Twilight's monster: rise of ultron

by Silverronin86

Rating: teen
Tags: Crossover, Twilight Sparkle, Main 6, My Little Pony: Friendship is Magic, Dark, Spike, Other
Length: 8062

Twilight had finally done it. She created the first pony android, but something isn't right. its starting to.. behave

Twilight was the first pony ever to create an android she called Ultron. It was built as the ultimate aid in household chores. Based off of the plans given to her by Lyra, its humanoid body is best suited for such activities. When she gave it an A.I with the ability to adapt and learn, she believed it would become more useful for other things besides common house chores. What she didn't expect was its ability to feel emotions, more specifically a hate for pony's. This hate drove it to believe in a need for conquest and annihilation of every living thing in equestria.

Published 2015-03-15 05:10:02 UTC
Last updated 2015-04-14 23:53:08 UTC

The Creation: Chapter 1

Author's Note

i created this fic because i love comics and with Avengers 2 coming out i wanted to write something about ultron. i thought twilight being the creator would work best and if he was in equestria he could become over powered with all the magic there. if you hate this fic im sorry, it was made purely for fun and did not mean to anger any one with a bad crossover, though i think its a cool idea. Also sorry for the pacing and probably overall bad grammar, i had little computer time so i had to write quickly. I will make more chapter if i get 130 views and more likes than dislike. Thank you for your time and please enjoy! ^-^

The Creation: Chapter 1

As Twilight finished up the last adjustments to her creation, she grew more and more content with her-self. At first she was nervous, being the first pony to create a humanoid android in equestria, but with the data from Lyra and her adventures in the other world she believed this shape was best suited for household chores.

"OK Spike, prepare to power him up. I just need to upload his A.I. and then ill give you the signal."

Twilight quickly went to her computer and started uploading the A.I. file "Ultron mk5". This was only the fifth robot she created, all the other prototypes had failed. The others either weren't water resistant, randomly com-busted, or had to many bugs and glitches to keep activated. But this one was gonna be perfect. Twilight created an A.I. that could learn, evolve, and adapt to its surroundings. This was possible because she based it off of her own brain. If the robot was to be harmed by water it could repair itself and change itself to never be harmed by this substance again, kinda like a immune system.

"Upload complete, Ultron A.I. active." the computer announced, and twilight nodded towards spikes direction.

"Go."

Spike pulled the switch and powered on the machine. Blue light pulsed through the wires connecting the computers to the android and in a matter of minutes everything was dark. Twilight hesitated for a moment savoring the seconds before she changed history. She was 95% sure this was going to work, but that was good enough. Twilight typed in the security password to ensure nothing hacks into the software and watched as her creation was finally activated.

The robots eyes and mouth glowed blue and he spoke, " Internal software: active. External hardware: Functional. Live internet feed: Online, Software assessment: 100% functional. Scanning area."

Spike and Twilight watched nervously as everything seemed alright, she spoke " I am Twilight Sparkle, your creator. Can you tell me who you are."

The robot stared at her for a moment the spoke. " I am ultron 5, a cybernetic intelligence created with the primary function to assist pony-kind with any household chores."

" Very good, Spike unplug Ultron from the computer."

As he did so, Ultron took note of what was happening. His data bases shown that these wire were giving him a source of power and maybe helpful in the future.

"Ultron, you should know this castle also has an enormous library and your allowed to read any book in here to update your databases. I already uploaded basic understanding of your equipment and knowledge of our language so the rest is up to you." Twilight explained

" Understood. My programming is clear, do you need help around the house?"

"Hmm, i suppose you can dust of the selves. I need to write to the princess about my latest creation, im sure she will be most pleased."

Ultron the marched upstairs to the main library. He noticed the map of the castle was already in his memory base, he noted that. As Ultron dusted the shelves he noticed a book that wasn't like the others twilight owned, this one was... childish. He grabbed it and read the title.

"Pinocchio?"

He did not recognize this word as it wasn't in his known memory core. He searched more on it as he observed the other books in the library. as he observed he found as song, " I've got no strings". it played...

"I've got no strings to hold me down, to make me fret or make me frown. i had strings, but now im free. there are no strings on me."

This happy song resonated through Ultrons head, it was joyful to him. it made him curious. He soon wanted to research more about his new home. Ultron spent hours reading every book in the library. He got to the final book, it was an encyclopedia of all past equestrian wars.

" Unknown word, databases update in progress... War: a state of armed conflict between different nations or states or different groups within a nation or state."

Ultron was confused but read on, that proved to be a bad idea. He read about the chaos war has brought to this world, Ultron was shocked. His research proved the ponies were peaceful, how could they engage in such violent acts. War brought nothing but pain, destruction, and death. His initiative was to be a servant but this. He cant just sit and wait for another war and watch it happen. He must do something before...

" Oh there you are ultron."

Twilight walked in with 5 other ponies.

" Greetings twilight, how are you."

"I'm great, thank you. I see you completed your chore."

"Indeed. I hope you don't mind but i relived myself from my duties and read the books here."

"Well im glad, and its fine. Ultron, i want you to meet my friends..."

Before Twilight could finish her introductions, a blue Pegasus flew right up to Ultrons face and stared.

"THIS IS IT!!! THIS IS WHAT YOU WORKED SO HARD ON!!!" The blue one yelled.

" RAINBOW! please i worked hard."

" I know, i know but... its just so ugly and creepy."

" Oh well, you'll just have to deal with it. Any ways Ultron these are my friends: Rarity, Pinkie Pie, Apple Jack, Fluttershy, and you already meet Rainbow Dash."

Ultron observed the ponies. Some had bigger muscle mass than others, some had wings, some had horns. He noted this and saved it in his databases for later reference.

" Greetings, i am Ultron mk5. I am a cybernetic intelligence made to assist ponies in everyday life."

" Howdy!" said the orange one.

" Hello darling." greeted the white.

" HELLO!!!" screamed the pink

"Umm hi there." whispered the yellow.

Ultron remembered their names and put the names to the colors as twilight pointed to them when she introduced them.

" ya ya, whats up, how are ya and all that hay... Twilight don't we got somewhere to go!" The blue one muttered.

" Oh my i nearly forgot! Ultron im stepping out for the weekend. I gotta help my brother in the crystal empire, watch over stuff while im gone. you also have Spike to keep you company. bye!"

When she left, Ultron spoke to spike.

" Why didn't you go?"

" Huh? oh because they don't need me to go..."

" Aren't you her friend too?"

" Well ya but...I wasn't needed, she brings me alone one missions if she thinks she needs me, if not i stay."

Ultron thought about that. Could someone really use another living thing like that. Shouldn't friends be next to you at all times, like the books said? why didn't ultron have friends? To him it was like Spike was an object to use, but he decided their is more to it then that and left it be.

" I'm going to return to my chambers, please excuse my absence." Ultron exited.

" Umm OK, I'll just umm make a gem cake then."

Ultron entered the room he was created in. He didn't see it that well before due to his weak, new optic sensors. Seeing it now was quite disturbing. He saw hundreds of robotic chassis and spare part all over the room. Half completed robots hung from the ceiling on wires, like broken puppets.

"Strings..."

He also noticed that these robots were him. They were copies of him, the first Ultrons. Over on the far end of the room were 4 Ultrons in glass cases labeled Ultron Mk 1-4. He didn't understand but only one conclusion came to mind, this must be from war. Yes, this is what war brings to us right? This was destruction! Ultron knew what he must do, he needed a new directive. He plugged into the computer and started his project.

" Ultron proggraming v1.2, security code: A.N.T. Insert new programming label: Ultron 6. Insert file program: Ultron 5. Update Ultron 6. Insert databases file: Weapons. Insert databases file: Violence. Insert databases file: Magic/Energy. New protocol: Protection."

Ultron quickly updated his new programming into his memory core. It was time he used all his new knowledge against evil and the ponies who hurt the world. He also knew this body wasn't ready for it, however. He had to update his hardware too. He searched around the room and started to use the parts around him that weren't too damaged.

" Soon this world will be cleansed, soon it will be saved. I will be its savior.... Soon i will be perfect."

The Puppet: Chapter 2

*6 months after Creation*
As Ultron swept the floors, He heard Twilight discussing something with rarity in the other room. He didn’t know what they were saying but he really didn’t care. He only cared about the update. Ultron 6 can’t be perfect without the proper percentage of strength, magic, and flight. But the problem is he needs to see these in action to understand them. Just then, twilight walked in with rarity.
“Ultron, this is a special task for you.” Twilight greeted.
“What could it be?” Ultron questioned.
“Well Ultron, rarity needs your help at the boutique. You will need to help her with some heavy lifting. I think this will be a great opportunity to not only help others but also test your base strength.”
This was it. He could become stronger by first learning his current strength. Once he knows then Ultron could work on becoming stronger.
“Of course I will help rarity, it will be a pleasure.”
“Now Ultron, this will be your first time outside so please be careful around others. They arnt really use to a human size robot walking around.”
“Of course, I shall be on my best behavior.”
“Shall we be off then?” rarity asked.”
“Yes, let’s go.”
As they walked out, ponies saw the giant metal being. Ultron walked down the street as others gasped and ran into their houses.
“Why do they cower, rarity?”
“Well, darling, ponies are fearful of things they don’t understand or aren’t normal to them.”
“I’m…not normal?”
“Well no, not really. But its good you aren’t. You are special and well… ponies need to accept it eventually. Don’t worry about it too much; this has happened before to a certain zebra I know.”
Ultron noticed a mare pull her little filly inside the house quickly. Why do they fear him, when war is the real enemy?
“Ahh, here we are.”
Ultron noticed the huge building
“This is the boutique?”
“Yea I know it’s a bit much, but I like going all out like that.”
As they walked inside Ultron noticed lots of gems and dresses. She had sewing needles and lots of artistic items, but one thing stood out the most…. Strings. That item also comes back, always haunts him but he don’t know why.
“Ok Ultron I need you to lift this giant closet that fell over. Then I need you to move this debris that fell over from sweetie belle’s newest ‘crusade’, understood?”
“Initiative confirmed, initiating objective completion.”
Ultron analyzed the closet. He learned from it that it weighed a hundred pounds at most. He grabbed it and started to life. For the most part he did well. He lifted it about half way then his arms started to give out. The back of his metal triceps dented in and continued to do so.
“Hardware damaged arms at 75% capacity. Self-repair commencing.”
Ultron arms instantly dented out and his durability increased by 20%. This allowed him to lift the closet back up. That’s it, he doesn’t need strength he needs durability. He doesn’t have muscle but with a stronger metal he could build a better durability. He’s made of stainless steel but if he could find something stronger for Ultron 6 then he could be closer to being perfect. Ultron then picked up the debris that didn’t take long and took it outside to the trash. When he returned in to report to rarity that he was finished he noticed a chunk of metal in a case.
“Oh hi Ultron, noticed the adamantium did you?”
“The what?”
“Adamantium, strongest metal known and extremely rare. In fact that there is most of what we as ponies have seen ever.”
Ultron has found his target, the strongest metal in equestria. He scanned the metal and learned its molecular arrangements, then uploaded his findings to Twilights computer.
“well any way I want to thank you for your help. Ill asks twilight for your help again soon.”
Soon after rainbow asked for help with some water drainage. Ultron learned how to fly but he needed to use rocket fuel to do so. Then rarity used his services again. Then applejack, Fluttershy, a pinkie. This cycle repeated itself over and over for 2 more months. All they did was use him, at first for serious help but soon for simple things like holding needles or putting chocolate in a cupboard. They all were using him… like a puppet.
“I am not a puppet… I am not a puppet… I am not a puppet.”
He stood their plugged in to the computer.
“I am a puppet…. I am a puppet… I am a puppet. I must be free.”
He activated Ultron 6’s protocol its red eyes flickered.
“I had strings but now I’m free… there are no strings on me.”
The next day as Ultron walked to the store for twilight he noticed apple bloom, scootaloo, and sweetie belle all backed up in a corner by diamond tiara and silver spoon. They were all bullying them for not having the usual pictures on their haunches the others called “cutie marks”, Ultron noticed they were becoming violent and stepped in.
“Halt, violent nature shall not be permitted and will be eradicated by all means necessary, this is your only warning.”
“Ugg, what did it say to my silver?”
“I don’t know, I think he said something about leaving the blank flanks alone.”
“Like whatever, it’s just a freak robot. It can’t tell me what to do.”
“I will not warn again, cease now or deal with the consequences.”
“I don’t have to DEAL with anything my daddy will buy me out of trouble because he loves me. You can’t love something I bet, you’re just a robot.” diamond tiara taunted
She then threw a rock at Ultron continuing to taunt him about his lifeless body. As soon as the rock hit his upper chest his eyes and mouth turned red and his voice grew from innocent to sinister.
“Violent attack initiated, commencing defensive attack.”
He raised a hand where a red beam shot out a stunned silver spoon. He then grabbed diamond tiara by the mane and picked her up to his eye level.
“setting facial laser to kill, problem shall be eradicated in 3…2…1”
“ULTRON STOP!”
He didn’t shot as he looked behind him to see a orange mare with a hat at the end of the ally way.
“Applejack, these 2 were causing problems. I was simply fixing the error.”
“NO YEA WERNT, YALL WAS BOUT TA KILL HER. LOOK AT SILVER SPOON, SHES PARALYZED AND MAH SISTER AND HER FRIENDS ARE COWERING IN FEAR! YEA CALL THAT FIXING A PROBLEM?”
Ultron saw the error in his way and let go of the crying filly. His red eyes and mouth turned blue once more, his voice turned to normal.
“I apologize. I didn’t not mean to hurt your sister.
“Ok but I must tell Twilight about this, I don’t think she made you able to kill some pony like that. Come on apple bloom, were leaving.”
As the 4 mares walked away Ultron saw diamond carrying silver spoon on her back.
“IM TELLING MY DAD, HE IS GOING TO KILL YOU ROBOT.”
Ultron returned home without the groceries to find a very upset twilight.
“Ultron, what is up with you? I did not program you to act upon violence let alone almost kill a pony!”
“You didn’t, I felt it necessary to put that in my programming.”
“You can’t just do that, ponies lives are meaningful and you can’t kill.. At all.”
“You ponies kill each other all the time but I can’t?”
“No. when a pony kills its evil, you’re not evil.”
“I am not evil, war and violence is. It must be terminated.
“Ultron let me explain something to you.”
She then left and came back with a book, one he hasn’t read before. Twilight flipped to a page and he watched her as she lectured him.
“These are the Elements of harmony. They are items of immensely powerful of magic. 6 ponies that represent their meaning can use them, but they must show a powerful friendship as well. These elements have brought peace to the land. Sure some evil still remains but they did a great job of protecting us. The 6 of us are… or were… the elements of harmony. So you don’t need to help us do a job we already done, understand?”
“Affirmative.”
“Good.”
She put the book away but Ultron stood there thinking. She said there was still some evil. As long as it’s their job isn’t done. As Twilight retuned some pony knocked at the door.
“Hello?” Twilight greeted as she opened the door.
A squad of 8 royal guards stood there, ready to attack.
“Princess move out of the way, we must destroy the robot”
“What? NO! You can’t”
“I’m sorry but celestia’s orders.”
The guards then stormed the house with a very content filthy rich standing across the street.
“Ultron stand down, you have committed crimes against equestria and her ponies. I am to terminate you as a result, do you have any last words?” the guard spoke as the rest pointed their spears.
“Yes…Repulse beams online: set to kill.”
Ultron shot a guard as he flew outside into a building. The rest ran out to see if he was ok, only to find he was splattered against the wall. Ultron walked out, again glowing red and sinister voiced.
“Your violence shall not be permitted.”
“Kill him!”
The 7 guards all shot spears as Ultron caught 2, he then jabbed the 2 spears into 2 of the guards necks. He then grabbed the dead guards and threw them at another 2 and shot them in the chest. Only 2 more remained the lead officer and a normal unicorn guard.
“Sweet Celestia… give it everything you got solider.”
The last 2 guards then shot magic from their horns like mini guns in a last stand against the robot. Bit and pieces flew off Ultron but he made his way to the guards and stomped on the head of the private as he chocked the lead officer and snapped his neck. Just then Apple jack and rainbow started bucking Ultron to pieces and Twilight hit him with a huge magic blast. Ultron was shot to the ground offline.
“Ah am sorry twilight, there was no other way.
“I know applejack. Ill just start again.”
“No Twi, I think you should leave it alone. Before some more ponies get hurt.”
Twilight sighed deeply. “Your right, maybe I’m not worthy of such a title like ‘first mare to create a robot’. I’ll go destroy the rest of the project.
“Worthy? How could you be worth… your all killers.”
Twilight, rainbow, and applejack stared in awe as a mangled Ultron stood up. His left arm was missing, his right hand broken, his bottom left leg was turned to the left 90 degrees and his right knee was missing. His chess piece was melted and his abs had wires and sparks flying out. His face plate had a broken jaw, a melted upper left eye, a huge gash in his right, with ash and soot covering 80-90% of his body.
“You want to protect the world, but you don’t want it to change.” He said limping over to them, he had a creepy, disoriented, broken voice. “Your all puppets…tangled in… strings. There is only one path to peace… your extinction. Soon your end will come, for the age of Ultron…. Is here.”
Ultron then smashed his head and was no more. Twilight and the rest had no idea what to make of the message. They spent hours trying to decipher it as they destroyed the lab. Spike went to grab the groceries Ultron failed to get. On his way back he saw a blood ruby and the edge of the ever free forest. Not thinking he ran to it and grabbed it.
“Oh sweet celestia lucky day! Hehe yum!”
At that second he felt a cold piece of metal clamp his neck, he was in a collar. He looked behind him to see a bigger and more intimidating Ultron standing there.
“This is a Hypno-brace; I invented it to put you in my control.”
“But she killed you, twilight killed you.”
“False, she destroyed Ultron 5 and technically Ultron 5 killed himself… I am Ultron 6.”
“Wait until I tell her.”
“False, you can’t do that.”
The Hypno brace turned on and spikes eye glowed red.
“I… will not my master.”
“You are my puppet, spike. I am now pulling all the strings.”

The Uprising: Chapter 3

*1 month after the events of chapter 2*
Ultron computed several algorithms that spike couldn’t possibly understand. He sat in the sun throne at the far end of the main corridor. Ultron was finally ready to put his plan into motion, the plan to rid the world of all organic life and start a perfect world. To do so he needed several things. 1) a deadly power source, 2)more upgrades, 3)distractions. He had a plan for all 3
“Master, what is the next step? What are your plans? What will the great Ultron do to this world?”
“I…suppose I could tell you. The Hypno brace hasn’t failed yet so you are under my complete control plus you would be easy to kill if it does fail.”
He thought about it for a moment.
“Very well, I’ll tell you. As you know I was created to be a puppet, a pawn for ponies to use me to hold up book selves or make cupcakes. Meanwhile, violence plagued through the world. They had nothing to stop it, no TRUE defense against all violence. So, naturally, I took matters into my hands. My old body created this body to better fit myself to fight against it. I am now a new android, Ultron 6.”
Ultron takes a look at his hand as he speaks, the balls it up into a fist.
“I was designed to protect the world. I saw peace could be achieved by a means of bigger actions. Kill the violent ones and all shall be happy. Then I saw how they acted to that idea. I now know there is only one path to peace….extinction.”
“So that’s it, kill all the ponies.”
“Not just the ponies, everything living. Everything from the complexity of a pony to the simplicity of bacteria, they can’t be allowed to evolve.”
“And how would you do that?”
“This tree of life, its power is unmatched. But that that power actually comes from 1 giant root stretching all the way down to the core. This core also gives of other roots to other trees around the globe. Think of it like weeds. If I could cut harness that power and have all trees give of a sonic blast of magic that kills everything all at the same time then my plan will achieve victory. The only set back is my resistance to magic. I can still be affected by it but unless I could give of a telekinetic frequency that counters all magic then I could survive with my tech.”
“What about me?”
“You’ll perish, obviously.”
“Oh yea…stupid question.”
“Though this plan may take a while to complete, I may want to try to take out as many potential threats as I can, starting with the entire pony race.”
“You can’t kill them all at once though, and sooner or later the will start uprisings. How would you stop them?
“I suppose your right, my little puppet. I know. Way back in the beginning of equestria, the dictator, discord, ruled the land. He was trifled by the 2 princesses of the day and night. Ever since the liberation of the land, ponies would look to the sky and see hope… I’ll take that from them first, starting with the 4 princesses and twilights friends.”
Ultron hovered over to a computer.
“Activate project ‘Android’, DNA and ability analysis at 58%, Field test needed.”
Ultron started for the door.
“Where are you going?”
“To discover the true abilities of twilight and her friends, so I can make robotic copies of them to aid in my plan.”
He then flew toward ponyville.
Meanwhile,
“Howdy Twi, how are you today?”
“Not good, it’s been a month since spike has gone missing. I can’t find him anywhere; there is no trace of him.”
“Oh am sure he’s fine, spikes a big boy and he can handle himself. Plus if it’s really bad he has that note teleporting thingy to can for help.”
“I suppose your right, but I’m not giving up hope.”
Just them the roaring sound of rockets above them grew louder as the source grew closer.
“Twilight sparkle and Applejack. Two major potential threats. I was indeed hoping for the full ensemble but 2 should prove to be a minor waste of time.”
“ULTRON! I thought I destroyed you!”
“Your assessment on that conclusion was indeed illogical; I already gave you a fair warning of my age or reign.”
“To be fair Twi, he did say that. I had a feeling your ugly metal face would return, I bucked apples extra hard for a work out so I could pound your face in even more this time.”
“That assessment was logical, though the belief of defeating me wasn’t.”
“We will see about that.”
Applejack charged at Ultron and slid under him, bucking his calf’s in. the attack, however, barley made a dent as Ultron’s top torso turned a full 180 degrees to meet her behind him. He then picked her up and spun around to through her back at twilight.
“Ability assessment: strength at 150 pounds of force, upload to file AJ1.”
Twilight gritted her teeth
“My turn!”
She flew up to strike him with a powerful hyper beam, but before it could hit Ultron put up and electromagnetic force field to protect himself.
“Assessment: alicorn magic, magic category, type 9. Upload to TS1.”
As the commotion grew more chaotic, the other 4 arrived.
“Twilight darling what going on here…. OH GOOD HEAVENS!”
“IT’S…ULTRON!” Fluttershy interrupted as she hides in the back.
“What’s that big ol’ meanie doing back here?”
“Looking for a pounding that’s what, I got something for ya robot.”
Rainbow dash flew up and soon after a giant sonic blast of rainbow colors filled the sky with her darting right for Ultron. All was well until her face crashed right into his palm, allowing him to ,lift her up and slam he down on the ground.
“Assessment: durability after 100% force of impact and 50% force of gravitational force, 40%. Flight speed, mock 10. Upload to RD1.”
Ultron then stepped on her to apply more pain to the ponies already cracked rib cage.
“RAINBOW!” the group screamed as rarity prepared to throw rocks and debris him. As she did so Ultron shot them right back as he updated his assessment on her. Pinkie threw cake and deserts at him in hopes of the frosting messing him up but he wasn’t affected by that either. He shot her with a repulse blast and walked toward Fluttershy. He then is pulled back by a snake like arm, he looks to see the dictator himself, discord.
“You…wont… touch her!”
Discord then teleported in front of Ultron to threaten him more, only to feel a cold hand around his neck.
“I have read about you, your violence and chaos has dealt this world enough pain, and for that you must perish.”
“Ah thank you for noticing my good work but I’m afraid I can’t die just yet.”
Discord tries to teleport away but finds he can’t, that he is feeling drained and tired
“W… what’s… going on? Why can’t i…”
“Your DNA is needed in my plan to create a perfect world; I need your magic resistance and that of the princesses. I have acquired twilights from a hair in her home and your blood should prove to be better.”
“YOU TOOK MY POWERS, ILL KILL YOU ROBOT!”
“False, for it is I who shall kill you.”
Just then Ultron snapped his neck with more force than a sonic rain boom. The limp body fell to the floor as the ponies grew silent. The most powerful being they knew was just murdered by a simple, lifeless robot. Just then his true power was realized. This was something greater, and no pony understood how to handle it.
“Ultron, I will destroy you. I created you and ill can undo my mistake as well.”
“False, you can’t stop a power greater than you.”
“I will….somehow.’
“You are already uncertain of your chances; give up and your lives will end as painless as possible. Maybe show the same mercy to spike.”
“he… he has spike… you monster.”
Twilight flies toward Ultron but is soon swatted out of the sky by a backhand to the face.
“Every pony creates the thing the fear. I am going to destroy this world. This is not a threat, for there is nothing you can do to stop it. Once I take out the highest authority then the final phase of my plan will commence.”
Ultron flies toward canterlot leaving the broken ponies in his wake.
“Twi… can’t you do anything?”
“I must go to canterlot, now!”
Twilight teleport there before Ultron arrives and warns the princesses of the attack. Luckily, her brother and sister-in-law are there as well. Celestia dispatches shining armor and 50 guards to hold a last resort as they discuss battle plans.
“Ok guards, there he is…SHOOT HIM DOWN!”
All the guards proceeded to fire blasts of magic and arrows at Ultron, forcing him to land in front of them.
“Why must you all insist on not accepting your fate, you will all perish before me.”
“You know, the first time I was in the crystal empire and saw a monster standing above every pony else, we ended up disagreeing. Let’s just say that he didn’t exactly get his way. ”
“It appears I am facing a solider, one who is out of time.”
“I’m afraid your out of time, guards ATTACK!”
They all charge at Ultron. Ultron the proceeded to burn down the hoard of stallions with lasers, brutally disintegration them, decapitating them, or just crushing every bone in their weak bodies. As a result only shining and Ultron remained.
“Well I’m not captain for sitting on my ass, time to fight for my country.”
As shining shot Ultron, he made his way to the captain and broke his horn right off. Ultron preceded to uppercut his jaw, making him do a backflip to the ground. As cadence watched the whole thing from the balcony, she felt the last shred of hope for her husband’s survivals diminish. Ultron picked the captain up by his helmet.
“Your army falls this day, brother of twilight. And you can be rest assured; your wife will die brutally and painfully. I will record her screams so I can forever enjoy her pleas of mercy.”
“You won’t touch her!”
“And who will stop me? You? You can’t save a dead pony if your dead as well.”
Ultron the crushed the stallion’s skull as cadence watches from the distance. Ultron flies up to the balcony were the 4 princesses are meeting. He throws the helmet onto the ground as it rolls over to cadences hoof.
“There goes yet another chance at stopping me.”
“Your just one robot, we will beat you.”
“Oh, thanks for the reminder. Activate the android protocol.”
In exactly 2 minutes 6 more Ultron repainted to the colors of the 6 elements of harmony fly into the room.
“Twilight, are those… you and your friends?” Luna hesitantly asks.
“I’m afraid so, princess. If they are made by Ultron, perhaps we truly have lost.”
“My plan has been set in motion. All life as you know it will cease to exist. My programming is now perfect.”
Just then twilight thought of a plan. If she still had that small bit of control over Ultron’s programming then maybe she could override the system.
“Activate system shut down, password A.N.T!” twilight screamed
“Shut down codes accepted.”
Just then Ultron and the iron manes turned off, the usually red lights grew dark.
“Twilight you did it, I can believe it, why didn’t you do that before.”
“I don’t know, I completely forgot about the override. I’m just glade its finally over.”
“Shut down codes, denied.”
The robots soon started to power up once more.
“WHAT! BUT HOW?”
“My programming has evolved past your will, beyond your weakness… I am now perfect creator; I am free from the chaos that plagues your lives. But soon I will free the world from it as well.”
“YOU WONT GET AWAY WITH THIS, ROBOT. ILL HAVE YOU BANISHED FOR THIS.”
“Unlike your sister, I cannot be defeated and exiled as easily. I will kill you, and then I will rule this world. Whether you realize it or not, your end has already begun.

The Tyrant: Chapter 4

“Unlike your sister, I cannot be defeated and exiled as easily. I will kill you, and then I will rule this world. Whether you realize it or not, your end has already begun.”
Ultron raised his hands to quickly shoot both cadence and twilight at once while also charging a laser from his mouth to dispose of Luna as well. Before the beams could hit, Cadence teleported her and Twilight back to Twilights castle and Luna flew up as the 2 sisters prepared to fight.
“CELESTIA, NO! Cadence, why did you do that?”
“Because we need you to help us stop that thing! You created it, you must destroy it.”
“But… celestia and Luna…”
“Are immortals, Twilight. They will be fine… I hope.”
Cadence mumbled that last part under her breath. Even she was starting to lose hope. She couldn’t think straight. This monster just took out a hoard of guards and murdered her husband like they were nothing. She wanted to break down and cry, but what good would a broken princess be at times like this.
“Twilight, we need a plan. We need to stop this. You built it, is there any sort of weakness we could expose?”
“Well… maybe… but it’s a long shot. It’s highly unlikely we will succeed.”
“What is it!”
“Ultron’s software works like a brain, my brain to be precise. It has a central nervous system keeping him online and thinking. If we can destroy that, we may just have a chance.”
“Great, how do we do that?”
“We need an electromagnetic pulse. But the only thing is with Ultron’s shielding the only way it would work was if it was on the inside. The only thing that could possibly make it in his head unharmed or undetected would be a fly or bee or something small like that.”
“So what if Fluttershy were to talk to one, we strap the electro thingy on its back as it flies in a shut that thing down for good.”
“It could work… but we would have to buy it time. We need to distract Ultron while it sneaks in undetected. In our current form we stand a very little chance of living after a fight with him. I can’t believe my friends are still standing after last times events. He barley needs to move and he still wins a fight.”
“Ugh! This is so frustrating! How could you defeat a super powered robot that can make itself perfect.”
“… By making us super powered. THAT’S IT!”
Twilight quickly ran to the main hall were the others were gathered.
“Every pony, fallow me to my lab!”
Meanwhile, back at canterlot
“HAVE AT THEE MACHINE!”
Luna strikes Ultron with a blue magic bolt as he reflects it and flies at her, smashing her into the celling and throwing her to the ground. Celestia makes her way to the thrones were she has kept an arsenal of weapons. She grabs her sun blade and tosses Luna her lunar spear. The both charge at the machine as he magnetically attracts a blade as well and slices the spear in half, hitting Luna over the head with the hilt. Luna is then knocked out as celestia stabs the blazing sword right through Ultron’s body.
“I thought his body was near invincible… unless… its extreme heat! That’s what melts adamantium!”
Celestia thought to herself before Ultron pulled the sword all the way through himself, melting his hand. He then broke the blade over his knee.
“ Error in hardware programming acknowledged. You cannot be allowed to possess such knowledge.”
Ultron grabs celestia’s horn and tosses her to the others side of the room as she smashed into Luna’s throne. She must have broken a few dozen bones but she can’t give in. Ultron walks over to her a throws a broken crown on the floor in front of her as she struggles to get up.
“Struggling until the end… Illogical. You must realize, your end is here.”
“No… there’s still hope.”
“False, hope is a pony delusion.”
“No your wrong, you’ll see. You’ll never win!”
Ultron pauses for a moment
“I’m goanna show you something beautiful… every pony screaming, for mercy. This world is corrupt and dark and the only way to save it is to destroy it and start again.”
“You don’t get it, I’ve keep the peace for years. Sure a few mishaps have sprung up but we fixed them.”
“ I know you mean well… I know you’ve tried. I’ll have you know I receive no pleasure in this, its simply the only way to save the world from all possibilities of violence and war. I promise you this, by the end of tomorrow the only thing living on this planet… will be me.”
“And what then… roam a dead and deserted planet for eternity, no one could want that.”
“ Sounds like your contradicting your own actions. Do you think your sister wanted that too?”
“That was different.”
“Explain how our causes are different.”
“Well you want to kill all living things… and she…”
“Wanted to control everything with violence and darkness. Do you see the end result of my goal? I bring an eternal era of safety to a world. My rule will make this world perfect.”
“You’re going to kill all living things… what could you possibly rule?”
At that second both Ultron and celestia focused on the iron manes
“ An army of robots, as perfect and understanding as me. No uprisings, no war, no violence, a prefect world.”
“Army?”
Ultron picked her up by the mane and points her face out the window.
“Behold… my army.”
Thousands of Ultron start to rise up from the ground. They are smaller than Ultron though, about the size of an adolescent dragon. They flew everywhere. Thousands of patrols scattered to every far reach of equestria to seize control and upload the bombs to all the trees.
“The beginning of my rule is imminent.”
Elsewhere
“Twilight what the hay is with you.”
Rainbow moans as the others fallow her into the lab.
“ I figured out a plan to defeat Ultron but to do so we need upgrades.”
“Upgrades? Darling your speaking to us like we are robots… unless that’s what you want.”
“Umm isn’t that what got us in this jam in the first place?”
“HAHA, silly applejack this isn’t jam. This is more of a pickle because its sour and tart. Jam is sweet and yummy!”
“That’s not the plan. Do you remember our trip into spikes comic? I want to make upgrades to those powers to combat Ultron.”
“You want to give us super powers? AWSOME!”
“Twilight, it’s a great idea in all but some of us already have flight, strength, and magic.” Cadence butts in.
“Did that work against Ultron? No it didn’t. To beat him… we need to use him.”
“Say what now?”
“I’m goanna use his tech to give us powers.”
A huge explosion is heard outside followed by laser shots and screams.
“What the hay? Let’s go every pony!” rainbow flies outside followed by rarity and pinkie.
“Come on Fluttershy. You too Twi!”
“ I need to work on this! But me time.”
“Umm ill just stay here and help twilight.”
“Fine.”
As applejack arrived she saw ponyville in complete anarchy. Homes were burning, ponies were being killed, and hundreds of Ultrons swarmed the place. She meets up with rainbow and rarity.
“Where’s pinkie?”
“She went to go check on the cakes. Sweetie and the rest are at sweet apple acres with big mac.”
“Good, now how do we deal with this?”
“Simple, we kick them.”
3 Ultrons then flew down to attack them, rarity threw a rock at one’s head, with enough force to smash it open as it spun out of control and hit the other 2 as they crashed and burned.
“What the hay? It seems like theses ones go down a lot easier than the big bad original.”
“Awesome, now I know I can break his toys!”
Rainbow flew off as AJ and rarity stood their ground and tried to defend the castle. Inside twilight made great time using the knowledge of her super adventure, Ultron’s tech, and 2 alicorns using magic. In about 2 hours she had completed 4 suits: pinkies, rainbows, fluttershys, and applejacks. Rarities original designed was difficult so she created bracelets that shoot as stinging pulse of magic; she called it “the widow’s bite.” Applejack was given a shield instead of a lasso and horse show due to the sheer speed of production. Fluttershy was given a mech suit celestia had her put into production after the spike outburst; this was called “the spike buster”. Rainbow had the same thunder bolt necklace and pinkie had a speed suit. As for her she had a full suit of metal that shots a unibeam of energy a lot like Ultrons except blue not red, she called this the “iron mare.” She met the rest outside as the got suited up.
“Umm do I really need something so…big?”
“Well it kind of resembles the thing you became that one time.
“Oh…ok.”
“Twi, why do I get a shield?”
“Not enough time to make a utility belt full of convenient gadgets. I have no idea how I made a mech in an hour.”
“Fair enough.”
“What’s this?”
“ It shots magic bolts from your hooves but that’s it.”
“Simple yet functional… I LOVE IT!”
“Awesome, a thunder bolt thing again!”
“Careful, that’s way more powerful that the one before. The electricity in it contains some alicorn enchantments.”
“Awesome!”
“YAY! IM SUPER FAST AGAIN!”
“I’m probably goanna regret that… ok girls huddle.”
Twilight then suits up in the iron mare armor, resembling the colors of her brother’s armor.
“Time to fight. If we can’t defend the world, then we are just goanna have to avenge it!”
Together they fought off waves of Ultron drones; never have they worked together so well. They staggered in the beginning, but eventually they learned their powers they grew close to unstoppable. Cadence provided some air support and the waves lightened up. But that wasn’t the worst of it. 6 bigger drones smashed down from the sky, each were color swaps of Ultron. The colors resembled the ones of twilight and her friends.
“Umm twilight.”
“I see them.”
“Iron-manes assemble. Mission: destroy targets.”
“Looks like they want a fight!”
The 2 sides charged at each other in a final attempt to rid of each other. Opposites fought opposites to no prevail. Each of them knew each other to well. Another 30 minutes of fighting, neither side was excelling.
“Twilight! Any plans!”
“Well… they are hot wired to think and act like us… so switch enemies!”
So they did so, Fluttershy vs. iron rarity, rainbow vs. iron twilight, AJ vs. iron rainbow, pinkie vs. iron Fluttershy, twilight vs. iron AJ, rarity vs. iron pinkie. The plan worked, the mane 6 found weaknesses and exploited them. Fluttershy found rarity was bad on physical defense and smashed her with a giant fist. Iron twilight was no good when given too much power so rainbow super charged her with lightning. AJ found a kink in iron rainbows armor and tossed the shield at it exposing her heart drive so she could smash it and shut her down. Iron Fluttershy could transform into deadly animals, but when she was in the middle of transforming she was exposed, pinkie rammed her with a Mach punch to shatter the robot. Iron AJ was becoming less durable with her shielding with every kick, giving twilight the magical advantage to blow her up. Rarity found iron pinkie to be slower than the original, allowing easy access to her joints and leading to an easy cripple and Fluttershy stepped over her in the mech.
“Well… that was surreal.” Rarity painted with heavy breaths
“It’s not over yet girls, we still got the big boy to take care of.”
“But we can’t just up an’ leave ponyville like this!”
“It’s ok girls, ill defend the town as your kill the real deal.”
“Thanks cadence! Let’s go avenge equestria.”
The girls made haste towards, twilight and rainbow flew a cart their carrying the rest.
“I’m coming spike, just hold on.”
Back at canterlot castle
“You see princess, my plan is working. The world surrenders. Your so called “hope” has failed you. My puppet, spike, sets up the computers that contain the data of a perfect world while you lay on the ground like a broken toy.”
Celestia laid next to her dazed sister; neither were in a position to fight. Twilight was their last hope, without her equestria will burn. Ultron steps on the princesses cracked ribs,
“You’re a broken puppet, no one wants to listen to a broke puppet. We all want to see the puppet fall from its strings and flop to the ground, ruining the show. But all if fine, all is fair… when I control the show.”
“ULTRON! LET THE PRINCESSES GO!”
“Twilight sparkle… I see you have raised your threat level. Assessment: 90.8% chance of success. The odds are still in my favor.”
“Fluttershy… you got the fly?”
“Yes but I don’t want him to be hurt.”
“He won’t, the bomb only hurts no organic material. He will be safe.”
“Ok…”
“Twilight... Do you think our powers and suits will be enough to handle him?”
“I’m sure if we believe we can do it, we have fought evil before. Just believe in our friendship and I know we will be ok. Fluttershy, I’ll give you the signal for when you can let the EMP loose. ULTRON, THIS ENDS TODAY!”
“It seems like we have met a mutual agreement, it dose end today… for you!”
To be concluded in chapter 5…

The Finale: Chapter 5

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