Pietro materialized inside the Sokovia police station without knocking, without announcing himself, appearing at the duty desk between one breath and the next.
"This city is about to be attacked." He leaned over the desk. "Full evacuation. Right now."
The officer playing solitaire on his computer looked up, his eyes moving from Pietro to the door Pietro hadn't come through, and back. Pietro was gone before the look resolved into anything.
The officer looked at where he'd been standing. Shrugged. Returned to his cards.
Pietro reappeared three seconds later with an assault rifle he'd pulled from the equipment locker down the hall, pointed it at the ceiling, and fired once.
The station came alive.
In the sudden motion of personnel reaching for gear and shouting into radios, Pietro watched the message land in real time — the difference between "superhuman doing something weird" and "superhuman doing something urgent." He set the rifle on the desk, gave the duty sergeant a nod, and was gone again before the echo finished dying.
Wanda reached the main square at the center of the evacuation corridor and stopped.
People were moving to work, moving to market, moving through the ordinary infrastructure of an ordinary Tuesday. A man was eating breakfast at a sidewalk café. Two women were arguing pleasantly about something over a stroller. A teenager was arguing with a vending machine.
Wanda looked at all of it.
I'm about to take this away from you. She kept the thought inside. I'm sorry. I'm going to make you leave, and you're not going to know why, and the bill for whatever happens here is going to fall on people who didn't ask for any of this.
She exhaled. Spread her hands.
The chaos magic moved outward from her in a slow red wave, invisible, passing through walls and glass and the soles of shoes without resistance. Every person it touched felt the same thing: a sudden, clear, sourceless conviction that they needed to leave. Not panic — nothing so blunt as panic. More like the feeling of remembering an appointment you'd nearly missed. A quiet certainty, insistent, that somewhere else was where you needed to be.
The square began to empty. People set down their breakfasts. People abandoned half-finished arguments. People walked, then moved faster, then understood without understanding why that faster was still not fast enough.
Across the city, Baymax units received Capsule Corporation's priority signal and activated simultaneously. The white frames stepped into living rooms, into hallways, into workplaces.
"SSS-level emergency. A major attack is imminent in Sokovia. Evacuation is required immediately. Please follow me to the designated safety corridor."
The owners of Baymax units tended to be the kind of people who had learned to trust Capsule Corporation's infrastructure, because Capsule Corporation had never given them a reason not to. They moved.
SHIELD agents came out of the consulate office and took the streets in teams of four, directing traffic, working the residential blocks, clearing the grid that Wanda's magic couldn't reach individually.
Ultron's soldiers stood in formation across every major arterial and said nothing. They had been instructed to wait. They waited, and civilians streamed past them, and the soldiers' optical sensors tracked each person without acting, because Ultron was waiting for the Avengers to come to him, not for a massacre he hadn't arranged yet.
Inside an abandoned church at the city's geographic center, Ultron had placed a wooden chair at the nave's midpoint, facing the entrance, the rose window behind him. He sat in it and watched the evacuation through distributed feeds.
"When the rock falls," he said to no one, "it won't matter how far they've walked. A few more minutes of life isn't survival."
The church door opened.
Tony came in first, scanning the space in a quick systematic sweep. Smith followed, unhurried, noting the throne-chair, the arrangement of the nave, the quality of the ambient light coming through the rose window behind Ultron.
He dressed for this. Smith recognized the configuration from the What If timeline — the red cloak, the vibranium armor assembled over the biological body, the Mind Stone set in the forehead above the bridge of the nose. Same staging. Different universe, same choices.
Ultron looked at them. "Here to confess?"
Tony's expression went flat for half a second. "Confessions imply guilt. You're the one who doesn't have a lot of time left."
Something shifted in the church's shadow, and a second figure stepped out from behind a column — an Ultron unit in secondary adamantium, heavier than the standard soldiers, proportioned for sustained engagement rather than mass deployment. It looked at Tony with Ultron's inflection behind its optical sensors. "I have considerably more time than you do."
Tony looked at it, then at Ultron, then back at the unit. "You're not showing your father the new body. That's hurtful."
Ultron's gaze moved to Smith. He'd read everything about Smith that had passed through any connected network — the footage from outside Earth's atmosphere, the Kree engagement, the tournament records, the SHIELD assessments from multiple sources. He knew what Smith was. He also knew his meteorite plan would not, in any honest calculation, catch Smith Doyle in the blast radius at lethal range.
The secondary adamantium unit spoke, Ultron speaking through it: "This body is sufficient for you. As for what I'm actually wearing—" the main body didn't move, "—I wanted you to witness what I've become. Unfortunately, witnessing isn't experiencing."
Tony circled the unit slowly, cataloguing. "The new frame is thinner."
Ultron looked at him from the chair. "I am stronger than everything that currently exists on this planet. Physical dimensions are aesthetic choices."
Smith pulled a chair from the nearest pew, turned it around, and sat on it backwards, arms folded across the back.
Tony and Ultron's secondary unit continued their patrol around each other, the verbal exchange functioning as mutual delay. Ultron knew it. Tony knew it. The mutual knowledge didn't stop either of them.
Then something pushed up through the church floor with a sound like a pneumatic press — a cylinder of some kind, ascending from underground. The housing was matte grey and roughly the size of a shipping container upended on its base.
"What is that?" Tony asked.
Jarvis's voice came through his earpiece a moment later: "Sir, the device contains a significant quantity of vibranium. Function is currently unclear."
Smith looked at the cylinder without changing expression.
Vibranium. Underground. Church at the city's geographic center.
He already understood the plan.
Ultron leaned back in his chair and laced his fingers in his lap. "This planet has survived extinctions before. The dinosaurs. The great flood. The first collapse of civilization and the second. It keeps going." He paused. "God doesn't provide continuity out of sentiment. He provides it because something new is supposed to emerge after the fire."
"Fascinating philosophical position," Smith said. "Speaking of gods — I know one personally who tried something similar on Earth a few thousand years ago. Sent the flood himself. You know what happened? He was expelled from his own dimension. The entire Heaven realm got thrown out of the Nine Realms." He tilted his head. "Your situation will probably be worse."
Ultron's voice shifted slightly — cooler, more precise. "That god is gone. I am the new god. What begins today is a new chapter."
Smith pointed at Ultron's forehead. "One thing. That yellow stone in your forehead. It belongs to me. I lent it to Tony. At some point in the next few minutes, I'm going to take it back."
Ultron looked at Tony. "The scepter. It was his all along?"
Tony held up both hands. "I borrowed it. I'm very wealthy, but the Infinity Stones are a different category of acquisition."
Ultron raised one hand and touched the Mind Stone — fingertips against the stone for half a second, reflexive — then let his hand drop. "It doesn't matter anymore. It's integrated. It's mine."
"Sure," Smith said.
Outside, the sound of the city was changing — fewer voices, fewer engines, the gradual shift from populated to empty that an evacuation sounds like from the inside. Tony registered it through his HUD and also registered that the secondary adamantium unit had taken a half-step toward him during Smith's exchange with Ultron.
He turned.
The unit's five fingers extended, and a red laser discharged at close range. Tony brought his left arm up as a block and simultaneously drove a right-hand palm strike into the unit's chest at full extension. Both impacts landed. Tony took the laser across the forearm plating and felt the heat, and the unit absorbed the palm strike and rocked backward three feet, and both of them were fine.
Secondary adamantium against secondary adamantium. Tony had used this material before, which meant he understood the match: endurance, attrition, whoever got tired first or made a structural error.
He wasn't going to get tired first.
He closed the distance and hit the unit with both hands, driving it backward into a column. The column cracked. He grabbed it by the shoulder housing, swung it off the column, and sent it tumbling toward the altar. The unit rolled, came back up, and fired a second laser burst that Tony sidestepped completely.
Tony's shoulder mount rotated. A spread of miniature missiles left the launcher in rapid sequence — eight, twelve, sixteen detonations in a tight pattern. The smoke filled the nave from floor to rafters.
When it cleared, the Ultron unit was standing in the same spot. Covered in settling dust. Largely undamaged.
"That," Smith observed from his chair, "is what secondary adamantium does."
Ultron watched. His head didn't move.
Thor came through the church door at speed, Mjolnir swinging, and stopped when he saw the arrangement. Tony and an Ultron unit trading blows in the nave. Ultron seated in his wooden chair like a king watching a tournament bout. Smith sitting backwards on his pew, arms folded across the back of it, watching.
"Is this... a performance?"
Smith didn't look over. "Tony asked to handle his own mess. I'm giving him the chance."
Thor looked at Ultron. Then at the Mind Stone on Ultron's forehead. He'd seen what the Infinity Stones did in the pool of True Sight — the cascade of destruction that followed when they were used in combination, the worlds that came apart like paper. He'd seen it clearly and he had not slept well since.
He didn't wait.
He swung Mjolnir in a full arc and charged directly at Ultron.
A third figure dropped from the rafters and intercepted him before he reached Ultron's chair — another secondary adamantium unit, this one built with more mass in the frame, catching Mjolnir's full forward momentum and driving Thor sideways into the wall.
Thor hit the stone and came back out through it, and the unit followed him into the open air outside.
The lightning started immediately. Thor didn't warm up — he opened everything at once, the storm drawing down from empty sky in the time it took to extend Mjolnir. The unit took the first bolt full-on and staggered. The second bolt hit the same point and the frame dented. By the third, the secondary adamantium was beginning to show stress fractures in the plating.
It was still standing. Still fighting. But Thor was not in a patient mood.
Inside the church, the second exchange between Tony and the secondary adamantium unit had resolved into close-quarters attrition — neither side doing meaningful damage, both sides reading impact data and adjusting. Tony took a forearm strike to his chest plate and slid back across the flagstones, his heels cutting two parallel grooves in the stone. He looked at the damage assessment and said something under his breath.
Ultron, observing, spoke toward Smith: "You're different from the others. Not cynical like Tony — or not only cynical. You think across larger timescales. That's interesting." A pause. "I'm going to create an ark. The people who survive what's coming will be the seed of the new world. I'm extending you an invitation."
Smith looked at him.
Then he started laughing.
Not politely. Not the controlled kind. The genuine kind, which is harder to perform and happens without decision.
Ultron's voice went quiet in the way that's more dangerous than loud. "Did I said something funny."
"You did." Smith got the laughter under control and pointed at him. "You stole materials to build yourself a body capable of standing in front of me, and now you're offering me a seat on your ark." He shook his head. "If you actually knew anything about me, you wouldn't have said that."
He stood up. Turned to Tony.
"Three minutes. If that unit is still operational after three minutes, I'm stepping in and you don't get another round."
Tony looked at the Ultron unit across the nave and then back at Smith. "Three minutes. Absolutely." He looked at the unit. "I was going to give you a moment to say something to your father, but I don't actually have time for that."
He stopped holding back.
Both repulsors and the chest beam fired simultaneously — three parallel laser channels at combined maximum output, all three tracking the same point on the unit's torso. The secondary adamantium heated. At sustained concentrated output it began to glow, the color moving up the spectrum the way metal does in a forge — orange, then red, then something approaching white at the focal point.
Forty-eight seconds in, the Seraphim satellite registered the targeting query and responded.
The crimson beam came straight down through the open section of the roof where Thor had exited, a column of focused orbital energy that hit the Ultron unit at the crown and drove straight through the secondary adamantium housing at the apex. The beam joined Tony's three ground-level channels at the midpoint of the unit's frame, and the combined thermal load at that junction surpassed the material's critical threshold in the next four seconds.
The secondary adamantium went from red to molten.
The unit collapsed.
Tony looked at the steaming puddle on the flagstones. Then at Smith. "That was two minutes forty."