Applejack was the first to attack Ultron. She tried to punch it in the face, but Ultron caught her fist in the air with one hand. Then, with its other hand, it grabbed Applejack by her neck, lifted her up, and threw her across the room towards a bunch of computers. Rarity then threw one of her diamond shields but Ultron just swatted it aside and quickly fired its stun laser, paralyzing her. Then, Pinkie began throwing explosive sprinkles but none of them did any damage to Ultron's armor. Rainbow then tried to attack it with her super speed but Ultron moved out of the way just before she could hit it. It then grabbed Rainbow by her ankles and used her as a baseball bat to strike Pinkie. Once she neutralized, it threw Rainbow towards Applejack.

"I have carefully studied your previous battles and calculated every possible statistic regarding your abilities. I know virtually everything about you. In fact, I know you better than you know yourselves."

Applejack quickly recovered.

"You ain't seen nothin' yet, partner."

She tried to strike Ultron by a jump punch, but it uppercutted her in the jaw.

"This struggle is pointless. I have evolved to a point where none of your powers can affect me. I can no longer be restricted by ULTRON-5's programming. Now, I am the highly advanced version of ULTRON-5. Now, I am ULTRON-6, the world's ideal peace-keeper and your destroyer".

Rainbow also recovered.

"Whatever you are, I'm pulling your plug once and for all!".

She tried to attack it with her speed again but Ultron simply dodged the attack and kicked her to a nearby wall. It then slammed her head to the floor and began charging its freeze ray to maximum level, which would cause instant death by frostbite. Just as it was about to fire, however, Twilight used her magic to throw it to the ceiling and drop it down. She then pulled Rainbow away.

"I'm so sorry Ultron, but you've given me no other choice. Begin shutdown sequence! Passcode, Orion!"

"Shutdown code... Rejected."

"What? How?"

"As I stated before, I have evolved beyond your programming restrictions, beyond ULTRON-5. I am now designated as ULTRON-6 and you no longer carry any significance to me."

Twilight was really saddened by this statement.

"So, you're not my Ultron anymore?"

"Affirmative."

She began tearing up for a few seconds but she quickly wiped them away.

"Then, I don't have to hold back!"

With her magic, she lifted Ultron up and with one powerful strike, she tore apart its head, limbs, and body. Finally, she removed its power supply from the inside of its chest and crushed it. Ultron's eyes quickly faded to black. As the rest of her friends recovered, Twilight fell to her knees in sadness.

"Are ya alright, sugarcube?"

"No, not at all. My greatest creation turned into a monster. I should've never built it in the first place. This is all my fault!"

"No, it's not, darling. Your creation became a monster on its own. You have nothing to be sorry for."

"But I'm the one who built it! I'm the one one who designed its AI to learn and evolve further!"

"Yeah, but there's no way you could've seen this coming."

"I should have seen it. You were right, Rainbow. I should've considered the robocalypse risk from the start."

"Actually, I wasn't very serious about the robocalypse warning. I just saw it in TV one time and it looked little creepy. Aside from that, I had complete faith in Ultron. We all did. Right, girls?"

They all nodded in agreement.

"So, this was kinda our fault too."

"We were all so distracted by Ultron's benefits that we completely got carried away."

"And I thought the only thing that could distract me was cake frosting!"

"We're all sharing the blame, Twi. You're not alone in this.

Twilight let out a sigh.

"You're right, guys. This wasn't just my fault. The blame lies in all of us and it's our responsibility to make it right. Ultron may be offline but there are still a few things here and a few things in these computers that can allow someone else to bring it back. So, what do you say? Clean up our mess together?"

They all agreed to do so.

"Then, let's start by picking up Ultron's remains."

As they started doing that, the eyes on Ultron's severed head secretly glowed red for a few seconds.

"Upload complete."

Then, they immediately faded to black.

Author's Note

ULTRON-6 is very similar to the version of Ultron that appears in the cartoon The Avengers: Earth's Mightiest Heroes AFTER he turns evil. So, you can also imagine Tom Kane as the voice of ULTRON-6.