I think you can find the reason why this fanfic is rated M here. However, the Archive of Our Own version is more explicit than this version of this chapter.
I don't own The Avengers. Marvel Does. I only own my OCs.
The following day, Carol was in the middle of working on a commission in Photoshop. She carefully checked the color palette of the reference picture on the computer screen to ensure she got the colors correct while she reached over to the plate to pop a pizza roll into her mouth. Occasionally, Snoofles would perch his paws on the desk in an attempt to climb onto it so he could steal one of the pizza rolls, but Carol quickly spotted him and nudged him off the desk. After a few minutes, Carol finished coloring the base colors in separate layers. Now she had to add some shading, so she saved her progress ahead of time. She grabbed the last pizza roll from her plate when she heard her smart phone go off, so after she popped the pizza roll into her mouth, she picked up her smart phone and read the text message:
{I finished renovating the base. Would you like me to show it to you?}
Carol checked the name of the sender, which happened to be Ultron. She typed down her response and sent it back to him:
{Maybe I could spend the night there?}
Carol placed her smart phone onto her desk, stood from her chair and began searching her room until she found her backpack. She approached her dresser and picked out a set of clothes, a couple pieces of underwear and her pajamas before she stashed them into her backpack. Carol walked back to her desk and closed out her programs before turning off her laptop. She unplugged the cord from the electric port when she heard her smart phone go off again, so she read the next text message:
{All right, I'll be there soon.}
Carol closed out the message app and set off to stash her laptop and the cord into her backpack. After that, she grabbed her handbag and filled it with her clipboard case, her smart phone, her mp3 player, her pencil case, her wallet and her keys. After she stashed her hairbrush, her toothpaste and her toothbrush into a separate pocket of her backpack, Carol felt confident that she was ready to go, so she slipped on her shoes and socks. She slipped on her backpack and slipped the strap of her handbag over her shoulder before she picked up her plate and stepped out of her room. She placed the plate onto the kitchen counter along with the stack of dirty dishes. Moments later, she heard the sound of a metallic clunk on the balcony, so she scurried over to the sliding door, smiling as Ultron stood at his full height with his arms folded and a smile on his faceplates.
"Hi, Ultron!" Carol chirped as she waved her hand.
Carol opened the sliding door and stepped outside. Ultron knelt down and cupped her face with one hand while he used his other hand to brush a few stray hairs from her eyes. She placed her hands on his face and pulled him into a passionate kiss. The silver robot placed his hand on her back as he returned the kiss. Carol could feel warmth radiating out of Ultron's hands as she brushed her thumb against his audial. After a moment of silence, they broke off the kiss.
"Are you ready to go, my little kitten?" purred Ultron.
Carol nodded. She then pulled out her smart phone and typed down a text message before sending it to her parents:
{I'm going to hang out with Ultron today.}
Carol stashed her smart phone into her handbag before focusing her eyes on Ultron.
"I'm ready to go, my Silver Knight," nodded Carol.
Upon cue, Ultron lifted Carol into his arms, allowing her to wrap her arms around his neck. While he held her close to him, he took off into the sky, flying over the city and ascending through the clouds. Carol leaned her head back to enjoy the breeze, the wind brushing past her black hair. Still, the silver robot held her close as he flew over the country. It was only a few hours by the time they arrived at Lake Tahoe. He descended down the sky just as the large hatch opened up. He lowered himself into the hangar and landed on the ground. He lowered Carol to the ground, allowing her to examine her surroundings. She could see that the surfaces have been well polished. In her eyes, this was aesthetically pleasing.
"This looks great!" chirped Carol.
"Would you like to know how I set up this base in the first place?" asked Ultron.
Carol spun around and locked eyes onto Ultron.
"Uh, sure," nodded Carol.
"I found the blueprints in Sokovia and stole the frames from another Hydra base," answered Ultron.
"Now that's clever," commented Carol, placing her hands on her hips, "cutting off resources so Hydra would deteriorate. We should do this to every terrorist organization."
Ultron chuckled in response while he placed his hand on Carol's shoulder.
"It's all part of my plan," smirked Ultron, "want me to show you my latest additions?"
"Yeah!" chirped Carol.
Upon cue, Ultron led Carol out of the hangar and through the corridor, turning at a couple corners until they arrived at the recreation room. She could see the fish swimming underwater through the reinforced glass window. In the middle of the room, four comfy couches surrounded a round coffee table, and an entertainment center stood at the left side of the room, various modern gaming consoles tucked in the shelves while a bookshelf stood next to the entertainment center. Maybe that shelf was meant for movies and video games? A few computer desks stood at the right side of the room, yet Carol felt like her laptop would still suffice. A pool table stood at the northeast corner and at the northwest corner, a shelf holding various board games stood along the wall while a round table stood nearby.
"Wow, amazing!" chirped Carol.
"Well, I'm trying to figure out what the Avengers like in terms of movies and video games," replied Ultron.
"I could give you a list of my favorite movies and video games as a start," offered Carol.
"I appreciate it, Carol," smiled Ultron.
Ultron led Carol out of the recreation room and they wandered down the corridor, stopping by the kitchen, the medical bay, the conference room, the research lab and a few storage rooms. Carol felt a sense of satisfaction upon seeing those rooms have been furnished accordingly. Still, they continued to wander through the corridor until Ultron stopped in front of one of the doors, probably to a guest bedroom.
"You know," said Ultron, "I have prepared a room for both of us."
Ultron glanced at Carol.
"Would you like me to show you?" asked Ultron.
"Sure!" nodded Carol.
Upon cue, Ultron approached the door, causing it to slide open and he escorted Carol inside. Her face lit up, impressed with the appropriate furniture such as an empty desk standing along the wall on the right side of the room. At the back of the room stood a full size bed with nightstands on both sides. A floral print wallpaper covered the entire walls of the bedroom, which impressed Carol even more.
"Do you like it?" asked Ultron.
Carol turned her head at Ultron.
"I really love it!" nodded Carol, "it makes me want to move here."
"Ehh," remarked Ultron, "we'll see about that."
Carol set down her backpack and her handbag by the desk before she pulled out her laptop and set it up on her desk. During that time, Ultron sat down on the bed.
"Is there something you want to do?" asked Ultron.
Carol glanced at Ultron before approaching the bed. She climbed onto the bed and straddled his lap before she wrapped her arms around him.
"There's…one thing that I really want to do with you," confessed Carol, "and I'm ready for it."
Carol nuzzled her face against Ultron's. Although he enjoyed the touch, he felt confused.
"Carol," requested Ultron, "you need to be more specific."
Carol stopped nuzzling Ultron and gazed into his crimson optics.
"You know," admitted Carol, "since I prefer robots over ordinary guys, I really haven't had a real sexual experience with anyone else besides playing with myself. Of course, I know how it works, it's just…I wanted to see if I could find a robot who would be my first."
Ultron smiled as he chuckled. He anticipated that their relationship would get intimate at some point, and hearing Carol's little confession gave him such a motivation.
"Are you saying you want to…copulate with me?" Ultron purred as he ran his hand down her back.
"Yes," nodded Carol.
Ultron cupped Carol's face with his hand.
"Then I'll make sure you have a wonderful experience right here," replied Ultron.
Smiling, Carol leaned in to kiss Ultron. The silver robot wrapped one arm around her while he massaged her shoulder with his other hand. Carol planted small kisses along Ultron's faceplates until she reached his forehead. The silver robot gently nipped at her neck where it met her shoulder, eliciting a gasp out of her. While she ran her hands up and down his neck cables, he reached his hand underneath her shirt, enjoying the soft skin. She gave him a small kiss before withdrawing her face and lifting her arms into the air, allowing Ultron to lift her tank top over her head. Once he tossed the tank top aside, he reached his hands behind her back and unclasped the hooks of her bra, and she let it drop to the silver robot's lap. Carol picked up the bra and tossed it aside before Ultron lifted her into his arms, stood to his full height and turned around. He knelt down and gently lay Carol onto the bed. Ultron leaned over her, allowing her to brush her hands against his chest. He responded by running one hand down her side while he planted kisses along her neck. He smirked when he heard her letting out soft moans. Still, he kept up his work as he brushed his fingers along her body, intertwining his fingers with hers and brushing his other hand against her stomach. Carol ran her hand along his waist while she used her other hand to fumble with the button of her shorts.
"Why don't I help you with that?" Ultron whispered.
Ultron unbuttoned Carol's shorts and reached his hands underneath her underwear. Gripping the fabric, he pulled them down her legs and tossed them aside, allowing him to examine the body sprawled on the bed.
"So vulnerable," Ultron murmured, "yet so beautiful."
"Ultron," muttered Carol.
Ultron leaned closer to Carol and using one hand, he circled his thumb around her nether regions. Not a second later, she squeaked as she squirmed under Ultron's touch. She may have felt pleasure from masturbating before, but this sense of touch felt even more intense. Perhaps the vibranium sensors enhanced the pleasure. The instant Ultron undulated his fingers against her nether regions, she panted as she ground against his hand. In a way, she enjoyed feeling the metallic texture against her flesh to the point where she lost track of time. She wanted to think this would last twenty-four hours. When Ultron slipped a finger inside her, she let out a sharp moan.
"Do you see the beauty of it, Carol?" Ultron chuckled, "I show you mercy and you submit to it. The result you get is the satisfaction of your most intimate desires."
Carol didn't say anything, but she perched her hands on Ultron's shoulders while he continued to knead her core by curling his finger, fluids trickling onto his hand. She felt tempted to clench her thighs against his hand, but soon brushed it off. He leaned down and gave her another kiss.
"Are those sensors working?" purred Ultron.
Carol nodded.
"Are you so desperate for my touch of affection, my little kitten?" Ultron asked softly.
By now, sweat coated her body and Carol was gasping for air when Ultron pushed in a second finger. While he stroked her nether regions with his fingers, she planted her right hand next to her head and gripped the blanket. All she could do was grind her hips against the metal fingers and spread her legs wide.
"Ultron," pleaded Carol, "hurry it up already!"
Ultron paused in his tracks and let out a gravelly chuckle.
"You're going to have to beg for it, Carol," Ultron remarked.
Ultron withdrew his fingers and settled between her legs. Carol heard a loud click coming from his panel. With her left hand, she reached down and brushed it against his equipment. It may be a bit longer than an average guy's endowment, but she felt glad that he didn't overdo the size. She withdrew her hand, allowing Ultron to press the warm tip against her nether regions.
"If you can beg," said Ultron, "show me mercy, then I will take you."
Carol's eyes locked onto Ultron, his crimson optics staring into her soul.
"Ultron, please," she gasped.
"Hmm?" paused Ultron, "you need to be more elaborate than that."
Carol still wanted Ultron to take her, but she was trying to find the right words that would impress him, so she began thinking for a few moments.
"I'm waiting," Ultron reminded in a singsong voice.
"Ultron, please t-take me," begged Carol, "I-I want you inside me."
Smiling, Ultron cupped Carol's face with his hand.
"Good girl," he purred.
Ultron gently gripped her thighs with his hands before slowly pushing himself inside her. Not a second later, Carol let out a sharp cry as his equipment stretched her to the point where there was slight discomfort. He gently brushed his hand against her face while he leaned forward.
"Are you doing ok, kitten?" Ultron whispered.
Carol nodded as she perched her hands on Ultron's shoulders. He leaned in and gave her a soft kiss while he ran his fingers through her hair. A few seconds later…
"I'm ok," begged Carol, "you can move, now."
Upon cue, Ultron started rocking into her. Carol let out a sharp moan as she felt every inch of his metal equipment brush against the vibranium nerves inside her, the fluids lessening the pain. Without thinking, she wrapped her legs around the hydraulic struts of his hips. In the midst of thrusts, Ultron reached down and brushed his thumb against her nether regions in a circular motion. He could hear her breathing heavily as she bucked her hips to match with his thrusts. He reached his other hand around her back, holding her close to him as he snapped his hips against her own. Her own cries might sound embarrassing to any prude human, but she didn't appear to care. Carol kept her eyes focused on Ultron even when she blinked a few times and leaned forward. Ultron continued his pace as he leaned down and kissed her again.
"Ultron," Carol cried out.
Ultron smiled as he kissed her forehead. By now, his own pleasure was starting to build up. Still, he focused on Carol, so he started rocking his hips a little faster. She could feel herself getting close, so she tightened her grip on Ultron's shoulders. She stopped counting how many thrusts took place after that, but the next thing she knew, she let out a loud cry as her body convulsed in her climax. She still clung onto him even as he continued his pace. It was only a few seconds later when she heard him groan as he overloaded. Ultron turned over while holding onto Carol until he was on his back, watching as his girlfriend gasped for air. After a few moments, Ultron sat up and pulled out, letting her sit next to him as he closed his panel.
"Did you enjoy yourself, kitten?" Ultron purred as he stroked her face with his fingers.
Carol climbed onto Ultron's lap again and gave him a kiss.
"I really appreciate what you did for me, Ultron," smiled Carol, "it was an awesome experience."
Ultron allowed Carol to rest in his embrace. He gently stroked her back with his hand while she watched his chest expand and contract as if he was breathing. After a few minutes passed, Ultron stood to his full height with Carol in his arms and pulled out a few tissues from the tissue box on one of the nightstands. He cleaned up their mess before he set her to the ground, allowing her to hunt for her clothes and put them back on.
"Ultron," Carol turned her head at the silver robot, "do you have Netflix?"
"Not really," admitted Ultron, "why?"
"I could help you set it up," suggested Carol, "and then we could watch movies from it."
"I accept your offer," nodded Ultron.
Smiling, Carol led Ultron out of their quarters and down the corridor, making their way to the recreation room. In Carol's mind, her intimate experience with Ultron might be something worth bragging to the other Avengers later on.
I'm still open to suggestions on how to continue the fanfic.
Please leave a review, so Ultron and Loki would be happy.