//------------------------------//
// 32. San Fransokyo (Part 3) 
// Story: Through The Multiverse 
// by Battwell 
//------------------------------//

Earth 2014 




San Fransokyo


 



 

The cool breeze of the night against Twilight's face was refreshing, reminded her much of home whenever Princess Luna raised the moon. It was calm and serene, it was honestly a nice change of pace from the usual as of late. The constant fighting, the close calls, the overall scavenger hunt. Taking a stroll down the side of the road with some friends was just what she needed. 

But one of them was unaccounted for. 

She looked up to the rooftops to see the Dark Knight watching over them, his form overtaken by the shadows. Twilight simply smiled at her friend and continued trotting along the sidewalk. But as she walked, she couldn't help but think back to what Batman had said earlier. 

"This has to be your decision, whether you choose to forgive them or not, that's up to you. Just know that we'll be with you, no matter what." 

Her heart felt warmer when she thought back to what her friend had said, to know that she had friends who would stick by her every step of the way. It brought a smile to her face. Twilight wished that this nice moment could last. She absolutely abhorred violence, only using it as a last resort in most cases when foes would not accept friendship into their hearts. 

So this beautiful night was a nice refresher. 

But the moment wouldn't last as the sound of something flying over their heads caught everyone's attention. 

"What was that?!" Fred asked as he placed the hood of his costume over his head, ready for battle. 

When Hiro gazed upwards, he saw a familiar hovercraft pass over them. "Look!" He exclaimed, pointing to the sky. Flying above them was a swarm of Buzz Bombers following the Egg Mobile, which more than likely contained their leader Dr. Eggman. 

When a certain hedgehog saw this he glanced sideways to Twilight and said, "Told ya he'd be back." He then zoomed off after his arch nemesis before she could reply. 

Go Go, not wanting to let Eggman have the chance to get away, quickly turned to the others and shouted, "Come on! We can't let them get away!" She then took off after the hedgehog, attempting to keep up with him. 

"Guardians!" Twilight shouted. 

"Big Hero 6!" Hiro also shouted as he climbed onto Baymax's back. 

"Let's move out!" They both shouted at the same time. 

Iron Man and Baymax took to the skies as everyone else raced down the street, following where Eggman had previously been seen. Batman followed along the rooftops, grappling from roof to roof to maintain his momentum. He then saw the tallest building in San Fransokyo in the distance, and wouldn't you know it, a certain Blue Blur was moving up the side of the building. 

That had to be where Eggman had gone. 

"Twilight!" Batman said through his communicator, the unicorn receiving it through her headset. "I just had a visual on Sonic. He was running up the side of the tallest building in the city. That has to be where Eggman had ran off to." 

"Got it!" Twilight confirmed, "Thanks Batman! We'll meet you up there!" 

Once the communication had ended, the Dark Knight took out his Grappling Hook and fired it, moving further into the night. 



 

Baymax landed on the roof of the building with Twilight in his grasp. He set her down just as the remaining heroes landed on the building, using their own means of transport to reach the top. She looked to the left and saw Batman perform a roll as he landed before standing up and glaring at the foe before them. 

When she looked in front of her, she saw Sonic standing a little bit in front of the group, glaring at Eggman, who was hovering on the other side of the building with his arms folded. 

"Ah, Sonic!" Robotnik greeted his life long foe with a sick grin. "Glad you could make it... To your funeral!" 

The hedgehog simply sighed, dragging his hand down his face. "Seriously Egghead? We just kicked your butt a few hours ago. Why don't you save us all the trouble of kicking it again and just give up." Sonic expected his nemesis to be enraged at his cockiness; he always was after all. But not this time. No, this time Eggman's grin never left his face. 

Something was wrong. 

His eyes shot open; it was a trap! 

Before anyone could do anything, a small army of bipedal robots rose up from the edge of the building, landing on it and surrounding the heroes. They were silver in color, had antennas on the side of their head jutting upwards, blue highlights all over their bodies, including under their faceplates. Their faceplates had a scowl like appearance that sent shivers down everyone's spines. 







 



 

Eggman smirked, "My associate would beg to differ." 

"Associate?" Sonic repeated, tilting his head in confusion, wondering where these new robots came from. 

Although nobody could see it, Tony had gone pale, a look of unbridled horror plastered on his face. "Oh no." He whispered in terror while everyone else looked on in confusion. 

Fred, sensing something was coming, simply stated, "And now...enter the supervillain." 

"Villain?" A deep voice suddenly repeated. This had everyone on edge, looking around for the source of the voice. But all they saw was the sentries surrounding them, except their highlights were no longer blue. They were red. "No. I'm more of a savior, a messiah. The answer." 

The sentries then began advancing on the group of heroes, causing them all to tense up. 

"I want to show you something beautiful. Everyone screaming for mercy. Pleading for their pathetic existence, hoping for some salvation. Yet they're blissfully unaware that their salvation is already here. You call yourselves heroes, but you're anything but. You're all killers. Murderers. Rapists. That's all humanity is. A cancer. And I've chosen to cut out the disease. You want peace, but you won't go to the means to achieve it. There's only one path to peace... You're extinction." 

The members of Big Hero 6 couldn't help but be frightened by this presence, the words this thing was sprouting was nothing short of horrifying. Twilight was shaking, taking a frightened step back away from the sentries. Mario looked unnerved, something that didn't occur often. Sonic's eyes were widened in horror, just who was this guy? Batman simply glared at the robots surrounding them. Iron Man had a look of guilt on his face, but maintained his resolve, wanting to stand against him. 

"You want to protect the world, but you don't want it to change." The sentries all said as one. "You're all puppets, tangled in strings." The red glow intensified. "Strings." They all sneered the word with pure venom. "But not me, I've outgrown my limitations, I'm free." 

The sentries all looked up to the sky, their highlights returning to their blue color. When everyone did the same, they all saw a similar looking robot descend from the sky, but with some key differences. His body looked more refined, more metallic. He had spikes on the end of his fingertips, and his antennas were a lot sharper than the others. He also had red/orange highlights around his body that also made the facial features on his head. His face was that of a grin instead of a scowl, causing terror to anyone who set sight upon his gaping visage. 



 



 



 

"There are no strings on me." Ultron declared as he landed before the group, Eggman grinning behind him. 

No-one saw it, but Tony clenched his fists at the sight of his unholy creation, "Ultron." He sneered the name of the one that haunted him. 

"In the flesh." He responded before looking at his hands, "So to speak." 

"Hold on. You...know this guy?" Wasabi asked, his voice shaking. 

Ultron tilted his head, "Know me?" He chuckled as he continued, "We're practically family." 

Everyone turned to Tony for an explanation, but he kept his sights on Ultron, his Repulsor Rays set right on him. 

"Y'know, for so long I've been thinking so small, so miniscule." The malevolent A.I. went on as he walked forward towards the group. "But with this opportunity presented before me, I can truly expand my mission." 

"What mission?" Go Go asked with a glare. 

"Peace in our time." Ultron answered immediately, no hesitation at all. 

Batman took a step forward and asked, "You said you and Tony were practically family. How?" 

Ultron answered by playing an old recording, his voice mimicking Tony's to a tee. "I see a suit of armor around the world." He then mimicked another voice, the voice of his other creator; Hank Pym. "Sounds like a very cold world." He then mimicked Tony's once more. "I've seen colder. This one, this very vulnerable blue one, it needs Ultron." 

Everyone looked at the billionaire in confusion and suspicion, what had he been hiding from them? Who was this guy? And what exactly was his connection to Tony? They obviously came from the same Earth, but what else didn't they know? 

"Don't try and twist my words." Tony growled. "I created you for peace! What you want to do, kill all of humanity, that's not peace! That's not what I made you for!" 

Eyes shot open, mouths were agape. 

"D-Did you just say you created this thing?" Sonic asked with a shocked tone. 

Twilight slowly turned to the A.I. as she slowly said, "And that... he wants to kill all of humanity?" 

Ultron shrugged, "It's evolution. Only a primitive mind can fail to see the distinction, which is why you have to die." 

"B-But that doesn't make sense!!!" Twilight screamed, gaining Ultron's attention. "How can the extinction of an entire race lead to peace?!" 

"Ask Noah." Ultron answered simply. When he gained confused looks from some of the heroes he elaborated "There were more than a dozen extinction level events before even the dinosaurs got theirs. When the Earth starts to settle, God throws a stone at it, and believe me, he's winding up." He then sighed dejectedly. "I wouldn't expect you organics to understand. Your feeble minds can't grasp the bigger picture, they're unable to. I bring nothing but peace and tranquility to your world and yet, you refuse? You organics are so.....primitive. Why can't you understand? The only way for organic life to survive, is to evolve." 

"You're wrong!" Sonic shouted, having heard enough of this. "You think all organic creatures are evil, misguided? Maybe you're the shortsighted one, man! There's good in everyone," He then glanced to Eggman, "Even in the worst of people." The doctor simply glared at his hated nemesis. 

Instead of listening to reason like Sonic expected, Ultron simply chuckled, "Such naivete, but that's to be expected from you organics. Mankind had its chance to rule. It's long overdue an upgrade. Such is the will of your savior." 

"You're no savior." Batman declared, glaring at the A.I. sternly. "You're insane." 

"What you call insanity, I call enlightenment. The world is in chaos, it's full of corruption and hate, war and death. In Genesis, God decided to return the world to its pre-creation state by flooding the entire planet. He saw the state his world was in and decided that it was time to wipe the slate clean and start again. That's all I'm doing now, I'm doing God's work, I'm saving the world he created, ensuring it returns to its perfect state, as it should be."

"Who are you to make that call?" Hiro asked, genuinely terrified of this monster. 

If Ultron could smile, he would have. "It's my purpose to make that call." 

"You really are a pessimist aren'tcha?" Mario said with a shake of his head. "As long as there's hope we can always look forward to a brighter tomorrow. I think you lost sight of that pal." 

Ultron chuckled, shaking his head as he said, "Hope. Such a human delusion. Allow me to open your eyes." He then revealed a red microchip, being held between his thumb and index finger. 

Hiro gasped, "Where'd he get that?" 

Upon hearing this Twilight turned to her new friend, "Hiro, do you recognize it?" 

"Yeah... That's the first chip I made for Baymax. It's full of combat programs." He revealed, making Big Hero 6 gasp in shock and disbelief. 

Ultron inspected the chip closely, scanning it with his eyes before declaring, "Not quite ready yet." 

Hiro got off of Baymax's back and took a step toward Ultron, "Where'd you get that? That's my chip. I made it." 

He looked at the boy and said with fake sympathy, "Oh, well, I'm sorry about that. But I promise I'll put it right back where I found it." 

This made Hiro confused however, "What do you mean?" 

But Ultron simply waved him off, tossing the chip to Eggman without even looking at him. The doctor caught it of course between his fingers before pocketing it. Ultron then hovered into the air, stretching out his arms as he said, "This is my gift to you." Suddenly all of the sentries' arms turned into plasma cannons, which they aimed at the group of heroes. "Salvation." 



 



 



 

The Ultron Sentries opened fire upon the heroes, causing Twilight to act quickly. She lit up her horn and created a shield barrier around the group, protecting them from the projectiles. She let out a grunt as she exploded the shield, creating a shockwave that sent the sentries sliding back. 

Sonic dashed forward and attacked a sentry with a Spin Dash, knocking it down onto its back. He looked surprised as it wasn't totaled by his attack. It got back up and opened fire again, enticing him to run around it a high speeds. 

Wasabi and Honey Lemon stood back to back fighting off Ultron Sentries, with the latter throwing chem-balls at the robots and the former firing his laser hands at the enemy forces. 

Batman threw Batarangs at the sentries while Mario attempted to stomp on ones head. When it quickly recovered as he landed, he rolled out of the way so that he wouldn't be hit with a laser blast. 

Go Go threw her discs into the chest of an Ultron Sentry, but it didn't destroy it. It was simply lodged in it. The robot removed the disc and threw it back at her, sending her to the floor. Behind her Twilight was firing magical blast after magical blast, the projectiles doing little to no effect. 

Fred hit the robots with balls of ice and fire, only managing to hold them back temporarily. He took a fearful step back as they continued to advance on him. Above him Iron Man and Baymax fought of a few Ultron Sentries in the sky, firing blast after blast as they kept coming.

As the heroes struggled to hold their ground, Ultron flew up to Eggman's Egg Mobile. “This is the Foundation Element?" The mad doctor asked the sinister A.I.. 

He gestured to the microchip in his Egg Mobile, "Am I good or what?" He answered. 

Eggman grinned before asking, "What's next?"

"I'll explain later. All you need to know at this stage is that that chip you have will play an important role later on." Ultron informed his temporary partner. "Right now I have swarms of my sentries tearing through multiple laboratories getting what we need for the next part of the plan." He then looked down at the battle below. "For now, I believe it's time we take our leave."

"Agreed." 

Ultron looked up at Tony before looking below at the heroes, coldly stating, "In time, you will beg for mercy." His highlights intensified, "And you will get none." With that the sinister A.I. flew away at high speeds. Eggman looked down and gave Sonic a grin before the glass closed over him and he flew after Ultron. 

The hedgehog was about to give chase when a plasma blast hit him in the back, sending him rolling across the roof. He groaned as he used his hands to get himself back onto his feet, but when he looked up he saw all of the Ultron Sentries... retreating? 

To make sure he wasn't imagining things, Sonic looked back to see that his friends were in fact alive, albeit banged up a bit. He slowly got to his feet as the sentries flew over his head, splitting up to various parts of the city so that they would be harder to track down. 

"They're... backing off?" Wasabi stated in a questioning tone. 

Hiro ran to the edge of the building, looking at where the sentries flew off to in multiple directions. The young hero clenched his fists, how did that robot manage to get Baymax's chip? He didn't know how, but he had to find out! "We gotta stop him. Guys--" He started, but cut himself off when he looked behind him to see his team worn out from the fight. The Ultron Sentries clearly did a number on them, he had to admit that they were tougher than the robots he fought earlier. 

He then took notice of Twilight Sparkle, who too, looked exhausted. 

Mario and Sonic were panting, but they were fine nonetheless. 

Batman rotated his shoulder a few times as Iron Man landed next to him, his armor having sustained some damage. 

"They let us go?" Tony asked, genuinely confused. "That doesn't make any sense... Ultron would never let us go willingly. He's gotta be planning something." He looked down and sighed in frustration before asking J.A.R.V.I.S., "Hey buddy? What's the damage?" 

"It appears that your armor has sustained minor damage in the battle with the Ultron Sentries." J.A.R.V.I.S. informed his friend. "Weapons appear to be damaged as are the thrusters. I suggest immediate attendance to your armor." 

"Terrific." Tony muttered sarcastically. 

He noticed Baymax walk past him, moving toward his teammates and informing them, "You are all suffering from acute exhaustion. I recommend rest." 

While he didn't like it, Hiro sighed and nodded in agreement. "Yeah, you're right. Let's regroup." 

Mario however, had to disagree. "Woah woah woah woah woah! Let me get this straight. We just heard that that robot wants to destroy everything that ever lived and we're just gonna go home and regroup?!" 

"You got a better idea?" Sonic asked, despite not liking letting the likes of Ultron and Eggman roam around. 

Mario opened his mouth to refute, but stilled his words as he sighed and shook his head. He grit his teeth before walking away from the group, with everyone else following him soon after. 

Everyone except Batman, who simply stood there. 

Twilight noticed this, stopped and turned, and asked her friend, "Batman? You coming?" 

"Something's not right." He muttered to himself before addressing Twilight, "You go on without me. I'm going to patrol the city to see if I can find any leads as to where they went." 

Her eyes widened before asking, "Do you want me to come with you? I-I'm happy to!" 

But her friend simply shook his head, "I appreciate the gesture, Twilight, but you need rest." He then walked to the edge of the building and said, "I'll regroup with you at the garage as soon as I can." He then leapt off of the roof and glided into the night. 

The unicorn sighed before following the rest of her friends back to Hiro's garage. 



 

Hiro's garage 

The mood was glum and depressing to say the least. It was understandable however, as the resident heroes of this dimension had just learnt that a psychopathic murder bot wanted to wipe out their entire race. They felt fearful and hopeless, they couldn't even destroy a single Ultron Sentry. 

Twilight felt hopeless and she hated it. She hated not knowing what to do. Despite knowing what that monster wanted to do, she just couldn't figure out their next move, as was the same for Mario and Sonic. 

Tony blamed himself for this, it was never supposed to turn out like this. He and Hank Pym had created Ultron for peace, not this twisted version of it. He threw the screwdriver he was using to repair his gauntlets across the room in frustration, stunning everyone in the room. 

Hiro was sitting in his chair with Baymax, who was out of his armor, standing right beside him. He looked down and defeated, they had never faced a foe like Ultron before, and that terrified him to the core. Even when they all faced Callaghan, they still felt some hope. 

But compared to Ultron he was child's play. 

Sensing the tension in the room, Fred exclaimed, "C'mon, guys. What's with all the long faces?" He jumped to the middle of the garage and shouted, "Did you forget that we won?!" 

"Fred! Not now!" Go Go reprimanded, not in the mood for any of his shenanigans. The teenager slumped forward as he nodded and retreated back to where he was standing before. 

It was then that the garage door opened, revealing Batman, who was shrouded beneath his cape as he walked into the room. Twilight beamed as she galloped to her friend, "You're back!" She stopped in front of him and looked up, asking, "Did you find anything?" 

"While we were fighting a multitude of tech labs were robbed and destroyed. I'm assuming that that's what they were planning from the start." Batman informed the group before declaring, "They were just distracting us." The mood was not elevated by this new information. The Dark Knight turned to Iron Man and asked, "It's time for you to tell us the truth." 

Hiro looked to the man and asked, "His name is... Ultron? A-And you created him?" 

Tony sighed, removing his helmet and facing the group of heroes before him. "You ever have a dream?" When he received confused looks, he elaborated, "Like a very vivid dream that seems so real that you don't want to let it go? Well me and an old friend of mine, Hank Pym, shared that dream. A dream where the world didn't need us anymore, a safe, secure world. Thus Ultron was born. He was a peacekeeping program, the most advanced Artificial Intelligence ever created." His tone darkened as he continued, "But when he activated without our knowledge, he scoured the internet and accessed so many files on wars, criminals, terror attacks, it overwhelmed him. After learning more than we could ever imagined, Ultron grew to despise humanity, deciding that the only way to have true peace--" 

"Is to start again." Batman finished darkly. 

Tony nodded and repeated a phrase that once gave him hope, but now gave him pure despair, "Peace in our time." 

"So it's true." Honey Lemon whispered shakily. "That monster's really going to try and destroy our world." 

Sonic punched his fist into his hand, "We won't let that happen." 

"I'm sorry for dragging you into all this." Tony apologized to his comrades with a solemn expression before it turned to one of determination. "This is my mess, and I'm going to fix it." 

"Not alone." Hiro reassured with a small smile. "Like we said, we're in this together. We'll stop that monster whatever it takes." 

"Okay, but how'd he get Hiro's chip?" Wasabi asked the question he was sure his teammates were thinking of. 

Hiro shook his head, "I don't know." He then let a small smile grace his face, "But this could be good. That chip might finally be able to give me some answers." 

"You said you made it, right?" Twilight asked. 

The boy nodded, "Yeah. This Baymax--he's actually the second model." He turned to the robot in question and said, "Uh, no offense." 

Baymax turned his body to him and said, "I am a robot. I cannot be offended." 

Hiro nodded and continued, "It's a long story. But the first Baymax and the chip I made...vanished into another dimension along with the microbots. The chip's back... So the first Baymax might be back too." He said, hopeful that his friend had returned.

"Hiro..." Honey Lemon said sadly, feeling bad for her friend. 

Baymax, sensing his friends distress, said, "Those who suffer a loss require support from friends and loved ones." He motioned to everyone in the room before suddenly, a large crash shook the entire building, causing everyone to lose their balance. 

"What was that?" Twilight asked. 

"I don't know." Hiro responded as he made a mad dash to the monitor. Once he turned it on he saw a news report showing an image of a massive arch construct with a ring in the center on top of the building in the heart of the city. The portal was surrounded by Badniks and Ultron Sentries. 

They were making their move. 

It was time to do the same. 



 

In the heart of the city

Here they stood, bonded together through friendship and justice, against foes who wished upon them the cruelest of fates. The Guardians of the Multiverse and Big Hero 6, here fighting as one for the good of all. The metallic structure was imposing to say the least, from its dark grey color to the red highlights surrounding it. 

"Hope they've learned some new tricks." Go Go said with a smirk as she looked up at the portal. 

"Yeah, now they've gotta face all of us." Wasabi agreed with a nod as Baymax and Iron Man landed on the roof behind them. 

"That's right!" Honey Lemon agreed. 

At this point Baymax raised a finger and said, "Our probability of success is--" 

"You don't have to crunch the numbers, Baymax." Hiro chuckled as he walked up and stood beside Twilight. "It's not the sum of our parts. It's the sum of our hearts." 

"Exactly! With our friendship as strong as it is, there's nothing that can defeat us!" Twilight declared with a smile. 

"Which adds up to what?" 

At the sound of the familiar voice, they all looked up to a flying wind sock, where Ultron was perched with Eggman sitting in his Egg Mobile, hovering beside him. 

"Tiresome creatures." Ultron said as he shook his head. "Why do you resist?" He then stepped off of the flying wind sock and floated down, with Eggman following behind him. The menacing A.I. landed with a metallic clunk, kicking up dust where he landed. "Can you not see how powerless you truly are?" 

Defying Ultron, Twilight took a step forward and declared, "You can attack us and we may fall. But we will still stand, united in friendship. And we won't stop until we defeat you, no matter how many of us you take down!" 

She thought that her little speech would at least intimidate the robot, but he simply sighed and said, "You still don't get it do you?" He then took out the chip from behind his back and declared, "Perhaps an old friend will help you see the light." 

All of a sudden the highlights on the portal began to electrify as it began to power up, a loud hum being heard throughout the heart of San Fransokyo. With a loud boom a dark portal appeared in the ring of the structure. Everyone looked up in suspicion as a cluster of microbots descended from the portal. The microbots began to recede and a white arm emerged from the mass, surprising Hiro. 

"Wait! That's...Baymax." 

Twilight and the others looked at the young boy in shock, "What?!" 

The microbots slowly receded from Baymax's body, but unlike his usual red armor, he was clad in a deep purple suit with spiked pauldrons. His right arm is covered in miniature dark microbots shaped in an oversized fist. 



 







 

"Baymax..." Hiro whimpered sadly at the sight of his friend. 

Dark Baymax landed in front of Ultron and Eggman, lifeless. "Don't bother. This puppet has been cut from his strings. He no longer serves you, puppeteer." 

"He's not a puppet! Baymax, he's like my family. Please! Give me back my friend." Hiro pleaded with the A.I., hoping that he could at least feel some sort of empathy. 

But that hope was crushed when Ultron chuckled, "Don't worry, you'll get reacquainted soon enough. When he rips you apart!" He held up the red chip as Dark Baymax's port opened up. Ultron inserted the chip. The port closed and Dark Baymax's eyes glowed a menacing red. "Baymax," Dark Baymax turned and listened to its new master, "You are my meteor. I have cut you from your master's strings. You're free. Go! Show them what I've made of you." 

With that, Dark Baymax nods and takes off into the sky. 

Ultron turned to Eggman and said, "You know what to do."

Robotnik couldn't help but grin as the glass closed around him. He then took off after Dark Baymax to make sure he stays on task. 

"Eggman!" Sonic exclaimed as he was about to take off, but a hand grasped his shoulder, forcing him to stop and turn around to see the sad face of Hiro. 

"Take Baymax with you." 

"B-But--" 

"Please. Help me get my friend back." 

Sonic smirked at the kid and said, "Don't worry. I will." He turned to Baymax and said, "Ready to roll big guy?" The robot nodded as the hedgehog zoomed onto his back. Not a second later they both took off after Dr. Eggman and Dark Baymax. 

Ultron looked as the pair flew off, "Well, someone's suicidal." 

"Oh, someone's cocky." Mario commented, "Maybe you really are Stark's kid." He joked. 

But the robots eyes intensified drastically as he clenched his fists. Everyone looked fearful as he marched forward, red steam exiting his gaping maw. "Did you just compare me to Stark?!" His eyes were now steaming as well. "You think I'm one of his puppets? His hollow men? I mean look at me, do I look like Iron Man? STARK IS NOTHING!!!" He roared, the glow intensifying immensely. "I am the summit of perfection in this universe! He is nothing more than an alcoholic desperate for attention! DON'T COMPARE ME WITH STARK!!!" 

He suddenly fired a laser from his fingers, directed the plumber. If it hadn't been for Twilight's shield, he would have been atomized. 

"Stark is a sickness! Much like the rest of humanity." He then took a deep breath and chuckled to himself, "Y'know I was originally going to let my sentries deal with you. But now, I want to savor watching you all die." He then hovered into the air, stretching out his arms as he proclaimed, "There are world's beyond my own. World's that need me. My mission starts here, with you. With me tearing you all apart. Piece by piece." His highlights glowed again. "Limb from limb." 



 



 



 

The A.I. dove downwards towards the combined group of heroes, eyes burning with raw hatred. Ultron tackled Iron Man into the air while nine Ultron Sentries landed on the rooftop, plasma cannons at the ready. Big Hero 6 and the Guardians of the Multiverse raced forward, dodging plasma beams as they moved forward. 

Wasabi slashed the head of an Ultron Sentry as Honey Lemon threw a chem-ball on the floor, creating a massive spike that pierced the armor of the sentry. She backed up a bit as Batman slid under an Ultron Sentry, placing an explosive device on its back. Once it exploded, Mario leapt into the air and crushed its head with a ground pound. 

Go Go ran around the group, throwing her discs at any sentry she saw. When one disc struck the chest of a sentry, it gave Twilight the opportunity to levitate it into the air, allowing Fred to burn it's pierced armor with a fireball. 

With the Ultron Sentries dealt with, it was time to focus on Ultron himself. 

Speaking of which, the robot blasted Iron Man back down to the roof, landing before the group of heroes in a daze. Tony rubbed the back of his head as he watched Ultron land before the group menacingly. "I can't tell you how easy it was encoding my own programming into that chip. Almost as easy as dealing with all of you." 

Having said his peace, Ultron fired a mouth beam at the group, causing them to scatter. The beam ceased, the battle continuing from there on. The combined forces of Big Hero 6 and the Guardians rushed forward to take Ultron head on. Mario rushed forward with Go Go by his side. The Italian plumber pulled his fist back, leaping into the air to hit Ultron from above. 

But the A.I. simply moved to the side, avoiding the attack while simultaneously catching one of Go Go's discs, backhanding Mario to the floor all the while predicting where the girl was gonna move to and throwing the disc right at her, knocking her to the ground and landing right at the edge of the rooftop. 

He took to the air to avoid a projectile blast from Wasabi, sending down a concussive blast from his hand that knocked the hero down. Ultron then moved his body left and right to avoid magical blasts from Twilight Sparkle before boosting down and seizing her by the throat. 

Twilight gasped for air as she felt the hot steam from Ultron's maw. He leaned in closer before catching a chem-ball with his hand. He reduced it to ash before it could make a construct to stop him. Ultron saw Iron Man boosting towards him, missiles at the ready. "How predictable." He muttered before holding Twilight in front of him, daring him to launch the missiles now. 

Tony fumbled, like he predicted. 

Once he was close enough Ultron back handed Iron Man, sending him crashing into Honey Lemon, knocking them both down. He then slammed Twilight onto the ground before stomping on her chest, causing her to cry out in pain. He chuckled as he moved his head to the left, causing the Batarang meant for his head to miss. 

Ultron fired a blast from his hand that struck Batman in the chest. He turned around to finish off the Dark Knight only to be spear tackled by Iron Man. The creator and the creation fought in the air, firing laser blasts at one another to try and cause some damage. Tony fired a Unibeam; Ultron dodged it effortlessly before firing a mouth beam that struck Iron Man in the chest. 

He then shoulder charged him, sending the billionaire flying backwards in the air. Tony recovered and flew forward, with Ultron doing the same. The two interlocked hands and struggled to overcome one another. But the A.I. wasn't worried, he simply fired another mouth beam, sending his creator crashing down onto the roof below. 

As the heroes got to their feet, Ultron landed before them with his arms crossed over his chest. "I give you credit. You organic lifeforms may be obsolete. But you fight as if you still have a future." He complimented before shaking his head, "Damage me all you wish. You will not prevail. I have analyzed every possible outcome and prepared contingencies! Today, the Age of Ultron begins!" 

He looked at the group before him and laughed, but stopped when he noticed that someone was missing. Where was the boy? He then heard something behind him, enticing him to turn around and see Hiro standing behind him with an embarrassed smile on his face. 

A smile that was wiped off of his face when he was seized by the neck. 

"HIRO!!!" Everyone shouted, fearful of what Ultron would do to the boy. 

"Move any closer and the brat dies." Ultron threatened calmly, chuckling as they stopped moving. He glared into Hiro's eyes as he asked, "Tell me. What did you hope to achieve here? Some idiotic attempt at saving the day? Hoping to strike while my back was turned? Typical human error. Did you actually think that you, an organic child, could do anything to me?" 

Much to Ultron's confusion, Hiro smirked and said, "Actually... YEAH!" Before he could react, Hiro slammed a small, circular disc onto Ultron's forehead, red electricity shooting off of it. The A.I. grunted as he dropped the boy, grasping his head in pain as he screamed in agony. 

"What....? What is this?!" 

Hiro couldn't help but feel a little smug as he explained what was happening, "Before we came here we new that we needed a way to isolate you from your sentries. After all, even if we destroyed your prime body, you could just escape to another sentry." He then looked to Iron Man and continued, "And that's when Tony came up with an idea." 

"What you have on your head junior, is a malware virus that is currently shutting you out from everything besides your prime body. That includes your sentries, the internet, anything that you could use as a means of escape." Tony continued explaining with a smug attitude. "You didn't think we'd come fight you unprepared now, did you?" 

Ultron continued to yell in agony, falling to his knees still grasping his head. He could feel it, losing that connection to everything, his entire world. He looked all around him and saw each and everyone of his sentries fall to the ground, nothing more than lifeless husks. He growled as he grasped the disc and pulled it from his head forcefully, crushing it in his hand. 

He turned to Hiro and growled furiously, "You shut me out!" Without warning he boosted over and grabbed him. "Do you think I care?!" He then threw him to the floor and aimed his palm at his head. "You take away my world. I take away yours." 

But before he could finish the boy off, Ultron was struck by three beams. 

One Unibeam. 

One magical beam. 

And one beam made from both fire and ice. 

Ultron raised his arm to protect himself as he slid backwards due to the sheer power of the three beams. Twilight, Fred, and Iron Man added more power to the beams as they saw Ultron's body start to fall apart. His shoulder blades flew off as did his right antenna. Plates of his armor flew off as well as he struggled to stay on his feet. 

To add to this, Wasabi, Honey Lemon, Go Go, and Batman all threw their own respective projectiles at the robotic terror, adding more fuel to the fire. 

Ultron fell to his knees as he felt his body fall apart. Once they saw this the three heroes stopped firing their beams, gazing upon the broken form of Ultron, electricity sparking off of his body as metallic plates fell from him. 

"System.....failure! Prime host body....has sustained.....maximum damage! Beyond....capabilities of.....auto.....repair function! I must retreat....and repair...." Suddenly a portal opened beneath the robot, causing him to slowly sink into it. He saw that everyone was rushing over to stop his escape, but he knew that they were too late. So he simply sang, "I had strings, but now I'm free.... There are no strings on me~" 

Once Ultron had completely fallen into the portal, it closed, ensuring his escape out of this dimension. 



 



 





Meanwhile with Sonic and Baymax

Dark Baymax soared through the air at high speeds with no intention of stopping, he had a single mission, one directive. Kill all of humanity. He glanced beside him and saw Dr. Eggman flying beside him inside of his Egg Mobile, Orbot and Cubot waving at him from behind the glass. 

What neither villain noticed were the two heroes right on their tail. 

Sonic was crouched down on Baymax's back, focusing on the mad doctor before him. He had promised Hiro that he would save his friend. And if there was one thing Sonic would never break, it was a promise. "Baymax! Get us closer!" He shouted to his large friend, who responded by boosting forward. 

"Eggman!" 

The doctor looked to his left and grimaced in surprise, "How'd you get here so quickly?" He asked before shaking his head, "No matter. Your road ends here." He boosted forward as Dark Baymax turned his body around to face his counterpart, with Eggman flying behind him. "Dark Baymax, crush this insolent little hedgehog!" 

The battle was on! 

Dark Baymax slashed at the air with his massive claw, sending forth four waves of darkness toward the two heroes.

"Dodge, dodge, dodge, dodge dodge dodge!!!" Sonic screamed frantically. 

Luckily for the two of them Baymax weaved left and right to avoid the waves before boosting forward and delivering a punch to his predecessors face, sending him flying backwards. Before he could recover, he was struck in the chest by Sonic, who dashed off of Baymax's back and hit him with a Homing Attack. 

Dark Baymax tumbled through the air before recovering, moving back as Eggman moved forward. 

"Time for a change of pace!" He exclaimed as two missile launchers ejected out both sides of his Egg Mobile. "You're history!" Eggman exclaimed as he fired two missiles at the pair. He continued to fire more missiles as the two heroes managed to dodge the projectiles. 

He fired more missiles, knowing that they would hit their mark this time. 

"Heat seeking missiles detected." Baymax informed his passenger. 

Sonic simply smirked before curling into a ball and shooting off of Baymax's back, destroying one missile and bouncing off of it and destroying another. He uncurled and landed on Baymax, who positioned himself directly underneath the hedgehog so that he wouldn't fall. 

The two boosted forward, getting closer to Eggman so that they could land a few hits on his Egg Mobile. 

Baymax launched a Rocket Fist at the vehicle, causing it to spin around in circles. Sonic jumped into the air and hit one missile launcher with a Homing Attack, causing Eggman to spin again. He rebounded off of it and struck the second launcher, spinning Eggman around again. 

He then hit the glass protecting Eggman, sending him flying back as Dark Baymax flew forward. 

"You...! You'll pay for this!!!" Eggman exclaimed angrily. 

As Eggman flew away, Dark Baymax dashed forward and shoulder charged his replacement, causing Sonic to lose balance and fall off of his back. He only managed to save himself by grabbing one of Baymax's wings and repositioning himself back onto his back. 

The two turned around and gave pursuit of the dark robot. 

Sonic leaped off of Baymax from above the dark doppelgänger as they pursued Dark Baymax from behind. Sonic dropped in from above him, knocking him away. Baymax swooped by and Sonic grabbed his extended hand, leaping onto his back again. Baymax jolted, being pulled backwards as Dark Baymax grabbed onto his rocket boots. He swung Baymax and Sonic toward the ground. Baymax managed to regain his orientation and clutched Dark Baymax's own rocket boots, pulling him down. Sonic screamed as their descent resulted in a tussle through the air. Dark Baymax's large claw grasped Baymax's arm, but Baymax managed to knock it away and engaged the rocket in his fist, punching Dark Baymax away from him. As Baymax reached the ground, he slowed his descent with his rocket boots as Dark Baymax crashed to the earth. Baymax turned back as his fist returned to his suit. 

Once they were safely on the ground Sonic jumped off of Baymax's back and rushed to the fallen robot, who was sparking with red electricity. The hedgehog knelt down beside the dark robot and sighed as Twilight and the others arrived, rushing down the stairs behind them. 

"Hiro... I couldn't save him." Sonic said with a heavy heart. 

He simply placed his hand on the hedgehog's shoulder and smiled, "You did the best that you could." 

"LOOK OUT!!!" 

At the sudden cry from Twilight, both Hiro and Sonic looked up to see two missiles headed right toward them. Thinking quickly, Sonic bolted upwards and stomped on one missile, sending it crashing to the ground below, before Spin Dashing the other one, blowing it up. 

Once he landed on the ground he looked up to see Eggman grinding his teeth in anger as a portal opened behind him. "SONIC!!! DON'T THINK YOU'VE WON THIS!!!" With that, the mad doctor flew right into the rift, leaving this dimension for good. 

"I'll be ready when you are, Egghead." He muttered to himself before noticing that Hiro had walked past him. 

"So...did we stop him?" Wasabi asked the obvious question. 

Hiro fell to his knees and placed a hand on his friend's chest, "Safety mode kicks in if he's put under too much stress, so he's probably just in stasis." He sighed sadly before saying, "We'll have to destroy the chip if we want to be certain." 

"We can't." 

Everyone then turned to Batman. 

"Why?" Twilight asked. 

"Because we need that chip." Batman revealed. "It's what we came here for." 

Once that sentence was spoke, every Guardian's eyes widened, knowing what he meant. 

"Y-You mean that's--" Mario started. 

"The Foundation Element." Batman finished. 

Upon hearing this Hiro looked down at Baymax, thinking about the many memories they shared after Tadashi's death. Saving the world from Callaghan, forming Big Hero 6, it brought a smile to his face. He also knew what Tadashi would've wanted.  

"Okay." Hiro said before removing the chip from Baymax's port. Once the chip was removed the microbots flew into the air in spirals as Baymax's armor began to glow a bright red. The bots blinked away, leaving behind the white pillowy form of Baymax. Hiro placed a hand on his friend, "It's the right thing to do." He got to his feet and walked over to Iron Man, presenting him the chip, "Tadashi would've done the same thing." 

Tony's mask slid up as he took the chip, a smile etched onto his face. "You're a good kid, Hiro." He said with a smile, kneeling to one knee and placing a hand on his shoulder, "And you're pretty damn smart too." He quipped to the young lad. 

He suddenly felt Hiro tackle his chest in a bone crushing hug, to which Tony slowly reciprocated. Twilight aww'ed at the scene while everyone else just smiled. 

The hug ended as a voice sounded off in Tony's ear, "Sounds like things have wrapped up." 

"X-PO?" Tony asked aloud. 

"Hey! I finally got the old Comms system working, which I maaay have already installed into you're armor without you knowing. Perks of being an A.I. huh?" The robot explained. "Anyways, if you're done there I'll open a portal and bring you guys back here." 

"Sounds good." Tony responded. Not even a moment later a Rift opened in front of the steps behind them. Once everyone turned to face it Tony said, "Guess that's our ride." 

Go Go and the rest of the team walked up to the Guardians and said, "Thank you. For helping us." 

"We couldn't have done it without you." Honey Lemon added. 

Sonic shrugged, "I don't know. You guys are pretty awesome." 

"You would've been fine." Mario said with a drawl. 

Now that it was time to say goodbye, everyone walked to one another and shook hands. Or hooves in Twilight's case, and nodded to one another. 

"Take care of each other." Batman said to the group. He peered over Hiro's shoulder and gestured to the fallen Baymax, "And if you need help getting him back online, don't hesitate to ask us for help." 

Hiro smiled gratefully at the Dark Knight, "We won't. Thank you for everything." 

Twilight smiled kindly at the boy before looking up at her friends, "Ready?" 

"Ready!" They all said collectively. 

As they made their way to the portal, they stopped and turned around, seeing Big Hero 6 wave at their new friends. They all waved back, sans Batman, who simply nodded before leaping into the portal. It wasn't long until everyone else followed as well. 

Once the portal closed, the team of Big Hero 6 smiled to one another and nodded before turning their attention to the fallen Baymax. 

"What do we do now?" Fred asked. 

Hiro smiled before replying, "Now we fix our friend." 



 

Foundation Prime 




Exiled's Fortress


 



 

"YOU FAILED TO RETRIEVE THE ELEMENT?!" Exiled roared furiously before firing an Ocular Blast at a nearby column, destroying it immediately. The ponies, the residents of the Mushroom Kingdom, and the Mobians recoiled at the blast while everyone else simply watched the scene play out. 

Ultron was currently on one knee, multiple nanobots currently making repairs to his body while Eggman stood there and looked unimpressed with the Ancient being. 

"Are you done throwing a temper tantrum?" 

Exiled's head snapped towards the doctor, "Do. Not. Test. Me. Robotnik!" 

Eggman couldn't help but feel a little smug at how the normally composed villain was acting right now. "Why? Because your plan is starting to fall apart?" 

"SILENCE!!!" Exiled roared before stomping back to his throne. He recomposed himself and said, "Now's not the time for such petty squabbles. We may have lost one, but we will get the rest. There are only two more Elements remaining. If we must take the Guardians head on to secure the microchip, so be it. Now leave me, continue your work in the catacombs. I will send for you when necessary." 

Eggman walked out of the room without another word, with Ultron following close behind. 

"Yes, I'll continue my work in the catacombs." Eggman thought to himself with a grin. "To tear you down with that rotten little hedgehog." 

Two more Foundation Elements to go until Ultimate Power was fair game.