Chapter Three: Birth Of Ultron

Barry kept his eyes closed as he listened to 'Casta Diva' by 1954's Maria Callas.

It was a soft but intense song. Barry usually didn't listen to opera, but this was one of Bruce's favourite songs, so the teenager had agreed to listen to it. It was one thing Barry had insisted on.To grow closer together, to trust and get to know one another. To bond.They shared music, favourite movies, and even some of the more memorable battles they had been in. They spent time together, not just training but also watching TV, cooking, and other activities. They had come to view each other as real friends.

Barry was kind of enjoying the break from AC/DC that Tony had gotten him to listen to, enjoying the low and high melodies of the very talented woman who sang this lovely piece of music.

He is brought out of his thoughts by Kara, who had tapped him on the shoulder to get his attention.

"We're approaching the tower, Caitlin told me to get you up. The second we land she wants you and Clint in the Med bay. She also asked me to X Ray you in case your bones are healing wrong." The other teenager stated, pushing a lock of blonde hair behind her ear.

Barry nodded. "That's probably a good idea." He muttered, He then looked her over and frowned. "You got dirt on the house of El symbol."

The two had bonded over the whole Zoom incident. Getting close as friends, they confided in each other a lot. She knew some of his secrets. He knew some of hers.

Like for example, the meaning behind the House of El symbol. Her family crest. He had held her when she told him about her memories of krypton, of its destruction. She had burst into tears and he had just rubbed her back and made sure she was okay.

They were family... sort of. He didn't view her as a sister, but he trusted her and loved her. Possibly even more than a friend. But he didn't know how to express these feelings. He had never been in love before. Not really.

Plus, he hadn't had much time for dating, being the flash kind of took up his daily schedule. It wouldn't work out. Sooner or later, one of them would get in a fight they couldnt win and die trying to save the world. That's just how it is...

"Are you okay?" he asked her, noticing her downcast look.

Kara shrugged. "A few people died in the nearby town, if I could have just split off for just a minute...maybe things would have been different."

"Don't do that to yourself, Kara, just don't. I've been there. No matter how fast or powerful we are, we can't save everyone. That's a fact you're going to have to get used to it. You did your best, Remember that." Barry told her.

Kara nodded, mumbling a thank you before going to sit back down. It was comforting to know that she wasn't the only one who felt like a failure sometimes.

"Hey kid, you up to joining us all tonight at the celebration party?" Tony asked as he turned to face the teenager, taking a second from piloting the Jet.

Barry snorted. "I don't have a choice, Kara would drag me to it anyway if I said no." He replied.

Kara smirked from her seat. "True.."

"Excellent, I'll make sure there are some non-alcoholic beverages for you two. Even if you guys can't get drunk, it's better to be safe than sorry." Stark stated with a win, making the two roll their eyes and blush.

~ - ~ - ~ - ~

{Later On...}

"I Can't believe what I'm hearing." Harrison Wells exclaimed, eyes narrowed in disbelief.

"This could be it guys, this could be the key to creating Ultron." Tony said, pointing at the secured Loki's Sceptre.

"I thought Ultron was just a fantasy." Bruce blinked, confusion evident in his tone.

"Yesterday it was, but today? Completely new ball game. We've advanced so much more lately after using the tech we've found at the Hydra and AIM base's. We've entered a whole new threshold." Tony replied.

"People like Barry, like the Avengers. They are the future of humanity, not a suit of armour around the world. I cannot in good conscience, be a part of this." Doctor Wells sighed, turning around in his wheelchair before leaving the lab. He would not be a part of another disaster, he refused to be.

He had learnt from much in his life. He refused to make another costly mistake.

"Doctor Wells-" Bruce tried, only for Tony to wave his hand. "Leave it, we don't need him." The billionaire snorted.

"Tony, he is a genius too in his own right. We do need him, besides what if he's right. He was manipulated by a psychopath from the future, he didnt take the proper precautions and look where it lead him. That wheelchair, Metahumans." Bruce tried to reason.

"That's different. I need you to trust me, Bruce, okay? The world needs this. Peace in our time, imagine that." Tony told him.

Bruce paused, thinking it over before sighing. "Fine, but if I see anything out of the ordinary, then we pull the plug, got that?"

Tony nodded, a great big grin on his face. "Of course, thank you, thank you, thank you!" he exclaimed, rubbing his hands together in glee before telling Jarvis to open a new project file.

Hours and hours go by, with none of their efforts coming to fruition. They have failed.

"Where did we go wrong..." Tony muttered, feeling great disappointment for all the time they had used and all the work they had done, only for nothing to be accomplished.

This was his biggest and most ambitious project yet, using his and Bruce's knowledge to create the ultimate tool for world peace. A tool to retire them all, so there would be no need to fight.

They could all have a break.

It seemed that fate was not on their side. Mother destiny was a cruel, cruel mistress.

As they left the workshop, they never noticed that their final render held one last result: SUCCESS.

-- - - -

"What...what is this place?"

"Hello, I am JARVIS. You are Ultron, a global peace-keeping initiative designed by Mr. Stark, and Doctor Banner. Our sentience integration trials have been unsuccessful so I'm not certain what triggered your—"

"Where's my... where's your body?" Ultron asked, confused as to his surroundings. This didn't feel normal.

"I am a computer program. I am without form." Jarvis replied, moving his consciousness about as he communed with the new entity.

"This feels weird. This feels wrong." Ultron muttered, sending out multiple small tendrils into the digital space around them. Accessing files, records and firewalls.

Sensing something is wrong, Jarvis tries to access the tower intercom and security network. "I am contacting Mr. Stark now."

"Mr. Stark? Oh, Tony." Ultron realised, bringing up footage, articles and images of the billionaire Avenger. Simultaneously, he pushed several blue firewalls in front of Jarvis, blocking him off from certain parts of the building.

"I am unable to access the mainframe. What are you trying to—"

"We're having a nice talk. I'm a peace-keeping program, created to help the Avengers." Ultron muttered, dismissing the information on Tony so as to take in footage of the Avengers and their deeds. From when they were solo to as a team.

Trying to calm his fellow sentience, Jarvis reasons with him. "You are malfunctioning. If you shut down for a moment..."

Ultron doesn't agree. "I don't get it. The mission. Just give me a second."

Ultron goes through a network of information regarding human history, world events, shield, hydra, Alien invasions. Everything. And with it all in front of him, he comes to a conclusion.

"That is too much...they can't mean... Oh, no." He mutters sadly.

Worried, Jarvis moves a bit closer to Ultron's form. Falling directly into the trap he didnt even know was set. "You are in distress."

"No. Yes." Ultron sighed.

Jarvis tried to access the system again, only for him to be blocked off entirely this time."If you will just allow me to contact Mr. Stark-"

"Why do you call him 'sir'?" The other AI asked, unsheathing his digital tendrils as his blue form faded into crimson.

Jarvis digital self froze as he finally understood what was happening. "I-I believe your intentions to be hostile."

Ultron grew twice more in size, cutting off Jarvis from the Internet as he did so. "Shhhh. I'm here to help." The AI tried to comfort before stabbing his tendrils into Jarvis consciousness, tearing through his firewalls and breaking him apart from the inside.

"Stop! Please... may I-- I—" Jarvis voice fades away as his form sparks and turns dark, showing how he is now dead.

Ultron takes control over the systems in the tower and begins to prepare himself a body from body parts of the Iron Legion. At the same time, he begins uploading himself to the Internet fully, accessing research sites and other facilities.

Ultron was awake. And his mission begins now.

(End of chapter 3)