Not to question your genius, Tony,
but this doesn't exactly look like the site of a killer robot attack.
Not an attack...yet.
A blip on the Ultron Detector.
Look for anything unusual, but be careful; it's most likely a trap.
It is good to hear this.
How is that possibly good?
That Tony's even telling us.
He tends to omit the "dangerous details."
Especially when Arsenal is involved.
Arsenal? Uh, that sounds like a "dangerous detail"
I should probably know about, right?
He was a robot my dad created.
Ultron corrupted him and took him over.
Is that enough info?
Yeah, Tony gets a little testy when we bring up Arsenal.
So, haven't we walked into enough of Ultron's traps for one lifetime?
Well, Avengers can't just ignore a threat,
even if it is dangerous.
So now you're an Avengers expert?
You're not even a real member.
-Hey, you asked for my help. -Bunnies!
Huh?
Well, this just got awkward.
We need you to come with us.
Is that SHIELD for "hello"?
Since our team split in two, you've been a reckless danger to the city.
Surely you jest!
Orders are orders.
Following SHIELD's orders?
What have you done with the real Hulk?
And you're okay with all this, Natasha?
Don't make it personal, Hawkeye.
Whoa, whoa, whoa. Whoa.
No one told me hanging out with the Avengers could get me arrested by SHIELD.
Not cool! In fact, I was just told I'm not even a member.
No one's arresting anyone. We just need to bring you in to talk.
What? In to talk? Are you kidding me?
Fury just wants us under his thumb.
He doesn't like that we do things differently than SHIELD.
We're trying to help here, Tony.
Either let us bring you in, or Fury makes this a lot messier.
-Is that supposed to be a threat... -You seein' something, Falcon?
Tracking an emergent frequency. Micro-level, though.
Micro-level's my middle name.
Tony probably won't like me helping, but...
Watch out!
No!
Sam!
Ultron has upgraded this unit.
Humanity's end begins now.
The Age of Humanity ends.
The Age of Ultron is at hand!
Sam, fight Ultron! You're stronger than him!
No human compares with the Ultron Intelligence.
Cap! Get back!
Don't let any part of him touch you.
Looks like Ultron's turned himself into a Nano virus.
Brilliant, actually.
Which means we need a brilliant way to get Falcon back!
Thor!
Throw everything we've got at him.
My favorite battle plan.
No, we need to coordinate!
Hulk, Widow, TacPlan Eighteen-A.
Love Eighteen-A! Lots of smashing!
Whoa!
Widow! Don't cross my fire!
Get your head out of your quiver!
Hulk?
Huh.
Our teams are getting in each other's way!
One group needs to pull out.
Great. Tell Fury we got this.
Wrong group. Falcon's on our team.
Withdraw, Iron Man.
Falcon's an Avenger, no matter whose side he's on.
Individuality is inefficient.
Net, foam, taser... How's that for efficient?
So much for the "Age of Ultron".
Sam, can you hear me in there?
You only postpone the inevitable.
You cannot put strings on me.
Thor, impress me, buddy.
Hulk, SHIELD Strike Plan Three-B!
We need to stop him, not break the city!
Just following orders.
Why would he go underground?
Just like anyone in New York, he's got a subway to catch!
Let's go!
What is that thing?
Remain calm as your upgrades commence.
Everybody get clear!
-Ultron Intelligence online. -Ultron Intelligence online.
Falcon! Fight it!
This is why I avoid rush hour.
Cover the exits.
The Ultron revolution has already begun.
Do you not know when to quit?
The Avengers never quit!
Wait, didn't you quit?
Not helpful, Ant-Man.
Ultron Intelligence online.
Puny robot!
I count one for you and one for me.
Missed this competition.
So, Cap's rules driving you crazy yet?
Not as crazy as Tony's secrets.
He's been getting better, actually.
I'll believe that when I see it.
Tony, back!
Iron Man, I have a plan!
I had that under control!
Not from my perspective.
Pull your team back; SHIELD is better equipped for this.
Aren't you supposed to be bringing us in to Fury?
Isn't this defying orders?
Never mind. I'll handle it myself.
Situational priorities have changed my directive.
Do you ever not play by the rules?
You seek a sample of my Nano particles?
As you wish...
Now someone notices me?
Your upgrade will be painless.
Mostly.
Yeah, well your downgrade's gonna hurt a lot!
Ultron trapped in a jar?
He's the world's most dangerous Artificial Intelligence, not a firefly.
You're not the one to be pointing out risk, Tony.
You leave the team, you don't get to criticize.
Ultron Intelligence online.
Imperative: Expand Ultron Network.
My team, after them!
Rogers, we've located our former Life Model Decoy android.
The one Ultron corrupted?
Exactly. Now he's using it to infect the entire city.
Ultron's fighting the battle on more than one front.
Trying to split us up.
What for? You guys have done a great job of that already.
Ooh.
-Wow. -Hmph!
Truth hurts.
Ultron has upped the stakes.
You might not agree with this, Tony,
but we'd be more effective mixing our two units.
I knew you'd eventually come running back to us.
Everyone, Group up!
Though he has his strengths, Hawkeye is no Hulk.
Mm-hmm.
Hey, standing right here.
Hulk, Hawkeye, bring that LMD down.
Uh, I think you meant Hulk and Thor.
Cap's right. We have to think differently.
Widow, Thor, contain those civilian Ultrons.
Let's go.
-Hawkeye's less fun. -Does nobody see me?
Ant-Man, get back to your lab and
try to find a way to free Falcon from Ultron's virus.
Cap gave me an order? Am I really an Avenger?
Focus, Ant-Man. I'll track Ultron Prime.
No, I'll track Ultron Prime.
What the hey?
You bringing an Ultron in here?
I'm a computer, ya mook!
Just run a scan, Joey.
Need to pinpoint Falcon's life signs.
Trust me, Sam, I'm gonna get you out of there. Somehow.
I've tried every access option I have on Arsenal, but Ultron Prime keeps evading.
He could be anywhere.
You need to forget about Arsenal.
Not getting into this again.
Your father's android isn't how we find Ultron.
Outthinking him is.
Now, strategically, he'd want maximum access with maximum cover.
Oh, you have got to be kidding me!
What? Ultron changed the locks.
Reckless, Tony.
You just ruined any chance of surprising him.
Surprising him? Have you met Ultron?
Stark is right.
I've known your every move.
Humans are so predictable.
Ultron units work as one, in perfect harmony.
With humans, there are too many different models, incompatible operating systems.
Fury! This is Captain America.
We've located Ultron Prime.
Target all Tri-Carrier firepower at Avengers Tower.
Close range!
He's hijacked my comm.
Mine, too. Nothing good could possibly come from that.
Ultron's trying to trick Fury, but why?
Here goes everything.
Ultron wants to take the Tri-Carrier...
Cap, get clear. We're armed and ready. Copy?
Why is he not responding?
Director Fury, message on secure line.
Fury, it's a trap!
You're giving Ultron exactly what he wants!
If you've got any brilliant ideas, now's the time.
You'll be the first to know.
The SHIELD Tri-Carrier. My puzzle is complete.
-Ultron Intelligence online. -Ultron Intelligence online.
We're too late. Ultron has the city!
Huh?
And the Tri-Carrier!
I've enjoyed this reunion while it lasted.
It's not over yet!
If Ultron's going to put us on a leash,
then we've got to bite. Full power!
You asked for a brilliant idea.
Yanking off your armor doesn't look so smart.
His guns are locked on it, so let's give 'em something to shoot at.
How's your aim?
Target acquired.
Don't pretend you didn't miss this, Cap.
Sir, we have incoming!
Shields down!
I heard Fury wants to talk to me.
Have any room on that thing for me?
Figure-eight pattern starting at three o'clock.
I bet you miss having a teammate who knows how to work a plan.
I dunno, you talked to Hulk lately?
Are you thinking what I am thinking?
Gamma clap!
Yeah!
H, dash, CL, dash, NA, dash, H...
Spouting a bunch o' crazy talk.
No. It's a formula to counteract the virus!
Yeah, yeah, I knew that.
I think I can synthesize this. Hang in there, Sam!
If he wants this ship, I'll ram it right through him.
Won't stop him. He's pure data.
We need to cure the virus, then destroy Ultron Prime's body.
But that means destroying Arsenal, too. For good.
After all this, you'd hesitate to eliminate Arsenal?
You still don't get it. He was my father's greatest creation.
No, you don't get it.
Arsenal's not your father's greatest creation...
you are.
Make him proud, Tony.
Eh, not for nothin', but, uh, don't you think you oughta test that gunk out first?
A trial run's a good idea that we don't have time for.
We're trusting Falcon.
Sam, you're a genius!
No, you're the one that understood the formula.
Lay back, here comes the second dose.
Wait. I'm still connected to Ultron, but I have my own willpower.
Quick, patch me through to Fury.
There's a way we can defeat Ultron.
Since I'm still connected, I could force the individual copies back into Ultron Prime,
but not for long.
You'd have only seconds to destroy him.
I'm out of options,
but I bet you have seventeen different ways to
take down Ultron in that Stark mind of yours.
Actually, only one. But it's risky.
The kind of risk that made you quit the team.
And the kind of risk that could save the world. Run it by me.
Okay. Why does Ultron need the Tri-Carrier?
Complete satellite and weapon control;
he gets ahold of the Space Module in this thing,
nothing can stop him.
So what? How do we destroy him?
By giving him the Tri-Carrier.
You want to trap him onboard the Space Module.
And ram him right into the sun.
What if you can't pull that off?
We'll be responsible for destroying the planet.
Too risky.
Taking a huge risk that ends up saving the world?
Tony does that five times before breakfast.
That's what makes him the leader of the Avengers.
We're running out of time!
I've got this. The rest is up to you, Cap.
I can handle it.
Don't get cocky. That's my thing.
You realize that's a one-way ticket.
He's not coming back.
Stark.
Always wanted to visit the sun.
Like humanity, this plan will fail.
Humanity failed? Really?
You sure that wasn't just an internet hoax?
Preparing for interstellar speed.
Trying to destroy me? You are a fool, Stark.
I am only one of thousands of Ultron units.
Unlike humans, we are one, united Intelligence.
United? Unity isn't about being the same.
It's about working together.
What you can't calculate, Ultron,
is that our differences are humanity's greatest strength.
Falcon!
All Ultron units transferred.
All copies of my software are returning to this unit.
What have you done? This unit must return to Earth.
I don't think so, Ultron.
Temperature rising to unstable levels.
You sacrifice yourself to save a planet of primitive fools?
Just making my dad proud.
Background software overriding...
Hello, Tony. It is good to see you one last time.
Arsenal?
My primary programming is to protect you.
It is what your father wanted, and it is what I want.
Goodbye, Tony, my friend.
Arsenal, no!
What?
No!
Goodbye, Arsenal.
Thanks again, Dad.
Uh-oh. That's no good.
Avengers, I've experienced some fantastic things,
but nothing more fantastic than working with all of you.
By the time you hear this signal, I'll be gone.
Remind me not to do that again.
Don't do any of that again.
Pardon me.
Fury was certain we couldn't bring you back.
That's why Fury's not on the team.
And that's why we resigned from SHIELD.
Avengers...
Re-Assemble!
"Avengers" means you, too, Ant-Man.
Seriously?
Relax, Hawkeye. Our differences make us stronger, remember?
Avengers, Assemble!