From high above, one man watched it all, looking upon the chaotic battlefield with a sense of smugness and triumph.

It was easy for him to spot the colorful cast of Avengers in the Republic Army.

Then there were those shrinking and growing starfighters, whom the Republic no doubt hired from the two insect heroes.

This seems to be a new challenge.

Good, he didn't want it to be boring anyway. If he was going to destroy the galaxy, at least they would make it a challenge.

After a few minutes of witnessing the carnage, the architect of the fight decided to come down and make himself known.

After landing, the imposing presence of Ultron himself seemed a bit shocking to most of the clones and loyalists, as they were currently busy dealing with the overwhelming number of robots.

Ultron held out his hands and energy blasts shot out from him, striking multiple soldiers, killing and wounding all who were hit.

Using his gravity, he sucked a clone into his hand, activated the thermal detonator on the clone, and threw him back into the group that was firing at him.

The clone became aware of the activated charges, and frantically tried to pry them away from his body. Although he bought some time—

*BOOM*

The result? He and a large number of clone troopers were killed in the explosion.

Ultron grinned to himself as the internal warning sensors sent a ping through his hard drive, allowing him to duck under an azure blade that swept toward him.

He turned around and was facing a middle-aged Jedi with long black hair, brandishing his blade ready to attack again.

Ultron rolled his eyes at the unnecessary display of knife skills and fired another beam, but the Jedi hastily blocked it.

The Grandmaster stumbled slightly, which allowed Ultron to pull him in with his Gravitron Arm device.

The captured Jedi was about to swing at the oversized robot with his arm until his arm was grabbed by Ultron.

"Nice toy," he mused. "Let me take a closer look."

With a swipe of his hand he hacked off the Jedi Knight's limbs and took the lightsaber away. The Jedi Master's cries of pain were ignored by Ultron, who now held the lightsaber in his hand.

Bringing it up, Ultron took a closer look at the stolen weapon and ran a more in-depth scan to understand how the lightsaber worked and operated. "Hmm, it could be integrated into future models."

Soon after, he crushed the lightsaber, opened his palm, and pulled out a glowing blue Kyber crystal, which he then tossed to one of his other drones. He then ordered it to take the object elsewhere so that he could properly study it away from the current conflict. He even ordered other lightsabers to be obtained from other slain Jedi around the globe.

He then turned to look at the injured Jedi, who was releasing the Force.

“You’ll never succeed.”

Ultron pulled away and tossed the body aside. “You’d think there would be more ingenuity in a galaxy far, far away.

"Master!"

Nearby Force practitioners witnessed Ultron quickly kill Master Sirius and then discard his body like garbage. Aubrey let out a battle cry and rushed towards her master's killer, but was blown away by a repulsor blast from a nearby Ultron drone.

"Oh, you thought a simple rage charge would do something?" Ultron scoffed. "It doesn't really work, you know."

The downed Padawan was quickly helped up by another man.

"Ah, Jedi Knight," Ultron taunted, facing the four Padawans standing before him. "A walking contradiction."

Mark and Cas remained steadfast and calm, holding their lightsabers against him, while Ahsoka looked more exhausted.

Aubrey forced himself to his feet as the Padawans prepared to face off against the new players in this galactic war.

"I can see how angry you are, despite how calm your code likes you to pretend you are," Ultron said.

The Padava simply held their ground, hacking away at the possessed Separatist robots and Ultron drones whose puppet masters had been observing their actions.

Cas ran forward and swung her lightsaber down.

Ultron nonchalantly dodged Padawan and kicked her in the stomach, sending her flying back.

He felt himself being pushed back by an invisible force and quickly straightened up in the air.

Staring at the human male Jedi beside the quickly knocked down Zabrak.

He cocked his head to the side and spotted someone coming around the corner. Turning back, Ultron activated a new built-in feature, an energy shield that would protect him from lightsabers like the one he had just deflected.

His attacker is a female Falleen who has a metal arm of her own, which Ultron notices.

"Ah~ So cute." Ultron parried another lightsaber attack and rushed forward.

He grabbed her mechanical limb and ripped it off violently, causing a painful roar to come from her mouth. Ultron threw her to the muddy ground, holding her bloody shoulder and trying to prevent herself from going into shock.

"Unfortunately, this doesn't look like mine." Ultron threw it away and raised his arm.

The Jedi looked up in time to see a metal blade coated with electricity shoot out from the back of Ultron's hand. A moment later, he stabbed the blade directly through the Jedi's heart, and the girl fell to the ground and died instantly.

"Zule!" Cass cried out with tears streaming down his face.

From the fallen body, Ultron retrieved her lightsaber and threw it behind him, allowing another drone to take it to parts unknown.

"They started a war and they sent their children to fight it." Ultron shook his head disapprovingly.

Instantly, his main body was knocked back by a barrage of attacks. He stumbled back, looking back to see Spider-Man attacking him with everything he had. Ultron launched into the air, and was soon met by the suited Spider-Man again.

Spider-Man pulled himself towards the oversized robot and delivered a series of blows, leaving noticeable dents in Ultron's body.

Ultron roared, firing several energy beams, which Peter deftly dodged.

A moment later he felt a burning blade strike his back and saw Barriss Offee falling in front of the other Padava.

Glancing at his charred back, Ultron's eyes became murderous.

He saw Spider-Man about to launch another attack, and in response, Ultron pointed his arm at the Padawans and surrounded them with a swarm of rockets and missiles.

Seeing this, the Padawan raised his arms and called on his troops to counter the attack.

Ultron grinned and his arm transformed into a strange cannon, firing at the Padawans.

It wasn't an energy-based attack or projectile, but rather a visible sound wave that disrupted their concentration and overloaded their ears.

All the Padawans fell to their knees because their ears were ringing, which shocked them that there was such an attack.

Ultron laughed maniacally as he saw a red and blue blur shoot past him at full speed just as the missiles converged on the Jedi.

With speed, precision, and precision, Spider-Man caught several missiles and spun them around, knocking them into other incoming projectiles.

The ensuing explosion sent all of the teens flying, and they clearly saw Spider-Man taking the brunt of the impact.

"Look at all of you." Ultron said, slowly descending over the barely conscious Padawan. "You're all puppets. What did I ever tell you to do? Little man?

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