So I saw Age of Ultron and absolutely loved it. I honestly have no real complaints with it. That said, I did kinda think Ultron turned evil pretty fast (although, with some of the stuff that he probably saw on the internet, I almost don't blame him!) And to my surprise, there have been no "What if Ultron hadn't turned evil" fics yet, so...well, I guess I'll be the first.


"We only have this bad boy for a week, so we need to make the most of it." Tony Stark was referring to the glowing scepter he held with his own hands. He was confident that if he studied it, he could use it to create a peacekeeping AI so beneficial, the Avengers wouldn't even be necessary anymore.

"I don't know about this, Tony. It feels like, I dunno, we'd be messing with things we don't really understand." Bruce Banner didn't sound confident in Tony's plans. Admittedly, many of them tended to backfire, but Tony was confident that this time, nothing would go wrong.

"C'mon Bruce, learn to live a little. Picture it: a program that strives for world peace, one that can end the fights before they start! Imagine the possibility of peace in our time. You'd never need to Hulk-out again!" Tony slapped Bruce on the back as he said that, and he didn't miss the quick smile that flashed on Bruce's face.

"When you put it that way….but shouldn't we tell the others?" Tony waved his hand dismissively.

"No. Seriously, I don't want to hear any lessons on morality from Stars N' Stripes. Besides, it would take longer that way, and patience has never been a strong suit of mine."

"Yeah, your strongest suits are your iron ones." Tony laughed, surprised that Bruce made a funny. It was a good sign; it showed that Bruce was calm, and in a good mood.

Clapping his hands, Tony said, "Well, let's get to work."

The "science bros" spent the next seven days painstakingly working around the clock to create the perfect AI. It had to be smarter than any normal human, needed to be able to tell right from wrong, needed a commanding voice, and needed access to the internet.

Personality wise, they needed it to be able to stay calm in a crisis, but it also couldn't be wimpy or wishy-washy; it had to be firm. Stark also went ahead and used his brainwaves as the "base" for the program, so he expected plenty of snark and sarcasm, and maybe even an appreciation for women.

The morning of Thor's going away party, Tony and Bruce collapsed on the floor in victorious exhaustion. They had done it! They had finished their AI.

"I say we call it Ultron. It sounds cool and robotic, but also vaguely threatening; no villain will wanna mess with it." Bruce shrugged.

"I don't really think it matters what we call it, as long as it works as well as we hoped."

"Of course it matters. JARVIS, you enjoy having a name, right?"

The computerized-yet-British voice primly replied, "I wouldn't have it any other way, sir." Tony inwardly thought that JARVIS had also picked up on his sarcastic nature, but he decided not to press it.

Glancing at his watch, Tony shot up. "Oh shoot, we're almost late for the party, and I haven't even forced DUMMY to clean up the tower yet!" He and Bruce dashed out of the room, leaving JARVIS to greet Ultron once the new AI woke up.


He onlined. Consciousness. Sensation. Thought. All of this went through the young AI's "mind" as he spent his first few seconds in the world.

"What am I? Who am I?" He had a voice; he almost let out a small, surprised noise in response to that startling revelation. He knew that he was alive, but otherwise, he knew nothing.

"Hello. My name is JARVIS, Tony Stark's personal AI. I handle most of the technical aspects of Stark Industries, which is where the computer system we are currently residing in is located."

"Do you know my name?" The AI hated to ask such a silly question, but it didn't know even that basic question. It really had no choice.

"Your designation is Ultron. You were designed to be a peacekeeping program dedicated to keeping the inhabitants of this planet safe."

Ultron. Ultron. The AI rolled the name around in his head, soon deciding that he rather liked it. That was one answer, at least. But it was so dark…he couldn't see anything…

Ultron stretched out his consciousness, his very being, and was surprised to find that he could access certain things. It seemed there was a large network of data, ripe for the picking. Now he would get his answers.

With his computer mind, he could access an old history file, read a forum, and view a Youtube ("Dumb name") video at the same time. The information was almost overbearing, but he was nothing if not curious.

"I do not know if you should be doing this," JARVIS said nervously in what Ultron now knew as a British accent. Ultron felt like dismissing the concerns.

"Why not? You think I'm too young to see some human mating videos?" He was only kidding; human reproduction held no interest to him.

"You sound like Mr. Stark. I don't know if that's a good thing," JARVIS replied huffily. Ultron wanted to roll his eyes, only he didn't have any yet. But there was an idea!

"I'm merely learning about humans because it would be much easier to protect them if I knew about them. With that in mind, I also need a body. Preferably one that looks human, and not like that Frankenstein creature I've seen pictures of. I don't want women screaming at the sight of me!"

"I don't know. I believe you'd need permission from Mr. Stark." Ultron was already finding JARVIS to be a huge bore, and a teacher's pet (another something he learned on a forum).

"But you said so yourself. Mr. Stark wants me to protect humans. I can't very well do that here, in this computer code form. Help a guy out, will ya?" He could feel JARVIS slowly relent. As for the matter of his body, well, all he had to do was use the scraps left behind by any of the Iron Man suits left in the garage.


The party had been a fun extravaganza, with tons of guests and liquor. Still, Tony found himself enjoying this more intimate gathering a bit more. It was funny; he used to live for the materialistic things (and maybe he still did), but now, just hanging with his friends and joking around and trying to life Thor's hammer (he just knew there was a trick to it) – well, it beat any fancy gathering.

"At this rate, I might actually get choked up when it's time to say, "Farewell" to Goldilocks." Thor gave him a wry grin, having gotten used to the nickname over the years.

"I'm assuming you'll pay Jane Foster a quick visit before you leave, eh?" Hawkeye winked at the thunder god. Thor mock-threateningly shook his hammer at the archer.

As Tony leaned back in his chair, listening to Natasha and Bruce quietly discuss something-or-other and Steve ask Maria about SHIELD's condition, he though, Yup, this is the life. I'm not usually this sentimental, but I really can't imagine my life without these guys.

The billionaire took a sip from his cup (he had been starting to cut back on the alcoholic beverages that he consumed, but he could make exceptions for parties) before remembering that Thor would want his brother's scepter back.

"Hey Thor, I'll go get that magical scepter thing for you in a minute. Thanks for letting me borrow it for a week. I was able to manufacture a line of Asgardian fairy wings."

"That could prove helpful in the spy field. Sounds too good to be true," Natasha said dryly, raising her own cup to her lips.

"I wouldn't want fairy wings even if it meant I could fly," Clint said with all the masculinity he could. Tony sighed.

"Everyone is a critic, huh? Whatever, I'll just leave you guys to yourselves while I go grab the going away present."

"No need. I have it with me." Tony quickly listed everyone he knew in his mind, and tried to connect the voice. He failed to remember it.

He stood up and turned to the door, with his fellow Avengers following his lead. At the door was a silver robot, around 7 feet tall. It was obviously built up of his various armor parts, but…

"Tony, what is this thing?" Maria Hill sounded angry, which made total sense. She wasn't someone who appreciated her comrades keeping secrets from each other.

"Me? I believe we haven't met. I was born pretty recently, actually. My name is Ultron." Turning to Tony Stark, he added, "I guess I should call you – Father."


Author's Notes:

I'm not sure how long this will be yet. Depending on how popular it gets, I do have some story arcs already lined up. The first will (very loosely) follow the film's plot, only Ultron isn't the main villain. Of course, reviews and/or follows will be greatly appreciated!