Fall of Ultron

**Big thanks to Luke Karls**

Cap readied himself as most of the others converged on his location. The sight of Ultron droids taking off from all parts of the city and flying towards one direction freaked him the hell out.

But, taking another glance at the civilians Cap knew they couldn't just abandon them. All exits to the city were mostly blocked or destroyed after Ultron flew out of the church filled with rage.

With the civilians now stuck behind him captain America was not willing to risk the fact that what he was seeing was some attempt of Ultron's to lure him away so he could kill all the civilians.

That was something Ultron was all too capable of pulling. Cap was brought out his thoughts however when he heard loud whirring noises behind him.

Turning around he laid eyes on a helicarrier.

Fury's voice travelled over the comms, "Looks like you can use some help." A smile grew on. Steve and all the other Avenger's faces, "Nice right? I pulled her out of mothballs with a couple of old friends. She's dusty, but she'll do."

Steve let out a laugh, "Fury, you son of a **tch."

"Oooh! You kiss your mother with that mouth?" Nick smirked when he heard Steve's words.

A specialist turned to Fury "Lifeboats secure to deploy. Disengage in three, two... take 'em out."

Pietro watched as the lifeboats came down to rescue the others, he gained a confused look, "This is SHIELD?".

Steve answered as he came close to him, "This is what SHIELD's supposed to be."

"This is not so bad." Pietro spoke up as he observed the life boats flying towards them with S.H.I.E.L.D personnel to help the survivors.

"All right with that being handled lets go put an end to Ultron" Steve's words led to the Avengers giving a nod before following after him into the thick of battle. Rhodey showed up in his War Machine suit and began to blast at any droid that got too close.

"Yes! Now this is gonna be a good story." He spoke as he rained down a hail of bullets, "Yep. If you live to tell it" Tony spoke up as he flew to Rhodes side to help him.

"You think I can't hold my own?"

"We get through this, I'll hold your own."

Hearing Tony's words Rhodey turned to give him a look, "You just had to make it weird".

Specialist Cameron Klein: Lifeboats secure to deploy. Disengage in three, two... take 'em out.

Batman and Orphan were now back to back, no more words were exchanged between the two as they continually let out heavy pants. Orphan felt as though her limbs were made of lead but knowing what would happen once she stopped fighting and that kept her going.

Batman however thanks to the enhancement from his suit as well as his peak human physique was barely able to continue. The endless silver from the droids that surrounded them was soon broken as Mjolnir covered in lightning flew in leaving a gaping hole.

"Fear not Batman, we are here!" Thor's booming voice came from above as he fell through the hole, with Mjolnir flying back to his hand. At his side were Vision, Ironman and the War machine who released an onslaught of attacks.

From another side the Hulk jumped in, with Nat clinging on to him whilst holding an energy rifle. The others soon converged on the spot as well, all the Avengers were present to put an end to Ultron.

Yelena let out a heavy sigh seeing everyone as a wide grin formed on her face. "You think they are enough to save you. Even if I am to fall today I am taking you down with me." Ultron screamed out.

"Yeah Junior, you okay? you don't sound too god?" Tony mocked as he flew straight for Ultron's main body. Ultron turned to look at him, "I'll deal with you later". Having said that four droids converged on Tony whilst the main Body focused his attention on Batman.

Batman at this moment looked up at the same time, the two locked eyes before Ultron charged at him. "Shit!" Clint cursed out as Batman was hoisted away, Pietro seeing this attempted to run after them but was held back by a few more Ultron droids.

"Urgh" Batman let out grunts of pain as he was sent through two buildings, before he could regain his bearings Ultron chucked him into a street. His suit aided him as it produced enough tendrils to take the impact. With most of the impact still taken by the suit Batman was still sent rolling until his back hit an abandoned car.

"I had everything planned, first was my vision but you meddled in that." Ultron ripped out a lamp and then broke a part of. "I then had plans for a glorious rebirth one that would have cleansed this world and allowed for a truly peaceful world to be born but you had to put an end to that as well."

"Today, no matter what happens I will make sure you do not see tomorrow." Ultron thrust his makeshift spear straight for Batman's heart but he rolled to the side avoiding the strike and making it back to his feet.

Ultron not willing to allow him even a moments rest swung at him, Batman avoided his attack yet again by leaping over. Once in the air he knocked the makeshift spear out of Ultron's hands and followed with a punch aimed for his head.

Ultron managed to grab his fist and pull him in before landing a heavy punch towards Batman's jaw. The force caused Batman's head to snap back, grabbing his head Ultron brought it down on to his knee. The resulting impact created a sickening crunch.

Intent on continuing his attacks, Ultron brought Batman up and sent a punch straight for his gut but Batman stopped it before it made contact. Grabbing his arm, he quickly turned around and applied sufficient pressure, ripping it off.

With the arm he ripped off he whacked Ultron down to the earth.

Getting up Ultron flew up and began blasting, Batman was forced to drop the arm and roll away to avoid the attacks. Once he was behind Ultron he shot his grappling hook into Ultron's thrusters and dragged him down into a car.

Moving on top him Batman began to wail on him, with a blast Batman pushed him off of him. With the both of them now on their backs, they glanced at each other before making it back to their feet to continue their battle.

Ultron paused for a split second once they both made it back to his feet, he realized through his connection that the others had defeated his droids and he was all that was left. He didn't have time to plot as an incessant beeping disturbed him.

Looking down to the hole in his chest he saw an emp bomb, looking up he focused on Batman who was barely standing with his injuries, "well fuck..." his words were interrupted once the bomb went off.

Batman watched what was once Ultron confirming he was no more before finally letting go. Quicksilver appeared just in time to catch the Batman before he fell to the ground, the last thing Bats saw was Quicksilver before it all faded to black as he lost his consciousness.