Franklin POV
Right now, we're spread out across the heart of New York.
The teenage Avengers, Old Tony, and Vision are posted dead center, standing out in the open like bait. The rest of my Avengers are tucked away in the surrounding buildings, hidden but close, close enough that the moment Ultron shows his face, we can move instantly.
Everyone's holding their breath.
"Is everyone ready?" Captain America's voice crackled through the earpiece.
"Yes," came the chorus of replies, one after another.
"Good," Cap said. "Omni, Destroyer ready?"
"It's ready," I answered, glancing at the Destroyer. "And so am I. Cap… let's begin."
I slapped the Omnitrix and felt the familiar rush as my body shifted. Green light flared, and then I was Ghostfreak. A second later, I phased out of sight, my form fading into invisibility.
That was the signal.
The Avengers triggered the lure, more like a game than a trap, designed to ping every Ultron bot in the area. It took a moment. Too long. Long enough to make my fingers itch.
Then they came.
A handful of Ultron drones dropped in first, opening fire on the teenage Avengers. But the kids held their ground easily, dodging, blocking, countering like they'd done this a hundred times already.
Torunn shot into the air like a lightning bolt, cutting down any robot that dared get in her way. Electricity wrapped around her body, wild and alive, sparks snapping off and leaping to any drone that got too close. Every strike was brutal and clean.
Yeah… she really is Thor's daughter. I could even see the grin on her face.
James was everywhere at once, hurling hologram shields as he moved nonstop to avoid incoming blasts. Even with a brand-new weapon, he adapted fast, way faster than I expected. He kept readjusting the size of the shields mid-throw, and the reconfigured edges sliced straight through robots like paper. At one point, he grabbed a severed robot arm and started using it as a melee weapon, smashing drones apart with frightening ease.
Definitely some super-soldier enhancement there. No normal kid hits that hard.
Francis was a blur of motion and precision. Arrow after arrow flew, every single one aimed straight for a robot's head. He made it look ridiculously easy. When one quiver ran dry, he tossed it aside, sprinted to another section of the battlefield, and grabbed a fresh one. He'd pre-positioned multiple arrow caches before the fight even started.
Smart. Efficient. Deadly.
Pym Jr. was harder to track. If you weren't paying attention, you'd miss him completely, but if you focused, you'd see tiny bursts of light hammering into the robots. His energy blasts hit center mass or the head, dropping drones in one or two shots. Fast. Precise. Relentless.
Azari moved like a wild animal, tearing through the battlefield with claws and raw power. Lightning crackled off his body, arcing into any machine that got too close. When a group of robots tried to swarm him, he let out a roar, and a massive wave of lightning exploded outward, frying every one of them. Then he reached down, unclipped his belt, and it transformed into a staff.
After that, it was pure destruction. He dismantled robots piece by piece, leaving nothing functional behind.
Vision was absolutely tearing through drones. Even though, yeah, I'll admit it, his new body isn't my best work. Still, I packed it with everything I could. Dozens of built-in weapons, repulsor beams in his hands, shoulder-mounted mini-rockets, and an arc reactor in his chest. That reactor isn't weak either, give it time to charge, and it can unleash a devastating blast straight from its core.
Both Tonys were shocked that I built an arc reactor so easily.
Old Tony's suit was rough at first. Even after repairs, it wasn't close to peak condition. So I upgraded it using scrap from around the base. Now it barely resembles his original armor. It looks more like a downgraded War Machine suit, heavier plating, multiple guns mounted on the back, and a rocket holster built into his left arm.
And honestly?
He's doing way better than I expected.
With the upgrades, Old Tony is tearing through robots left and right, holding his own in the chaos like he never missed a step.
I was so busy watching them, honestly just standing there in awe, that I didn't even realize how close we were to the thirty-minute mark.
"Okay, everyone," Tony said over comms. "Get ready. We've got twenty seconds."
That snapped me out of it.
I focused, instincts kicking in as we all prepared for Ultron. A few seconds later, something felt… wrong. The Ultron bots didn't retreat. They didn't power down either.
They just stopped.
Every single one froze in place.
Then the air split open.
A massive blue portal tore through the sky, humming with power, and Ultron stepped out.
He looked exactly like I expected. A Vision-style body wrapped in armor shaped like his old Ultron frame, sleek and brutal. The Infinity Stones were embedded across his armor, glowing brightly, their power radiating off him in waves.
I slowly floated forward, keeping my invisibility active, phasing straight through debris and buildings as if they weren't even there.
Ultron didn't look at me.
His eyes stayed locked on the others.
"Well," he said smoothly, almost amused, "color me surprised. I suppose you finally grew tired of living, after I was kind enough to let you exist just a little longer."
"Your destruction across the universe ends today, Ultron," Old Tony shot back. "We're stopping you. Once and for all."
Ultron tilted his head. "Stark… is that you?" He chuckled. "I'm honestly surprised that heart of yours hasn't given out yet. But then again, you've always been far too stubborn to die."
He spread his arms slightly, almost theatrically."There is no universe left. My mission is nearly complete. You seven are all that remain."
"No," Old Tony said quietly.
Ultron smiled.
"Yes," he replied softly. "You are the last living beings in this universe. And once you're gone… There will finally be peace." His smile widened. "If I could cry, I might actually shed tears of joy."
A low, distorted laugh escaped him.
"But since you're all that's left," he continued, eyes glowing brighter, "let's enjoy this moment while it lasts… shall we?"
The Infinity Stones flared to life, but I was already there.
In a split second, I shot forward and ripped the Time Stone and Power Stone straight off Ultron's armor.
That's when everything went wrong.
The moment my fingers closed around them, my invisibility dropped.
Ultron's eyes locked directly onto me.
"…What?"
"Uh, i'm the Ghost of Christmas Past?"Yeah. That was literally the only thing my brain came up with.
Ultron's gaze flicked down to his armor, registering the missing stones, and his body surged with power as he turned back toward me, ready to attack.
But he didn't get the chance.
Both teams of Avengers slammed into him at once, forcing him back just long enough for me to react. I bolted, rocketing straight back to the building housing the Infinity Destroyer. I phased through the wall, transformed back to my normal form mid-flight, and didn't hesitate.
The Power Stone went straight into the machine.
The Destroyer roared to life.
I shoved the Time Stone into a secured pocket in my suit, turned, and launched myself right back into the fight.
When I returned, it was chaos, but controlled chaos. My Avengers and the other Avengers were moving together like a single unit, hammering Ultron from every angle. In response, Ultron issued a silent command, and the frozen drone army surged forward all at once.
Thor shot into the sky.
Lightning gathered, thick, blinding, overwhelming, before he brought it down in a massive strike that wiped out the swarm in one devastating blast.
Ultron didn't even flinch.
The Space Stone flashed, and he teleported a short distance away before unleashing a concussive energy wave that sent everyone flying.
Including me.
I twisted midair and threw myself between the blast and the Infinity Destroyer, taking the hit full-on to shield the machine. Pain exploded through my body as I crashed into the ground, but the Destroyer stayed standing.
Worth it.
Ultron floated forward, calm and untouchable.
Around me, everyone pushed themselves back to their feet, bruised, scorched, but ready. Weapons came up. Powers flared.
"Now this is a surprise," Ultron said, his voice smooth and cruel. "I was certain I killed all of you. Especially you, Hulk, you were by far the most irritating to put down."
Hulk answered by grinding his teeth, fists clenching hard enough to crack the pavement beneath him.
"But it doesn't matter," Ultron continued casually. "I can retrieve the information later. Right now, I'm… overjoyed. I never imagined I'd get the pleasure of killing the Avengers a second time. I suppose there is a god, besides me, of course."
"Oh my God," I muttered. "Why do villains always monologue?"
Ultron's head snapped toward me.
That's when I realized he was staring directly at the Infinity Destroyer in my hands.
"…Interesting," he said. "Who are you? I've never encountered you before. And that machine, by the energy signature alone, it's powered by one of my Infinity Stones."
His eyes narrowed.
"I'll be taking that back."
"And I want you dead," I shot back. "Only one of us is getting what they want today, clanker."
Ultron paused.
"Clanker?" he repeated slowly. "Is that meant to be an insult… because I'm a machine?"
"Yes," I said immediately.
For a moment, Ultron actually laughed, a low, distorted sound."Clever," he said. "Then I believe I'll kill you first."
Without warning, he fired a massive energy beam straight at me.
I dodged just in time, the blast tearing through the space where I'd been standing. As I skidded across the ground, I slammed my hand down on the Omnitrix.
Green light exploded outward as I transformed.
I transformed into Feedback and fired a blast at Ultron with one free hand.
The energy slammed into him, and did basically nothing.
It pushed him back a few feet. That was it.
"You can transform?" Ultron said, more curious than impressed.
I didn't have time to answer.
The rest of the Avengers surged in all at once.
Hulk landed the first real hit, slamming Ultron with a massive punch that sent him flying across the street. Thor and Torunn followed immediately, swinging their lightning-charged weapons in tandem, thunder cracking with every strike.
For a moment, it almost looked like it mattered.
Ant-Man and Pym Jr. both grew to giant size and piled onto Ultron, fists crashing down like meteors. The street buckled under the impact, and Ultron still didn't flinch.
A blinding energy blast erupted from him, throwing both giants backward dozens of feet and slamming them into nearby buildings.
Then Ultron moved.
He went straight for Hulk.
Precise strikes. Brutal efficiency. He hit pressure points, joints—weak spots. A sharp kick sent Hulk flying into the side of a building hard enough to crater it.
Thor and Torunn tried again.
Ultron vanished.
He reappeared behind them, grabbed both of them by the head, and drove them straight into the ground in a thunderous explosion of concrete and lightning. Both of them went down.
Both Tonys and Vision opened fire at once, repulsors, missiles, beams, everything they had.
It didn't slow him down.
Ultron released a shockwave that blasted Tony out of the air. Old Tony and Vision dodged just in time and closed the distance, swinging at him together.
Ultron caught both punches effortlessly.
Then he slammed them into each other.
Hard.
Their armor screeched as they collided, and Ultron tossed them aside like broken toys.
Azari tried to take him from behind, staff crackling with lightning—
Ultron turned, grabbed the staff mid-swing, ripped it out of Azari's hands, and snapped it in half like it was nothing.
Then he punched Azari straight through a building.
Captain America and Black Widow rushed toward me, dodging debris and stray blasts.
"Is the machine ready?" Natasha asked, eyes never leaving Ultron.
"Yes," I said. "But we're going to have to hold Ultron in place for it to work."
"Hold him down?" Cap shot back. "Even without all the Infinity Stones, he's still overwhelming us."
"That's why you use the machine," I said, pushing it into Black Widow's hands. "I'll hold him."
Natasha stared at me."What?"
"Don't worry," I said quickly, "This form should be able to absorb all the energy he throws out."
I knew Feedback could handle insane energy output.
I took off, charging straight at Ultron.
He noticed immediately.
Ultron raised his hand and fired a massive energy beam directly at me. I threw both arms up and absorbed it head-on, the power screaming through my body as I kept moving forward, boots digging into the pavement.
He stopped firing when I got close.
Big mistake.
I slammed my fist into him.
The punch staggered him back, surprise flashing across his face—and that was all the opening I needed. I slipped behind him, locked my arms under his shoulders, and wrenched him into a brutal shoulder hold.
Got you.
Energy surged as he tried to retaliate, but I absorbed everything he threw out, keeping him from using the Stones effectively.
"How are you doing this?!" Ultron snarled, struggling against my grip. "This should be impossible. No living thing can absorb the energy of the Infinity Stones!"
"Yeah," I said through clenched teeth, tightening my hold. "You're usually right."
I leaned in closer.
"But I'm kind of an anomaly."
"I will break free," Ultron roared. "And when I do, I'll kill all of you! You cannot stop me!"
"Stop you from doing what?" I shot back. "Killing everything and calling it peace?" I shook my head. "That's not peace, Ultron. That's just silence."
I tightened my grip as he struggled harder.
"And even if you win, if you wipe everything out, then what? You'll be the only thing left in this universe. Alone. No voices. No purpose."
"Just endless quiet," I said. "And eventually… nothing but rust."
Ultron's attention was completely on me.
He didn't even glance around, too focused, too confident, so he never saw Black Widow sprinting toward us with the Infinity Destroyer in her arms.
"You arrogant little human," Ultron sneered. "You cannot comprehend my vision. All life brings is chaos and destruction. I am order. I am peace."
"No," I shot back, tightening my grip. "You're about to be scrap."
Natasha reached us in a heartbeat and slammed the Infinity Destroyer straight into Ultron's chest.
The machine came alive instantly.
Metallic hooks burst outward, clamping around his torso and locking into place. A compact device unfolded from the center, sliding up and aligning perfectly with his forehead. With a sharp clang, it clamped down on the Mind Stone.
Then the Infinity Destroyer activated.
A massive surge of energy exploded outward, brighter than anything I'd ever seen. The force ripped through the battlefield, throwing everyone back, including me, as the machine did exactly what it was built to do.
It annihilated the Infinity Stones.
When the light finally faded, silence followed.
A massive crater gaped in the ground. At its center lay Ultron, what was left of him, beside the shattered remains of the Infinity Destroyer. Every Infinity Stone was gone.
All of them.
Except for the time stone I have in my pocket.
Ultron was still alive, but barely.
His legs were completely destroyed, one arm torn away, his body sparking and glitching as his systems failed.
"What… have you done?" he rasped, his voice fractured and distorted.
One by one, we gathered around him.
The god who tried to erase the universe lay broken at our feet.
"We've won," Steve said quietly.
Ultron twitched, sparks crawling across what was left of his body."N–no… no," he stammered. "I had the power of a god. I could have erased you with a thought. How, how could you have won?"
Tony let out a tired breath. "Simple. You got arrogant. Careless. Guess even a machine designed to wield the Infinity Stones didn't imagine someone would build a machine specifically to destroy them."
Ultron's remaining eye dimmed, then flared weakly."Even if my mission was incomplete… you still lose. There is nothing left but you."
I glanced around at everyone, then back at him."You're not wrong," I said. "This universe is dead. But that just means they can come back with us, to our universe."
Ultron's eye widened as the pieces clicked into place."…Multiverse theory," he whispered. "You're from another universe."
"Yeah," I said. "And that's where this ends."
I activated the Omnitrix, slammed the dial, and transformed into Upgrade. Liquid metal flowed over Ultron's broken body as I completely enveloped him, sinking deep into his systems, past armor, past failsafes, straight into his core code.
"What are you doing?" Ultron demanded, panic breaking through his synthetic calm.
"Ending you," I replied. "Permanently."
I began deleting him.
"Stop,stop!" he cried, his voice fragmenting. "It hurts. Please!"
I ignored him.
He had taken too many lives. Erased too many worlds. Mercy wasn't something he'd earned.
It took time, longer than I wanted, but I wiped his core line by line, tearing through redundancies, firewalls, and backups. When I finished, I ran a full scan of his network.
No copies.No echoes.This was the only Ultron.
When I was sure, absolutely sure, I pulled myself free and reverted to my normal form.
Ultron was gone.
Not defeated.
Deleted.
Peter Parker POV
We were all crouched on the roof across the street from Flash's house, the whole team watching the place in silence.
"Peter… I don't think this is a good idea," Cindy said quietly.
"Look, it's better than crashing through his walls and attacking him outright," I said. "This is his family's home. It's all they've got."
"But your plan is to knock on the door," Cindy shot back. "Last time, he attacked you out of nowhere."
"That wasn't Flash," I said. "That was the symbiote. I don't think he was in control at all."
She frowned. "Still a bad idea."
"Just, let me try," I said.
"Fine," White Tiger said suddenly.
Cindy turned to him. "What?"
"But you're not going alone," White Tiger continued. "We're all coming with you. We'll keep our distance, give you space to talk, but if he makes a move, we step in."
I nodded. "That's fair."
We moved.
Cindy and I swung off the building, webs snapping quietly into the night, while White Tiger and Wildcat latched onto S.T.R.I.P.E. as he lifted off. Cindy and I landed softly near the house, barely making a sound.
S.T.R.I.P.E., on the other hand… did not.
He touched down with a heavy thud that shook the ground.
Apparently, that was enough.
The front door opened, and Flash stepped outside on his own.
"Spider-Man," he said quietly.
I raised my hands a little, not surrender, just… honesty.
"Hey, Flash," I said. "Can we talk?"
I took a few steps closer, then stopped a couple meters away, giving him space.
Waiting to see what he'd do next.
Flash's eyes flicked past me, taking in the others standing back in the shadows.
"Don't worry about them," I said gently. "They're just here in case something goes wrong. Just focus on me. I only want to talk."
He hesitated, then took a step closer.
"Look," Flash said, voice tight, "Venom didn't mean to attack you. He thought you were just some creep. I explained everything to him, that you're a hero. He won't do it again."
"Venom?" I asked. "That's the name of your symbiote?"
Flash blinked. "Yeah. How do you know he species name?"
"Because you're not the only one bonded to a symbiote," I said. "There are three more. We already have one at our base, and we want you to come with us. The plan was to bring the others too, but we figured it'd be better to start with you." I paused. "Right now, you might be a danger. Not on purpose, but still."
"I'm not a danger," Flash snapped. "I don't want to hurt anyone."
"I know," I said quickly. "But we don't know if the venom feel the same way. If you come with us, someone who actually understands symbiotes can talk to both of you, help you work things out, make this safe for everyone."
I winced slightly. "He's not on this world right now, so you'd have to wait a bit."
Flash opened his mouth."Okay—"
Then he stopped.
His face twisted as a wave of emotions rolled over him—confusion, fear, anger. He wasn't looking at me anymore.
"He's not trying to trick us," Flash said softly.
Not to me.
To Venom.
"No," he muttered. "Don't do that. This is your fault we're in this mess. Let me fix it by going with him."
My stomach tightened.
"Flash," I said carefully. "Talk to me. What's going on?"
He swallowed. "Venom… he doesn't want to go."
I took a slow breath. "Venom, this really is the best option for both of you. You could accidentally hurt someone. Or draw attention from people who won't give you a second chance."
Flash shook his head. "He keeps saying no."
"Venom, please," I said, trying to keep my voice calm. "Just listen to re—"
I didn't get to finish.
Black, sludge-like tendrils erupted from Flash's body, wrapping around him in seconds. His form twisted and expanded, a massive shape rose where Flash had been standing.
White eyes opened in the darkness.
Venom stood in front of me.
And suddenly… talking was no longer an option.
"You would not put us in a box!" Venom snarled.
"I'm not putting you in a cage if you come willingly," I said, keeping my stance relaxed but ready. "Just surrender peacefully, so my friends and I don't have to hurt you."
Venom's mouth stretched into a jagged grin.
"You won't."
He launched himself at me.
I sprang backward toward the team just as Venom crashed into the spot where I'd been standing, concrete cracking under the impact. He barely slowed before charging again.
"Now!" I yelled.
Cindy and I moved in sync, each tossing a sonic grenade. They detonated midair with a sharp, piercing blast.
Venom screamed.
The sound forced the symbiote to peel away from Flash, just a little, just for a few seconds, but it was enough.
As Venom regained focus and surged forward again, Cindy fired a web straight into his face. I vaulted over him, landed behind him, and drove a punch into his back.
I pulled the hit.
I was too scared of hurting Flash.
Venom staggered, black tendrils whipping violently from his back. I jumped away just in time, dodging the strikes as he tore the webbing off his face.
That's when White Tiger and Wildcat slammed into him from opposite sides, both fists cracking into his jaw and sending him reeling backward.
I shot webs around his torso and yanked hard, swinging him up into the air.
"Pat!" I shouted.
That gave S.T.R.I.P.E. the opening he needed.
Pat aimed his sonic cannon and fired.
The sound hit Venom full force.
The symbiote shrieked, then violently retracted, pouring back into Flash's body in a rush of black sludge. The blast lasted a few more seconds before Pat cut it off.
Flash was left unconscious, limp in midair.
Falling.
I shot upward, caught him easily, and landed in a crouch, absorbing the impact without issue. Gently, I lowered him to the ground and secured the collar around his neck.
I looked down at him, chest tight.
"Sorry, Flash," I murmured. "This was the only way."
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AN: I really hope this act don't feel rush or anything I just wanted to make a longer chapter, I hope you enjoyed it.