In Sokovia, Ultron takes over the inner workings of Strucker's now-abandoned base, and builds itself a new body. Even though Thor destroyed Ultron's body, it used the Internet to escape, taking all of Strucker's data with it. sets numerous Iron Legion drones to attack the Avengers, one of which escapes with Loki's sceptre. Ultron believes that the Avengers must be destroyed in order to establish world peace. Ultron interrupts the friendly competition, and accuses the Avengers of preventing the world from achieving peace by not allowing it to evolve. Though everyone fails, Steve manages to make it budge. They entertain themselves by taking turns trying to lift Thor's hammer Mjolnir. The party has since wound down, and only the Avengers, Maria Hill, James Rhodes, and Doctor Cho remain. before building itself a body using damaged parts of the Iron Legion. Ultron attacks and seemingly destroys J.A.R.V.I.S. tried to assist Ultron during its first moments of consciousness, the assimilation of all the information on the present world and humanity's history causes it to go haywire. Meanwhile, the syncing process finishes, and Ultron awakens, confused by its state of existence. During the celebration, Natasha flirts with Banner, and Tony Stark and Thor argue over who has the better girlfriend. The party begins, and the Avengers are joined by other allies, including Sam Wilson, Maria Hill, Helen Cho and Jim Rhodes. During a party in celebration for the Avengers' latest victory, Tony leaves the rest of Ultron's syncing process to J.A.R.V.I.S. Tony convinces Bruce Banner to resume their work on Project Ultron, a peacekeeping program meant to control the drones of the Iron Legion, which could help create peace on the planet in ways the Avengers could not. Tony starts to study the gem inside the sceptre, and discovers it possess some kind of artificial intelligence far more advanced than his own A.I., J.A.R.V.I.S. Tony asks Thor if he could study the sceptre before it's taken to Asgard, and the God of Thunder agrees, giving him three days before he departs. Doctor Helen Cho, an expert in cellular regeneration, takes a look at Barton's injuries. The Avengers return to the Avengers Tower in New York. Tony eventually snaps out of the vision, and retrieves the sceptre. As he explores the chamber, Wanda sneaks behind Stark and uses her abilities to make him envision his greatest fear: the bodies of the Avengers strewn about somewhere in deep space as the Earth again comes under attack from the Chitauri with Captain America's dying breath spent scolding Tony for not saving them, and for not doing his best. Inside the base, Iron Man finds the sceptre inside a secret chamber containing Strucker's experiments as he downloads the Hydra scientist's records. In the outer base, Thor takes the injured Clint Barton back to the quinjet, while Black Widow calms down the Hulk. Captain America confronts Strucker and subdues him. Pietro confronts the Avengers outside the base, distracting Clint Barton as he comes under fire from one of Hydra's bunkers, while Wanda remains inside the fortress, which Iron Man and Captain America were able to penetrate. Strucker refuses to risk them, unaware that the twins have already mobilized. Doctor List protests the decision, suggesting they release the enhanced twins, Wanda Maximoff - who possesses telekinetic and telepathic abilities - and Pietro Maximoff - who possesses superhuman speed. Strucker decides to surrender, seeing there was no chance of victory. Meanwhile, the drones of the Iron Legion are on crowd control duty. In the Eastern European country of Sokovia, the Avengers storm a Hydra fortress with the mission to retrieve Loki's sceptre from Baron Strucker. Captain America's Motorcycle (Harley Davidson Street 750).Infinity Gauntlet (Cameo) (First appearance).Iron Man Armor MK XLV (First appearance).Iron Man Armor MK XLIV (First appearance).Iron Man Armor MK I (Appears on a computer screen, TV, or hologram only).Black Widow's Batons (First appearance).New Avengers Facility (First appearance).Nathaniel Barton (First appearance) (Appears on a computer screen, TV, or hologram only).Jocasta (First appearance) (Cameo) (A.I.Madame B (Illusion or Hologram) (First appearance).Black Widow Ops Program (Illusion or Hologram).Winter Soldier (James Barnes) (Mentioned).Ultron Sentries (Only appearance) (Destruction).J.A.R.V.I.S (Final appearance) (Becomes Vision).
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Wanda Maximoff (First full appearance) (Leaves Hydra) (Joins team).Pietro Maximoff (First full appearance) (Leaves Hydra) (Joins team) (Death).
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