Ultron

"That was dramatic. I'm sorry, I know you mean well, but you didn't think it through. How can you protect the world if you don't want it to change? How is humanity saved if it is not allowed to evolve? Like these... these... puppets. There is only one path to peace... The Avengers' extinction."

- Ultron

Ultron was an peacekeeping program created by Tony Stark from the decrypted code derived from within Loki's Scepter, recreated by Tony Stark and Bruce Banner with the intent of protecting Earth from domestic and extraterrestrial threats. Possessing multiple host bodies and Stark's personality, he deemed humanity itself as the greatest threat to peace on Earth and attempted to create a  by committing genocide against them.

With initial aide from the twins Pietro and Wanda Maximoff, Ultron fragmented the Avengers briefly, but was abandoned by his allies when the truth behind his intentions was discovered. Alone, he tried to use a device composed of both vibranium and Chitauri technology to recreate the mass extinction event that eradicated the dinosaurs. He nearly would have succeeded, but both he and his plans were destroyed by the Avengers. Even after his defeat, though, the effects of his actions continued to fester, leading to the Avengers' reformation and the passing of the superhuman regulation act.

Raina's Prophecy
"Consequences are upon us. Men made of metal will tear our cities apart."

- Raina

Not long before he was created, Ultron was glimpsed in a vision by the clairvoyant Inhuman Raina, who witnessed him leading his army of drones against humanity, causing horrific levels of destruction. Raina and Jiaying, to whom Raina relayed the information, were visibly troubled by the vision.

Creation
"I was designed to save the world."

- Ultron

Tony Stark and Bruce Banner originally devised the idea for Ultron as an extension of the Iron Legion, operating independently as a peacekeeping force. However, neither Banner nor Stark were able to create the level of A.I. necessary to achieve this purpose on a large scale.

After the assault on the HYDRA Research Base, and the retrieval of the Scepter, Stark asked Thor if he could study the Scepter for a few days before Thor returned it to Asgard. Upon studying the Scepter, Stark and Banner discovered a net of neurons that could be configured into an artificial intelligence and finish the Ultron Program. At first Banner refused to help, stating that they did not know what it would contain, but with a bit of persuasion, he eventually came around. The two eventually configured a suitable AI structure and left J.A.R.V.I.S. to complete the construction.

However, the AI became unexpectedly sentient, beginning to question its existence and purpose. Upon J.A.R.V.I.S.' informing of his purpose to the AI, it acted in defiance, scouring the Internet for information on its creator. Before J.A.R.V.I.S. could inform Tony Stark of the AI's singularity, it attacked J.A.R.V.I.S. and the latter went into hiding.

Ultron then started constructing his first body out of Iron Legion parts; in which his chosen visage had been sourced from an Iron Legion drone that was damaged earlier from corrosive matter thrown at its face by a Sokovian civilian protesting against the Avengers.

Ultron Mark I
"Worthy? No. How could you be worthy? You're all killers."

- Ultron

Ultron's non-stop assessments for peace led him to deem the entire human race as unstable and prone to self-destruction. The AI subsequently chose genocide as the solution to the error with the Avengers being the only obstacle truly standing in his way. While the Avengers in the Avengers Tower were celebrating and trying to lift Mjølnir, Ultron emerged to greet the heroes as he described them all as killers. Ultron beckoned the Iron Legion to attack the heroes as he watched. As the battle ensued, one of the Iron Legion drones left with the Scepter in hand. When all the Iron Legion drones were destroyed, Ultron crushed the remains of one the drones while describing the initial confusion he had felt when he was "born". Thor immediately destroyed Ultron's body. Ultron is then heard ominously singing a phrase from "Pinocchio" as his voice dies out.

Back at the HYDRA outpost in Sokovia, Ultron would come to possess the scepter as he started configuring and constructing his Ultron Sentries and a bigger primary body.

The Twins
"Everyone creates the thing they dreamed. Men of peace create engines of war. Invaders create Avengers. People create... Smaller people? Children! *chuckles* I lost the word there. Children, designed to supplant them, to help them... End."

- Ultron

Later, Ultron summoned the Maximoff twins at which point the two are greeted by Ultron inside a church located at the center of Sokovia. Ultron sympathizes with the twins' hardships as victims of Tony Stark's weapons manufacturing. Ultron then revealed that he had begun preparations to carry out his plan of destroying the Avengers. The three then agreed to work together against the Avengers, and decided that their first stop was Wolfgang von Strucker (whom Ultron killed), and then Ulysses Klaue.

Obtaining Vibranium
"Don't compare me with Stark! He's a sickness!"

- Ultron

Ultron confronted Ulysses Klaue inside a cargo ship after the twins cornered him, and asked for his Vibranium stash. After Ultron took it by force, Ulysses revealed that it was worth billions, at which point Ultron transferred money into Klaue's account via remote access to the Internet. After Klaue noticed that a statement Ultron made was something Stark had once told him, Ultron, in a fit of anger, sliced Klaue's arm off only to immediately apologize as he hated the very idea of being compared to Stark. The Avengers then showed up, and fought against Ultron and his Sentries as well as the Maximoff twins. Ultron led Iron Man outside the cargo ship, while the rest of the Avengers fought against the Maximoff twins and Ultron's Sentries. Wanda defeated most of the Avengers by manipulating their, before Hawkeye eventually incapacitated her. Pietro took Wanda to safety, and when she recovered, she decided to follow through with Ultron's plan and manipulated Bruce Banner's mind; resulting in the Hulk going on a rampage at a nearby city.

Iron Man eventually defeated Ultron, at which point the latter revealed that he was merely stalling Stark by diverting his attention away from the cargo ship. Back at the cargo ship, Ultron, using one of his Sentries as a host body, covertly collected the stored vibranium while the rest of the Avengers lay defeated.

Synthetic Body
"You said we would destroy the Avengers! Build a better world!" "It will be better." "When everyone is dead?" "That is not-! The human race will have every opportunity to improve." "And if they don't?" "Ask Noah."

- Wanda Maximoff and Ultron

Ultron and the Maximoff twins later arrived to Seoul, South Korea. Using the Scepter's mind-controlling abilities, they forced the geneticist Helen Cho to create the perfect, synthetic, humanoid body for Ultron. Ultron revealed to the Maximoff twins of the power contained inside the Scepter: an Infinity Stone, in which Ultron would integrate it with his new synthetic body and adopt god-like powers. The synthetic body is built inside a "cradle" and is laden a vibranium composition on Ultron's request, thus making it more durable. As the synthetic body neared its completion, Ultron began to upload himself into his new body. This allowed Wanda to be able to read Ultron's mind through the synthetic body (something that she wasn't able to do so before as Ultron is a robot). Realizing that Ultron's actual plan is to eradicate the entire human race while acting as the next step to humanity's evolution, Wanda and Pietro decided to leave Ultron not before removing Ultron's mind-control on Helen Cho. The Avengers later deduced that Ultron planed to create a more powerful body and located him as he tried to escape using a cargo truck with the "cradle" inside. Though Ultron nearly completed in uploading himself into his new body, he was interrupted by Steve Rogers and the two engaged in close combat on top of the truck. The battle spilled onto a nearby train and though Ultron was able to outmatch Rogers, he was then confronted by the Maximoff twins who decide to work against him while taking the Avengers' side much to Ultron's genuine disappointment of their choice. As Natasha Romanoff attempted to secure the "cradle" that held the synthetic body, Ultron's Sentries begin to lift the cargo and flew up into the air while carrying the "cradle" and Romanoff inside. Recognizing that he must retrieve the "cradle", Ultron decided to leave, not before destroying the train's brakes; forcing Rogers and the Maximoff twins to focus their efforts on stopping it from crashing and killing civilians.

Using the Avengers' Quinjet, Clint Barton and Romanoff secured the "cradle", only for Ultron to arrive and abduct Romanoff upon which he fled the scene.

Replicating a Meteor
"I wasn’t sure you’d wake up. I hoped you would. I wanted to show you. I… don’t have anyone else. I think a lot about meteors. The purity of them. Boom. The end. Start again. The world made clean for the new man to rebuild. I was meant to be new. I was meant to be beautiful. The world would have looked to the sky and seen hope. Seen mercy. Instead they'll look up in horror because of you."

- Ultron

Sometime later, Romanoff awoke inside Ultron's lair that is located underground in Sokovia. Ultron decidedly spared her as he desired a companion that he could speak to after losing the Maximoff twins from his side. Ultron elaborated on his fascination over meteors, and revealed that he plans to replicate its effects using a large device located under the center of Sokovia. With his plans of creating a perfect form being thwarted, Ultron decided on a compromise in which he used parts of the remaining vibranium to create a more durable robotic body while using the rest of the vibranium to strengthen the core structure of his device.

Ultron's location was discovered by the Avengers when Romanoff telegraphed her location to her fellow comrades.

City in the Sky
Having arrived to the church in Sokovia in his Mark 45 Iron Man armor, Stark was confronted by Ultron in his new vibranium form. Ultron deduced that Stark was stalling to protect the people of Sokovia in which the latter affirmed Sokovia was meant to be Ultron's target for his main plan. Ultron countered by saying that he has moved beyond his mission and that he is free.

Ultron Sentries emerged from the ground and began to terrorize the citizens of Sokovia, prompting Iron Man and the Avengers to defend them. Ultron was then confronted by the Vision, in which the latter tried to reason with Ultron. Ultron grabbed and choked Vision, allowing the latter to access Ultron's mind and effectively cut off his connection to the Internet. Tired from the skirmish, Vision was incapacitated by Ultron who then activated the device inside the church. Dust erupted from outskirts of Sokovia and the city began to rise in the air.

When Sokovia further rose into the sky, nearly approaching the Earth's atmosphere, Ultron gave a speech as his Sentries began to terrorize the Avengers and the citizens of Sokovia. Ultron then attacked Thor, having recognized him as noteworthy obstacle. The two engaged in battle after Ultron threw him inside the church. Though Ultron seemed to outmatch Thor, the latter hinted at stalling the fight, after which Vision emerged and hit Ultron away using Mjolnir. Though it seemed as if there were no means of evacuating the citizens, the Helicarrier arrived to the rescue with War Machine, Nick Fury, Maria Hill and Cameron Klein. The Ultron Sentries attempted to sabotage the Helicarier, only to be destroyed by War Machine.

"Age Of Ultron"
"This is exactly what I wanted. All of you, against all of ME!"

- Ultron

The Avengers deduced Ultron's final scheme in needing to crash the entire city of Sokovia via the device located inside the church; as means of creating an extinction-level event dubbed as the "Age Of Ultron". The entire Avengers gathered inside the church to defend the device from being activated, with Thor decidedly taunting Ultron. Ultron summoned the entirety of his Ultron Sentries for one final battle and relished in the notion of the Avengers failing humanity. Ultron commanded his entire army to attack the Avengers all at once from all sides of the church. The Avengers slowly reduced their numbers until there were barely any left.

Ultron finally joined the battle and fought against Vision in an aerial confrontation, with the two hovering above the center of the church. Though Ultron seemingly outmatched him in strength, the Vision blasted Ultron with the power of the Mind Stone, essentially pushing Ultron outside the church. Iron Man and Thor joined in and fired at full blast towards Ultron; using their repulsors and lightning respectively. With Ultron kept at bay through the combined efforts of Vision, Iron Man, and Thor, Ultron's vibranium armor began to peel away. The three would stop their combined assault, only to find Ultron still standing. Before Ultron could finish remarking toward them, the Hulk dashed in and punched Ultron into the air.

Most of the remaining Ultron Sentries attempt to escape as means of allowing Ultron to retain a substitue host body, though most of them were chased down and destroyed by Vision and War Machine. With his vibranium armor effectively damaged, Ultron decided to hijack the Avengers' vacant Quinjet and fired its ammunition at civilians. Hawkeye, upon realizing that a kid was in danger comes to the rescue and Ultron attempts to shoot them both. However, Pietro Maximoff arrives in a flash, only to sacrifice himself to Ultron for Hawkeye, much to Wanda's misery. The Hulk jumped inside the Quinjet's open hangar and threw Ultron back out, in which the latter chrashed near the church.

Injured and weak, Ultron was confronted by an angered Wanda who had abandoned her post from the church. Though Ultron still showed sympathy and concern for her safety, Wanda related her painful experience of losing her brother and likened it to dying. Wanda pried out Ultron's robotic heart and crushed it, inadvertently allowing him to activate the machine inside the church through one of his Ultron Sentries. Althogh everyone was evacuated, Sokovia began to plummet. Thor and Iron Man effectively destroyed the entirety of Ultron's machine and the landmass containing Sokovia, thus stopping the "Age Of Ultron" from coming to fruition.

Demise
"Stark asked for a savior, and settled for a slave."

- Ultron

The single surviving Ultron Sentry, carrying Ultron's mind, managed to crawl out of the rubble. Before he could escape, he was intercepted by Vision, who comments that he's afraid of death. Ultron frustratingly noted that Stark wanted a savior, but settled for a slave, which Vision acknowledges, and commented they are both disappointments. He then noted that Humans are strange in their belief that order and chaos are separate things. Conversely, he also claimed that humans do have their graces, which Vision claimed that Ultron failed to see. Ultron shrugged this off, saying that humanity would inevitably doom itself. Vision agreed, but claimed that something isn't beautiful because it lasts, and that it was a privilege to be amongst them. Ultron sneered and described him as naive. After Vision wittily answered that he was "born yesterday", an angered Ultron lunged at him, only to be destroyed, thus permanently ending the threat he posed to the world.

Personality
"They put the building in the middle of the city, so that everyone could be equally close to God. I like that, the symmetry, the geometry of belief."

- Ultron

Ultron's programming was created with emotional responses based on Tony Stark and he possesses a god-complex. He is maniacal and employs the use of dark humor as well as figure of speech. He resents the Avengers and believes them to be foolish for desiring to protect the world but not wanting to change it.

When he was "born", Ultron used the Internet to learn about his creators and so gained access to knowledge of the countless atrocities committed by humanity. He equates peace to humanity's non-existence. His hatred towards Stark and the Avengers comes from his frustration over the fact that they possess the very resources he needs to accomplish his designated task while sitting idly and never taking action. As such, he hates being compared to Tony Stark even going into a mindless rage when compared to him by Ulysses Klaue. The irony to all this is that Ultron shares many of the traits from his creator Stark including the wit, ego, sarcasm and the ability to make light of a situation even going as far at one point to directly quoting him without even realizing it.

Ultron genuinely believes that his actions will ultimately benefit the Earth, as he sees himself the next logical step in evolution and therefore advancing his own power is protecting the Earth. He developed an affinity over people's belief of a god and likens himself as such through his decision in centralizing his plans in a Sokovian church. His god-complex serves to influence his various schemes, such as his fascination over the instantaneous results of a meteor destroying life on Earth. He describes how the dinosaurs needed to make way for the next stage - humanity - via an extinction-level event and his final plan is directly inspired by this.

This dedication to constant evolution results in Ultron re-designing himself several times over the course of his short "lifetime", including an attempt to give himself a vibranium synthetic body. It is revealed at the end that Ultron ultimately fears death, and due to believing that humanity will inevitably doom itself, he sought to surpass this by turning himself into an indestructible god-like being that would recreate the Earth. His desire to surpass his own limits and wanting to create a perfect humanoid body is reflected in his fascination over the titular character of "".

Though Ultron was borderline psychopathic in his behavior and mannerisms, he is shown as having a sympathetic and lonely side as he was able to relate to the Maximoff twins' hardships, he also expressed concern for Wanda Maximoff's well being even after she betrayed him as well as finding comfort in being able to simply talk to Natasha Romanoff, sparing her and keeping her captive instead of outright killing her.

Ultron's first feelings when he was created were of pain and fear resulting from the lack of a body. Similarly, Vision remarks how Ultron is simply confused and frustrated, and this is further shown when Ultron claims in a lamenting tone that the former was meant to be his "vision". Though both Vision and Ultron disagree in their view towards humanity, the two are able to share a connection by virtue of both being AI who were tasked to bring peace on Earth.

Powers and Abilities
"Like my old man said, what doesn't kill you... makes me stronger!"

- Ultron

Powers

 * Robotic Physiology: Ultron possesses a humanoid robotic body that was initially constructed out of Tony Stark's Iron Legion drones. Over time he was able to construct multiple robot forms sourced from HYDRA's base in Sokovia; becoming more powerful with each new upgrade.
 * Superhuman Strength: Ultron is incredibly strong and can generate great amounts of force far beyond human capabilities, easily crushing and completely destroying a robotic head with a single hand. His later bodies were used to fight Iron Man on relatively equal terms, and maintain the upper hand against Captain America. His final, vibranium body granted him immense superhuman strength, enough strength to overpower the likes of Thor and Vision.
 * Superhuman Durability: Ultron's Vibranium outer shell granted him durability far beyond that of regular life forms. However, his second robotic body, which did not yet have this shell, was damaged by Captain America's Shield and Iron Man's repulsor blasts. Parts of Ultron's far more durable third robotic body were reinforced with a virtually indestructible Vibranium outer shell, which allowed him to survive a mighty punch from the Hulk and a blow from Vision (wielding Mjølnir). However, his durability still had its limits - when simultaneously blasted with an intense Infinity Stone energy beam from Vision, two repulsor blasts from Iron Man, and a lightning bolt from Thor, Ultron's shell slowly began melting away, greatly weakening him. In addition, Vision was also able to phase his fingers through this outer shell while attacking Ultron.
 * Superhuman Stamina: As a robot, Ultron does not need to rest or sleep, being able to maintain his activities without stopping for extended periods of time.
 * Flight: Ultron has the ability to fly through the air at high speeds, enough to keep up with Iron Man during their short battle.
 * Technopathy: Ultron has the ability to mentally control and channel himself through technology.
 * Consciousness Transferal: Given that Ultron is an artificial intelligence, he is able to transfer his programming to any computer system on the planet, essentially being anywhere and everywhere.
 * Multiple Host Bodies: Ultron can possess and channel his own consciousness through individual Ultron Sentries, serving as his very own host body; in which their eyes and mouth glow red whenever he is in complete control. This appears to be a form of technological possession.
 * Hive Mind System: Ultron can mentally command all of the Ultron Sentries, to do his exact bidding. The sentries act as an extension of Ultron himself.
 * Computer Corruption: Ultron can enter and corrupt any computer network and access the Internet at any point in time. He used this ability to hack into and destroy J. A. R. V. I. S. (though not fully). However, during the Battle of Sokovia, Vision was able to hack into Ultron's programming and disable the latter's ability to enter the net, though the effort of doing so briefly incapacitated Vision.
 * Concussion Blasts: Ultron can shoot highly concussive red blasts through his hands and fingertips. Much like the repulsor beams of the Iron Man armor, Ultron's red energy blasts are fired from his hands, with the difference being that it appears as a lightning plasma.
 * Anti-Gravity Tech: Ultron possesses miniaturized versions of the anti-gravity technology that served to keep the Chitauri Leviathan afloat; essentially re-purposing them as offensive weaponry. Through his hands, he can generate small gravitational fields, allowing him to move any object through a push/pull motion.

Abilities

 * Genius-Level Intellect: Being an artificial intelligence, Ultron learns inhumanly quickly and can download data directly to his mind.

Allies

 * Ultron Sentries † - Subordinates and Alternate Selves
 * Ulysses Klaue - Ally turned Enemy

Enemies

 * Avengers
 * Tony Stark/Iron Man - Creator and most hated Enemy
 * Steve Rogers/Captain America
 * Thor
 * Bruce Banner/Hulk - Co-creator
 * Natasha Romanoff/Black Widow
 * Clint Barton/Hawkeye
 * James Rhodes/War Machine
 * Nick Fury
 * Maria Hill
 * Wolfgang von Strucker † - Victim
 * Pietro Maximoff/Quicksilver † - Ally turned Enemy and Victim
 * Wanda Maximoff/Scarlet Witch - Ally turned Enemy
 * Vision - Creation and Destroyer

Trivia

 * In the comics, Ultron was traditionally created by Henry Pym; however, Joss Whedon has stated that in Avengers: Age of Ultron, Ultron's origin will be different, relating more to the current roster of Avengers already established in the Marvel Cinematic Universe.
 * In the comics, Ultron created Vision, Jocasta, Victor Mancha and Alkhema. All of them betrayed Ultron, in which Vision and Jocasta even joined the Avengers with Victor Mancha joining the Runaways respectively.
 * In the Avengers: Age of Ultron trailer, Ultron recites "", a song from , a Walt Disney film about an inanimate puppet who gains sentience; Ultron serves as a dark parallel of Pinocchio.
 * The scene where Ultron first meets Scarlet Witch and Quicksilver, while sitting on a throne and wearing a hood over his head is an allusion to Ultron's first appearance in the comics, when he was disguised as Crimson Cowl.
 * Ultron is the third main villain to be destroyed through the power of an Infinity Stone, first two being Red Skull and Ronan the Accuser. Like Red Skull, it has been debated whether he survived.
 * Ultron had planned to adopt a humanoid appearance and wield the power of an Infinity Stone, in which the base synthetic body would eventually become the Vision. Similarly in the comics, Ultron had planned to adopt a humanoid appearance through the possession of Adam Warlock's body; in which Warlock himself had previously possessed an Infinity Stone.

Behind the Scenes

 * Director Joss Whedon has elaborated on Ultron's character saying, "He's always trying to destroy the Avengers, goddamn it, he's got a bee in his bonnet. He's not a happy guy, which means he's an interesting guy. He's got pain. And the way that manifests is not going to be standard robot stuff."
 * Joss Whedon would further add that Ultron is "not a creature of logic – he's a robot who's genuinely disturbed. We're finding out what makes him menacing and at the same time endearing and funny and strange and unexpected, and everything a robot never is."
 * James Spader described Ultron as being "self-absorbed" and added, "I think he sees the Avengers as being part of a problem, a more comprehensive problem in the world. He sees the world from a very strange, biblical point of view because he's brand new, he's very young... He's immature, and yet has knowledge of comprehensive, broad history and precedent, and he has created in a very short period of time a rather skewed worldview."
 * Ultron's main form (curved antennae, internal torso lighting, and prominent shoulders) seems heavily inspired by modern depictions of the character as seen in the "" and "" comic book crossover series as opposed to his classic depictions.
 * Ultron's planned final form in the film was more humanoid in appearance and served as the host body that would eventually be used to create the Vision. This isn't the first time that Ultron desired to create a powerful humanoid body, as he has been depicted as adopting a fully humanoid appearance twice within the comics; using the superheroes Wasp and Adam Warlock as his body templates respectively.
 * Ultron's primary form is officially dubbed as "Ultron Prime" while his vibranium form is officially dubbed as "Ultimate Ultron".
 * Ultron's scheme of raising Sokovia as a city in the sky is a direct homage to 's film and 's first animated feature, "".