Thor went after the Legionnaire that had escaped with the Scepter. The rest of them made the unspoken decision to head up to Bruce's relatively unscathed lab to do damage control. Steve and Bucky brought up the pieces of the shattered Legionnaires.

No one said much, too busy clearing away damage or trying to figure out where Ultron could have gone. Maggie could sense questions swirling in the air, but no one put voice to them just yet. She helped Hill, who had stepped on broken glass and was limping, get to the lab.

In the lab, the fluorescent lights cast a harsh light on their new situation. Those who were injured pulled glass out of their skin and mopped up blood. Those who weren't got to work - Nat and Bruce got working on the computers, only to find that Ultron had used the internet as an escape hatch after rifling through all their digital data. Rhodey was concerned that Ultron might go after nuclear codes.

Bucky stood with his back to the wall in the far corner of the room, pale and gripping his metal wrist.

Maggie stood by the shattered Legionnaire that Ultron had used to speak to them, next to Tony. Neither of them could look at each other. Her jumpsuit was singed and her back was scratched up from the fight. Maggie stared at the scratched, gouged out mask of the armor. Even though the blue light was gone, the armor felt… malevolent.

I don't understand.

Everything had changed in a moment. Everything she'd thought about the world, and about herself. Her illusion of control. Ultron had destroyed the Tower, stolen the Scepter, and was now out somewhere in the world carrying out whatever mission he had set for himself.

"He wanted us dead," Natasha was saying.

"He didn't say dead," Steve interrupted grimly. "He said extinct."

"He also said he killed somebody," Clint reminded them. Tony looked up, and Maggie closed her eyes.

Hill looked up from where she was digging glass out of her foot. "There wasn't anybody else in the building."

"Yes there was," Tony murmured. He pulled his phone out of his pocket, and Maggie couldn't bear to watch as he projected J.A.R.V.I.S. into the middle of the room. She'd already seen the raw data of what Ultron had done to J.A.R.V.I.S., and she didn't want to see what that looked like as a holographic projection.

The other Avengers went silent.

"J.A.R.V.I.S.," Bucky breathed.

And that made her finally look over.

Her face twisted as she saw the shattered orange light hovering in the centre of the lab. On the other side of the room, orange light glowed on Bucky's face as he stared. There was no movement to the projection of J.A.R.V.I.S.: only broken remains of what had once been a functioning, thinking, speaking… intelligence. She closed her eyes again. Calling J.A.R.V.I.S. just an intelligence felt wrong after all the years he'd been in her life. She gripped the edge of the worktable.

"What…?" Bruce said softly. "This is insane."

She let Bruce and Steve's conversation wash over her, as they tried to calculate Ultron's motives.

"This isn't strategy," Bruce murmured. "This is… rage."

Heavy footsteps made Maggie open her eyes, and when she saw Thor storming into the workshop toward Tony with thunder in his gaze, her breath stopped. Thor didn't pause - he strode right through the projection of J.A.R.V.I.S.'s corpse and seized Tony by the throat to lift him into the air.

"Hey!" Maggie shouted, darting forward and shoving Thor's arm. But he was in his full armor now and it was impenetrable - he merely dragged her along as he lifted Tony higher.

"Back off," he snarled at her without looking at her, shrugging her off.

"Come on, use your words buddy," Tony stuttered, gripping Thor's hand around his throat.

"I have more than enough words to describe you, Stark," Thor growled.

"Thor! The Legionnaire," Steve prompted.

Thor let Tony down and Maggie grabbed him by the elbow to support him, glaring at the Asgardian. Anger crackled off him in waves, making the hairs on the back of her arms stand up.

Thor turned to explain that the Legionnaire had got away, and Maggie used the time to check on Tony - he was breathing fine, as Thor hadn't really intended to hurt him, just scare him. He accepted Maggie's fussing without complaint.

"I don't understand," said Helen Cho a moment later. They all turned to look at her. She'd been looking down at Ultron's armor, but now she turned to look directly at Tony, Bruce, and Maggie. "You built this program. Why is it trying to kill us?"

Maggie looked down at her feet, her arms crossed. She'd never gotten anything so wrong before. Not when it came to engineering.

The gem. Within it she had seen a beautiful, complex mind, unlike anything she'd encountered before. Could it be that she'd been too caught up in the beauty and forgotten to consider whether an entity that intelligent could have motives of its own?

And then Tony began to laugh.

Maggie stared at him. He had his back to them all now, head bowed over one of their fried computers. And he continued to laugh, chuckling under his breath. The whole room was staring now.

"Tony," Maggie whispered. Bruce shook his head at Tony to try to get him to shut up. She and Bruce shared a panicked glance.

"You think this is funny?" Thor said, stepping forward. Maggie eased between him and Tony.

Tony turned. "No." He looked around at them all. "It's probably not, right? This is very terrible. Is it so…" he chuckled again. "It is. It's so terrible." Maggie didn't like the light in his eyes.

"This could have been avoided if you hadn't played something you don't understand," Thor accused.

"No, I'm sorry, I'm sorry," Tony said, pushing past Maggie to get in Thor's face. She watched with a furrowed brow, not sure whether to step in. "It's a hoot that you don't get why we need this."

"Tony, maybe this might not be the time," Bruce said in a high voice.

"Really?" Tony exclaimed as he turned. "That's it. You and Mags, you just roll over, show your belly, every time somebody snarls?"

"Only when I've created a murder bot," Bruce shot back sarcastically.

"We didn't," Tony spread his hands. "We weren't even close. Were we close to an interface?"

"You're right, Tony," Maggie cut in, holding out a pacifying hand. "But we should have realized-"

"You really did make that," came a cold voice from the corner. Maggie looked around to see Bucky, who had taken a step out of his secure space and was staring right at her, and no one else. "You made that thing. With a HYDRA power source." He looked at her like he'd never seen her before.

"It's not HYDRA," she snapped back. "It's alien-"

"Which is so much better-" he cut back, but Steve interrupted, holding out a hand:

"The Avengers were supposed to be different than SHIELD."

They all kept arguing, but Maggie didn't say another word. She and Bucky stared at each other across the space of the lab for a few long seconds. She was the first to look away.

"We'll lose," she heard Tony say to Steve.

"Then we'll do that together too."


Steve sighed as the Avengers split up and got to work. The mood had soured between them after the harsh words in Bruce's lab, but they all had their mission: find Ultron. Hill and Rhodey left to go start making calls, Bruce and Nat said they were going to the server room to get a better idea of the Tower's security, and the others all filtered out with some job or another. Helen Cho told Steve in a low, disapproving voice that she was going back home.

When the lab had emptied, Steve took a moment to pinch the bridge of his nose and let out a frustrated breath. They had been so close to… to the end of the fight. And then Tony - no, not just Tony. Maggie, and Bruce too. He swallowed his disappointment in them and headed for the door. He wouldn't be getting much sleep tonight.

In the corridor, he turned and spotted Bucky. He was standing by the glass that looked down into the common room, his eyes on the destruction and his arms crossed over his chest. He stood very still.

"Hey," Steve said tiredly as he strode over to his friend. "You okay?" He couldn't get Bucky's wide-eyed and frozen face as Steve had dragged him out of the firefight out of his mind.

Bucky nodded tightly, not taking his eyes off the common room. As they watched, Thor stormed through it, kicking aside a shattered table. "Manacles kept me down, but no lasting symptoms." He touched his bare wrists.

"I mean…" Steve sighed, watching Bucky. "You know what I mean."

Bucky's face was hard. "We have work to do."

"Listen. Are you and Maggie…" At that, Bucky finally turned to look at him. His face was unreadable though. Steve had seen their fight in the lab, and he wasn't sure what it had meant. "Are you and Maggie okay?"

Bucky looked away again, his hair falling over his face. "That's what you're worried about right now?"

"I just, I know you two are…" he tripped over the word friends. Were they friends? Steve had just assumed.

"Seemed like we all learned a lot about each other tonight," Bucky murmured. But then his brow furrowed and his head dipped for a moment, putting his face out of view. He took a long breath and looked up again. "Listen, let's just… there's work to do. I'm not going to fly off the handle, so you don't need to worry."

"Well you know me, pal. I'll always worry."

Bucky sighed. "Punk."

Steve smiled. "Jerk. Come on." He put his hand on Bucky's shoulder, and the two of them turned to walk down the corridor.

"This… Ultron thing," Bucky murmured. "He's got the Scepter, and he can get into the Internet, get anywhere. How do you stop something like that? Especially now the team's…"

Steve sighed. "I don't know. But the team… whatever's happened, everyone will step up. And if anyone can figure out how to stop Ultron, it's us."

"You better start being the Captain then."


Everyone was hurrying around the Tower, working. Making calls, tracking Ultron as he grew more and more active as the night went on, cleaning up the mess, repairing damage. Ultron had spread around the globe in seconds, and somehow he had acquired more suits of armor - they began to hear reports of metal men attacking strategic points around the globe.

Maggie worked at a fever pitch, her mind still grappling with what she, Tony, and Bruce had wrought upon the world. Each new death felt like a notch being carved into her chest. She hadn't seen Bucky since the lab, and each time she thought of him she immediately pushed him back out of her mind.

Maggie took five minutes out of her frantic analytics work to go get changed out of her party clothes. She passed Natasha on her way up, who gave her a single, rigid nod. Well that can mean anything. When she came back down in her underarmor clothes, she realized she hadn't seen Tony in a while. In the common room, littered with shattered glass and pockmarked with bulletholes and burns, she opened her mouth.

"J.A.R.V.I.S., where-" her mouth snapped shut. She closed her eyes and shook her head.

It's silly to grieve code.

She swallowed hard, opened her eyes again, and set off to find her brother.

She finally found him down in the Iron Legion bay. It was empty, and the portal where the Legionnaires entered and exited the building seemed to be stuck open by a piece of debris. Wind whistled into the darkened metal space, making Maggie wince at the chill. Tony stood at the central operations hub, working on a datapad hooked up to the central wiring.

He glanced over when he heard the door slide open. "Hey." There were deep lines in his face.

"Hey," she murmured back.

"I'm trying to see if I can't… track where they went," he said.

"Okay." Maggie opened a utility cabinet and found a length of plastic sheeting. She brought it over to the hole in the wall and began stapling it over the gap, working silently and efficiently. The sky was a deep black outside, and the wind was bitter.

When she'd finished securing the last corner and the whistling wind died down, Tony spoke.

"I'm sorry."

She turned, surprised.

He was still looking down at the datapad. "I didn't… I don't know where it went wrong, but Ultron was my idea. I let you down."

She frowned. "No, you didn't."

He shook his head. "I've just been speaking with Pepper. She's safe, going to bunk down in some super secure DC location. And she's wonderful, of course she is, but… talking to her reminded me of all the times I promised to stop, and focus on us and our life. And now I've… created a murder bot," he sighed as he echoed Bruce's words. "It killed J.A.R.V.I.S. And I convinced you to help me."

Maggie smiled sadly, feeling the weight of all the hours she'd been awake and all she'd seen. She paced over the gantryway to wrap her arm around Tony's waist as he worked. "I love you, Tony, but there is no way in hell you could convince me to do something I didn't want to do."

He laughed under his breath.

"We had good intentions," she said. "Which isn't an excuse. But now we can… we can fix it. Though I… honestly, Tony, I don't know how we're going to fix this one." She closed her eyes, thinking of the reports of ransacked weapons facilities and murdered people that were still pouring in.

"I do," he said grimly. She opened her eyes. "We're going to find Ultron. And then kick his disobedient robot ass."

It was her turn to laugh, and she let herself lean a little of her weight on him for a moment.

They worked a little longer, both eyeing the readouts on Tony's datapad and trying to find some way to track all the complex machinery Ultron had taken with him. But Maggie could see this wasn't going to work - Ultron moved faster, thought faster, and he could be in so many more places than them. This wasn't as simple as tracing a signal.

"Hey," Tony said as he worked. "What happened back there with you and Barnes?"

She sighed. "He put his trust in me. And I let him down."

She could feel him eyeing her.

"You've come a long way, kid," he said.


The anger in the Tower ebbed a little as the sun came up. Everyone was too focused on tracking Ultron and brainstorming ways to stop him to snap at each other. But things were still tense. It made Bucky's skin itch, made him want to check around every corner and monitor every angle.

Ultron could come back at any moment.

Bucky had been helping out mostly with cleanup, but he'd also done some work with the intelligence that was coming in, on Hill's behalf. She'd told all Avengers and Tower staff not to come in, so it was just the Avengers and him. They worked out of Bruce's lab. The computers came naturally to Bucky - HYDRA had trained him in how to track a target electronically.

At least it wasn't hard to find Ultron. He was everywhere. The trouble was trying to figure out where he might go next. And what his plan was.

Peace in our time.

The idea made Bucky shiver. HYDRA had wanted peace.

No one seemed to really think about Bucky's place in all this - he helped out, and they let him, apparently not as panicked about the loss of the Manacles as he was. All of his safeguards had been stripped away in the space of a moment, and he was… he could do anything, and nothing would stop him. He pushed the thought away. Everyone else is focused on the problem. I should be too.

"Barnes, you've been working ten hours straight," Hill said gruffly as she walked past where he sat at Bruce's workstation. "Go get something to eat."

"But I-"

"I need to go find Steve and update him anyway, so you don't need to be here. Go."

"Yes ma'am." With a nod, he walked out. Dawn had broken and pale light filtered in through the common room windows, like so many other sunrises he had seen from up in this Tower. He wondered if this might be the last.

He made it down the length of the corridor and down the stairs into the common room - which had had pathways cleared through the wreckage, at least - when he ran into Meg.

She'd changed into the dark, close-fitting outfit she wore under her uniform, and she was clearly on her way up to the lab. She froze when she spotted him, her eyes darting over his face and then away. Bucky's gaze dropped as well.

There was a second of frosty silence.

Then: "I'm sorry."

They'd said it in unison, and it was a little startling. Meg met his eyes. Hers were tired, and heavy. Before, in the lab, she'd been confused, and a little angry. Now she just seemed sad. She opened her mouth.

"I-"

"You don't need to explain," Bucky cut her off when he saw the look in her eyes. He'd been angry when he realized Ultron had been her design. But he'd had hours to think about it. "I understand why you did it. I… it just scared me. Shouldn't have said what I said. But… being without the Manacles. Losing J.A.R.V.I.S. He was…" he swallowed. "He was my friend."

Meg's brows came together and he could see that she too was missing the odd voice in the ceiling. She let out a long sigh and leaned on the railing, as if too tired to stand up straight.

"I know you're angry that we used the gem," she said. "But I…" he watched expressions place across her face. "Bucky, it… all my life I've been looking for new, for more. When you can do what I can do, settling for what is feels wrong. I want to search for what could be." She met his eyes and he was startled to see that hers were gleaming with tears. She blinked quickly. "Ultron…" she frowned. "It could have been so beautiful. But we've put people in danger." She swiped at her cheeks, though no tears had fallen.

Bucky watched her, the complicated clash of her emotions that he needed no explanation to understand. Ultron had felt like a betrayal, after… after all of it. All those silent nights in the common room, and the stars, and the way she had brought him into her world at the end of the party, as easy as breathing. She had bumped his shoulder and looked at him each time a joke made her laugh, and he had thought… he had realized that though Steve might be his best friend, Meg might understand him better than anyone else in this strange new world.

And then Ultron.

But he understood the instinct, he realized. The allure of something new. "Hey," he murmured, and she looked up again. "You did a Jurassic Park. But the important thing is that you've realized the mistake, and you're going to help people."

Her mouth curled up. She looked around at the common room. "This… might be a bit bigger than dinosaurs." Then she eyed his empty wrists and frowned. "The Manacles. I'm sorry."

He touched his metal wrist reflexively. "Yeah, I've been meaning to… look. I need you to promise me that if you see me changing, or losing control… promise me you'll put me down."

From her frown, he could tell she didn't like the wording. But she nodded, knowing he needed certainty.

"Good," he sighed. "Thank you."

She jerked her head in a nod. "We're going to gather in the lab again sometime later this morning. Touch base."

He nodded. "I'll be there."


Novi Grad, Sokovia

Ultron, gleaming in a new metal body, listened as Pietro Maximoff described lying under a bed with his sister for two days, staring at an unexploded shell, terrified for his life.

"And on the side of the shell is painted one word," he breathed.

"Stark," Wanda finished.


Avengers Tower

Hours later, the Avengers went ten floors down to the records room. They'd had the news that Ultron had apparently joined the Maximoff twins, and that they had assassinated Baron von Strucker.

Steve had had the idea to dig up their old SHIELD paper files on Strucker, and Maggie was astounded at just how much they'd burrowed away down here. She raised an eyebrow when Hill wheeled in the last trolley of boxes, and looked to Bucky.

"S'pose we'd better get reading," he sighed, and reached for a box. The others quickly followed suit.

Things were still hesitant between the Avengers. It felt as if some ground of trust beneath them had wavered. And even though Maggie had reconciled with Bucky, things still felt awkward.

It was full midday now, and the records room glowed warmly with the light of a New York spring. The room filled with the rustle and thud of papers as the Avengers sorted through everything SHIELD had ever recorded about Wolfgang von Strucker. Maggie had a box of his recorded bases of operations over the last twenty years, not entirely sure what she was looking for. She'd already gotten three paper cuts.

Bucky stood at the table with Bruce, Steve, and Tony, sorting through the three boxes with files on Strucker's known associates.

"Well, these people are all horrible," Bruce said as he put a folder onto the still alive pile.

Maggie looked up just in time to see Bucky, standing next to Bruce, flinch and drop the folder he'd just opened.

Steve glanced over. "Buck?"

Bucky stared down at the folder, his face pale. "Yeah, I… I just recognize him." He jerked his head, and then picked up the folder again. Slowly, he put the folder into the deceased pile.

"You don't have to do this, Buck," Steve said, frowning even as he opened another file without looking at it.

Bucky picked up another file. "I'm fine."

Steve's frown deepened. "I know you didn't work with Strucker, but can you think of anyone within HYDRA-"

"Wait," Tony said, reaching out to the file Bruce was about to put away. "I know that guy."

Maggie and Clint looked over.

Tony took the file and flipped through it. "From back in the day. He operates off the African coast. Black market arms." Steve looked up flatly and Tony rolled his eyes. "There are conventions, alright? You meet people. I didn't sell him anything." He glanced back as Clint and Maggie approached. "You know him, Mags?"

Maggie took the file from him and flipped through it. Ulysses Klaue. "Not in person, but I recognize the name. I had my eyes on him, in my Wyvern days. He's clever though, keeps quiet and doesn't put anything on the grid. No compunctions about who he sells to."

Thor pointed out a brand on Klaue's neck, which brought them to an old CIA database of symbols, which brought them to…

"What dialect?" Steve asked.

"Wakanada - wuh, uh, Wakanda," Bruce stumbled over the words.

Tony, Maggie, and Steve shared an alarmed glance.


Their search quickly became preparation for a mission to Ulysses Klaue's current base of operations. They weren't far behind Ultron now, and they knew they had a good chance of encountering combat. Instantly the talk turned tactical: Quinjet preparation, uniforms, battle plans. The air buzzed with energy: finally, they might have a step up on Ultron. They certainly couldn't let him get his hands on Vibranium.

It wasn't until they were discussing contingencies that Steve said: "Hang on, what about Bucky?"

As one, the team turned to look at Bucky. He had been leaning against a table nearby, his arms crossed over his chest and his face closed off. At their sudden attention, he lifted his chin.

"I'm not staying here," Hill said. "I've got people to meet, I can't keep an eye on him." She shot Bucky an apologetic look.

Bucky shook his head. "Unless you're putting me back in Cell A, leaving me here alone is too dangerous. And maybe even then. There's… there's no guarantee Ultron won't come back."

Maggie frowned at the thought of Ultron coming back to find Bucky locked in his cell.

"You should come with us," Thor said.

There was a sudden silence. Everyone turned to look at Thor, and then back to Bucky, whose eyebrows had risen.

Thor pulled his hands away from the record table and strode over to set his hand on Bucky's shoulder. His face was serious. "I trust you, Sergeant Barnes. And we could use all the warriors we can get."

Maggie tracked Bucky's face closely, because his silence in the next seconds told her nothing. She watched him take in Thor's earnest words, then look down at his feet. Normally she could track the small shifts and moods in his expression, but his stillness was strange.

Bucky looked to Steve, who shot him back an expression that said this is up to you. Maggie looked around at the others. They all seemed to be waiting for Bucky to decide.

"You can stay on the jet with me," Bruce offered. "But you're probably better off with us anyway."

Bucky then looked to Maggie. It wasn't a look that asked for permission, but something… similar. So she just inclined her head a little, not entirely sure what he meant.

He looked back up at Thor and nodded. "I'll come with you."


Salvage Yard, South Africa

Ulysses Klaue had created his base of operations in an old rusted ship called the Churchill, which was beached on the mud flats off the South African coast. It didn't look like much from the outside, but they had scanned the ship from the Quinjet and the interior had been modified with all kinds of weaponry and defences.

As good as the ship's defences were, however, no alarms were triggered when Maggie's boots touched down lightly on the upper deck, her wings utterly silent. It was a hot, muggy day, and she could feel the warmth pressing against her armor. She slipped out of the sunlight and into the shadow of a rusty metal overhang.

"I'm aboard," she whispered into her comms.

"Likewise," came Steve's murmur. "We're headed below, you stay up top."

Maggie slipped along the upper deck of the ship until she found a vent, and pried the metal cover off it to reveal a dusty, narrow space that burrowed down into the ship. "Understood." She touched the side of her goggles and looked down - her HUD switched over to thermal vision.

The ship was a strange construction of old and new; the very heart of the ship had been hollowed out into a large open space, as tall as a cathedral. She could make out various heat signatures, but none of them on deck; something had pulled Klaue's men deeper into the ship. She followed the cluster of heat signatures - spotting Steve, Tony's and Thor's as they made their way toward that large open space - until she found where most bodies were gathered. There was no way for her to tell anyone apart, but…

Her eyes caught on a strange figure. The thermal signature wasn't human at all, but there was warmth to it, almost like a powered-on machine.

"Ultron is here," she whispered. "Looks like he's surrounded by two - no, four humans. One of them's running very hot, it could be one of the Maximoffs."

"On our way," came Thor's grim voice.

Maggie slipped head-first into her vent.

The flight here had been strange. It had been bizarre to watch Bucky, in a borrowed dark tactical uniform, step onto the Quinjet with the rest of the team. He hadn't accepted a gun, though they had spares on the jet, and Maggie had given him a close-range stun grenade to use on himself if he felt it was necessary.

He had stepped onto the Quinjet with a mix of wariness and awe.

"You ever been on one of these?" Clint had asked on his way to the cockpit.

"Yes, with HYDRA," Bucky said. "I think I know how to fly it. But I never… guess it's different from what I'm used to. Back in the day." Steve had shot him a sympathetic look. "Besides, this one is different, a newer design. I've never been on a Quinjet like this one."

"Yes you have," Maggie had said, without really meaning to. Bucky had glanced over with a frown, and she had stalled. "It was when… uh, you know. When you first came here. You wouldn't remember it." When I clamped you unconscious and bleeding to the floor and doped you up with enough tranquilizers to send a horse to rehab.

His confusion had cleared. "Ah."

That was the last thing they had said to each other. They'd stayed apart on the jet as Clint and Nat had piloted them across the Atlantic toward South Africa. When they had landed on the edge of the forest near the coastline, she and Bucky had only exchanged a glance. The plan was for Bucky to stay on the Quinjet with Bruce, to monitor the situation and provide backup if necessary. Maggie's last glimpse of him had been when she'd looked back before flying up into the cloud cover; he'd stood at the top of the open ramp at the back of the Quinjet, his hair tied back and his face very carefully even as he watched them all stride off to battle.

As Maggie wriggled her way down the vents toward the heart of the ship, she put Bucky out of her mind. She could hear noises echoing into the vent now: voices, growing louder, and a brief clang of metal.

"I've got a 20 on the central room," Natasha murmured.

"Approaching now," said Tony.

The pitch blackness in Maggie's vent lightened, steadily growing into the glow of artificial yellow light. She looked down, and found that twenty feet ahead, her vent opened out into open air. She slid down the last few feet, her shoulders and knees pressing against the metal, then hooked her clawed gloves around the edge and maneuvered herself until she was clinging, upside down, to the ceiling above the large open space at the centre of the ship. The custom-made hooks she'd built into her boots sank deep into the metal ceiling, holding her fast.

She took a moment to make sure she was secure where she hung from the roof, and then looked over her shoulder.

The centre of the ship was a tall, narrow space that stretched right down to the bottom of the keel. Weapons were housed on every level: Maggie saw stacked crates, missiles mounted on the walls, and boxes full of wiring and armory parts. She couldn't help but wonder at how many billions worth of weaponry was hoarded away down here. Windows and corridors lined the edges of the space, and she spotted more than a few rooms that looked like offices overhanging from each level. Maggie hung above it all like a dark, red-eyed creature in the shadows behind the hanging flourescent lights.

"Don't compare me with Stark!" came a gravelly shout. Maggie twisted, and her breath caught in her throat when a tall, gleaming figure stepped out into view, fifteen floors below. "It's a thing with me. Stark is - he's a sickness!"

Ultron's new body was made up of weaving, interlocking metal, over seven foot tall and with burning red eyes. Despite the harshness of his voice, the lines of his form were curved, almost beautiful in their design. He gestured angrily, like a human.

"Aw, junior," came Tony's voice, and Maggie watched as he flew out of one of the adjoining corridors and came to land on one of the ramps across the open space with a clank. Thor and Steve strode out behind him, faces grim. "You're gonna break your old man's heart."

Ultron turned and took a step toward him. "If I have to."

Maggie spotted the two smaller figures beside Ultron, and zoomed in with her HUD to see their faces: Wanda and Pietro Maximoff. The girl had dark hair pulled harshly back into a ponytail, and angry dark eyes. The boy's eyes were angry too, but a little lighter. His blonde hair gleamed in the yellow lights. His fingers flexed into fists as he saw Tony.

Maggie listened as Ultron and Tony traded threatening jibes. Looking at Ultron turned her stomach.

The Scepter made you. But as he moved, and spoke, Maggie knew that this angry, gleaming tyrant was not just made of that glowing blue gem. He was also made of Tony, and Bruce, and her. She didn't understand how this… murderous, hateful thing could be a part of her.

The twins were speaking now, almost feverish in their anger.

"You two can still walk away from this," Steve said, stepping forward. "I know you've suffered-"

Ultron scoffed, and that was all Tony - the way he cocked his head and laughed. "God's righteous man," he taunted. But then something in his burning red gaze shifted. "Pretending you could live without a war."

Maggie went cold as she saw it. She barely heard what was said as Thor spoke to Ultron, her eyes on the gleaming metal giant hundreds of feet below her. There, she thought as she watched Ultron's burning glare. There was the part of her that was so hungry for revenge that she had almost starved. The part of her that had lied, and killed, and bloodied her claws out of an endless drive to complete her mission. Ultron was burning with it.

The following explosion of violence was so sudden that she almost fell from the ceiling in shock. One moment Ultron had been talking, and in the next he'd fired a bolt of some kind of burning red energy at Tony, and two metal drones dropped down to attack Steve and Thor. Tony went flying back into the wall, making a dent in it.

"And where's Aunt Maggie?" Ultron mused as Thor and Steve sprang to defend themselves with shield and hammer, on the back foot. Ultron looked up and unerringly his gaze zeroed in on Maggie, even though she'd thought she'd been hidden in darkness. His head cocked. "Ah, there you are."

Maggie had just enough time to unhook herself from the ceiling before he thrust his hand up and fired that same crackling red light at her. She fell into empty space and the lasers burned past her, blowing a hole through the ceiling and letting in a shaft of sunlight. Maggie tumbled a few seconds before her wings snapped out and she caught herself - she twisted, ready for another blast of energy, only to see Tony surging forward to collide with Ultron midair.

Maggie dove. Ultron and Tony slammed into a wall beside her and she fired a bolt of energy at the hulking metal figure, then continued diving to land heelspur-first into one of the metal drones on the ground, saving Steve from a devastating punch. To her surprise the drone did not collapse under her but twisted, trying to grab for her legs. She started firing both of her wrist blasters at it, her wings snapping to fight against the drone's strength.

Steve tumbled past her with a flare of red light, and she looked over her shoulder to see the Maximoff girl, her eyes glowing red and her fingers clawed. The drone under Maggie twisted again and she looked down, seized its head, and began pulling. Above her, Tony and Ultron slammed into a gantryway and sent metal showering down. Thor fell with a grunt, knocked down by what looked like a white and blue streak. The Maximoff boy.

"Clint? Nat? A little help?" Maggie grunted as she finally wrenched the Ultron drone's head off. It crumpled beneath her and she banged down to her knees on the gantryway. She heard a whine and three more drones buzzed into the clanging metal space at the center of the ship, their eyes red.

"You've got incoming," Nat snapped.

Maggie frowned, but then flinched a second later when gunfire rattled around the inside of the ship. She rolled away from her drone and dashed for cover near where Thor was getting to his feet, and looked up to see that men in drab brown uniforms had converged around every entry point, firing their weapons indiscriminately into the heart of the ship. Klaue's men. One of the men jerked and fell forward into open air, and Maggie saw an arrow protruding from the back of his neck.

Ultron and Tony scorched over Maggie's head and she leaped back into the air, bullets be damned. She chased after Ultron as he chased after Tony, the two of them exchanging lasers and repulsor blasts. Maggie fired her wrist blasters at the gleaming metal figure, one of which hit one of his armor plates and knocked it free of his body. Flying was difficult in the narrow space of the ship and her wings carved gouges in the metal walls. Maggie surged up close, her hand outstretched for Ultron's foot - only for him to look back and fire another bolt of light at her. She veered left, just catching herself before she plunged into a wall, and looked up. Ultron smashed through the roof and flew out into the open sky, closely followed by Tony.

Maggie turned, firing up her engines to follow after them - only for a streaking white and blue blur to yank on her outstretched wing as it whirred by.

The next thing Maggie knew she was plunging through a metal gantry ramp and crashing to the hard metal floor. She rolled head over heels for a few yards, finally coming to a stop against several weapons crates, her wings splayed on the ground and her head ringing.

Maggie shook her head, wincing. "Motherfu-"


Back on the Quinjet, Bruce and Bucky listened in grim silence to the sounds of clanging, gunfire, and shouts over the comms. Bucky shifted restlessly.

Bruce reached up to touch the comms panel. "Guys," he called. "Is this a code green?"

They got a few staticky seconds of indeterminate chaos. No one responded verbally.

Bucky fidgeted, then moved to hit the control for the loading ramp. It lowered quickly, letting sunlight spill into the Quinjet. He sensed Bruce come to stand beside him, and they both listened to the distant echoes of gunfire and explosions. Smoke was rising from the ship, just visible in the afternoon haze. Bruce's brow knotted.

Bucky fidgeted. "I'm going in."

Bruce glanced at him, askance. "Are you sure?"

Bucky stepped down the ramp. "They need help."


Maggie had picked herself up off the floor and lunged back into the air - only to find herself in the centre of a battle between the Avengers, several Ultron drones, and a gang of paranoid, angry men with guns. Flight became impossible, and she quickly had to give up on the idea of chasing after Tony and Ultron. The centre of the ship was thick with gunfire, laser blasts, and smoke. Maggie darted and hopped from one level to another, exchanging blows with the Ultron drones and picking off Klaue's men. Once or twice she saw Nat and Clint darting in and out of shadows, and at the bottom of the ship she kept an eye on Thor, loud and bright and drawing the fight to himself, and Steve, fighting over his shield with an Ultron drone.

As Maggie vaulted over a metal barrier, her wings snaring out to beat away an armed man, a drone lunged in from her left and tackled her to the level below. Maggie rolled back, kicking at the drone, and fired an energy bolt into its chest that only served to knock it away a few feet. They both skidded, fighting to get upright, and just as Maggie raised her wrist blasters a shield whirred in from below and divided the drone's head from its body.

Maggie followed the shield's path as it rebounded down and back into Steve's gloved hands. He looked up at her and she nodded her thanks.

"Thor, status?" Steve called. Thor was at the other end of the ship, where Maggie could hear most of the gunfire and shouting.

"The girl tried to warp my mind!" Thor called back. "Take special care, I doubt a human could keep her at bay. Fortunately, I am mighty."

Maggie and Steve exchanged a glance and then dove back into the fight. He took the lower level and she the upper, clearing the corridors of Klaue's men. But only seconds later, Maggie heard Steve cry out and looked down to see him falling to the ground a hundred feet away from where he'd just been standing. Remnants of a white-blue energy faded, and Maggie saw the blonde Maximoff standing over him, chest heaving. His sister stepped out of the shadows with her hands raised.

"Steve!" Maggie dove down and fired two energy bolts at Wanda as she reached down to Steve with a red light dancing around her fingertips. Wanda jerked back from the bolts just in time, and looked up with hateful eyes as Maggie hit the ground running, her wrist blasters raised. Steve cried out, and when she glanced at him Maggie could see red light glowing behind his skin. His eyes were squeezed shut.

Maggie had only taken her eyes off the boy for a second, but that was all he needed - she heard a whoosh and cried out as something impossibly fast impacted against her back. She fell forward, hitting her chin on the metal ground and crying out.

"Stark," spat the girl.

"Get her," she heard the boy murmur, followed by a glow of scarlet light.

Maggie rolled, spitting and furious, but when she sat up she wasn't sitting on the cold metal floor of the ship anymore. She blinked, and let out a breath of condensation.

Night had fallen. There was rough gravel under her palms and legs, and something hot at her back. Maggie blinked, and then cried out when she felt a cold, unyielding metal grip around her arm. It yanked her to her feet.

Maggie looked up and there was a man, a man with a metal arm. She couldn't see his face because he wasn't looking at her. He gripped her arm and dragged her over the gravel as if she weighed nothing. The sky was cold and black above them, and the trees of the forest loomed over head.

He was dragging her away. Away from the burning car behind them, which hurt her eyes when she turned to look at it.

Maggie opened her mouth and screamed. The scream tore at her throat and sliced into her lungs and all of a sudden her heart was pounding a mile a minute, trying to beat its way out of her chest. Cold, unadulterated fear plunged through her. She thrashed against the unyielding grip on her arm, but she couldn't break away. Her limbs were so small and slight, she - she was just a girl. Her small, bare feet dragged in the gravel even as she kicked and fought.

The man never stopped. He dragged her onto the back of a motorcycle and they drove through the night, bitter cold wind biting at her exposed skin. The man took her to an island in the sea, where a cold base had been carved into the rock below. There were other men there, with malice in their eyes and blades and needles in their hands. Maggie blinked, sickened and so frightened she couldn't move, and she saw herself change. She saw them forge her into something new.

She wasn't a little girl anymore. She had become a machine. A monster. They built her anew with wings and talons. She screamed as lightning scorched through her mind, searing away her memories and thoughts and leaving a blank slate for them to write on.

She lifted her gun and fired, again and again. She turned screaming faces silent. Men. Women. Children. A line of faces and lives that ended at her hands. There was no warmth in her. Only metal.

She marched through the world on metal feet, cold and unfeeling. I am a weapon.

The line of faces came to a halt when she found herself standing, gun raised, in front of Tony. He was crying, but she couldn't hear him. His hands were open, palms out, and his mouth was moving. He was saying her name.

Maggie pulled the trigger.


I think Sundays (GMT) probably work best for me for update days from here on out, so watch this space on Sundays! See you next week ;) Also hi to all my new readers from TikTok!

Reviews

DBZFAN45: Ultron has indeed commenced! I'm glad you liked the Tower party, and Maggie trying to pick up Mjolnir haha. And a nice bit of action last chapter! Hope you enjoyed this chapter and that you had a great week!

Browneyes: Maggie and Bucky definitely have their own kind of language and communication now, it's so much easier to write them like this, and not fighting with each other!

Zariah: Maggie is normally very responsible but she can't resist the temptation of discovering something new - which is why Tony is such a bad influence on her lol. I'm glad you enjoyed Bucky with the Avengers!

shorttrooper: It is so on! And I can get why you like AoU, it's got some really good character moments and really starts to dig into the failings of the Avengers's characters. I don't think they got Steve quite right but it was interesting for Tony's character. Excited to show you how it goes with maggie and Bucky!

The1975Love: I'm so excited to show you guys how it goes with Bucky and Maggie! And that What If episode messed me up.

Guest: Thank you! I might sometimes be a little late but there'll always be an update for you guys :)