showed up?"

Ultron frowned, "Remember how I told you about that 'friend' who I cut off his arm?" she nodded, "Well I made a deal with him so we can get more big and powerful weapons."

"Ah I see, how'd you manage that?"

"I have my ways."

"Did you pay him a lot of money?"

"I also threatened his life."

"Like I said before, you are such a charmer."

Ultron chuckled, "I am aren't I? Now get some rest, we'll leave early tomorrow. That is if you're feeling better, do you?"

She frowned, "It still hurts, especially when you touch it but I think I'll be good enough to travel."

"Good, we'll leave around five tomorrow morning."

I hope you all liked it and I'm sorry for any misspelling or OOC moments. Comments are always helpful and thanks for reading! :)