[in Korea, Cho is using the Cradle to create a new body for Ultron]

Dr. Helen Cho: It's beautiful. The Vibranium atoms aren't just compatible with the tissue cells, they're binding them. And SHIELD never even thought--

"Shield never even thought, because SHIELD doesn't massively exists" Fury says.

Ultron: The most versatile substance on the planet and they used it to make a Frisbee. Typical of humans, they scratch the surface and never think to look within. [Ultron uses a laser to break open the scepter's blue gem, and a yellow gem that was inside floats out and lands in his hand. He places it in the head of the body]

[Back at the Barton's farm]

Steve Rogers: I'll take Natasha and Clint.

Tony Stark: Alright, strictly recon. I'll hit the NEXUS, I'll join you as soon as I can.

Steve Rogers: If Ultron is really building a body...

Tony Stark: He'll be more powerful than any of us. Maybe all of us. An android designed by a robot.

Steve Rogers: You know I really miss the days when the weirdest thing science ever created was me.

Nick Fury: I'll drop Banner off at the tower. Do you mind if I borrow Ms. Hill?

Tony Stark: She's all yours, apparently.

Tony gives Maria the eye and she just shrugs. 

Steve Rogers: What are you gonna do?

Nick Fury: I don't know. Something dramatic, I hope.

Clint Barton: I'm gonna finish re-flooring that sunroom as soon as I get back.

Laura Barton: Yeah, and then you'll find another part of the house to tear apart.

Clint Barton: No. It's the last project. I promise. [he hugs her; later Laura watches them fly off in the Quinjet]

[Thor and Selvig enter into a cave]

Erik Selvig: This is it. The Water of Sight.

Thor: In every realm, there's a reflection. If the water spirits accept me, I can return to my dream, and find what I missed.

Erik Selvig: The men who enter that water, the legends don't end well.

[NEXUS Internet Hub, Oslo, Norway]

Tony Stark: A hacker who's faster than Ultron? He could be anywhere. And as this is the center of everything, I'm just a guy looking for a needle in the world's biggest haystack.

World Hub Tech: How do you find it?

Tony Stark: Pretty simple. You bring a magnet. [he starts playfully singing as he types] Oh, I'm decrypting nuclear codes and you don't want me to. Come and get me.

[Back at the cave with Thor and Selvig, Thor is now in the water and goes back in his vision with Heimdall]

Heimdall: Wake up! [Thor starts getting electric charges going through his body]

Erik Selvig: Thor!

Ultron: [In Thor's visions;] Extinction.

[Thor sees more-- the Avengers, the destruction of Earth. He then sees the the Infinity Stones and their vessels]

"What the fuck" Ginny says 

"Don't talk like that" Molly orders 

"You're sounding like Steve" Ginny say bluntly. She then looks embarrassed and the avengers start to laugh. 

[in Korea with Cho and Ultron]

Dr. Helen Cho: Cellular cohesion will take a few hours, but we can initiate the consciousness stream. We're uploading your cerebral matrix...now.

Everyone, except Tony, Bruce and Natasha, looks completely confused. 

Wanda Maximoff: I can read him. He is dreaming.

Dr. Helen Cho: I wouldn't call it dreams. It's Ultron's base consciousness, informational noise. Soon...

Ultron: How soon? I'm not being pushy.

Dr. Helen Cho: We're imprinting a physical brain. There are no shortcuts. Even if your magic gem is...

[Wanda, reading Ultron's mind, sees a vision of global annihilation, which horrifies her and she screams and falls back into Pietro's hold]

"So you weren't lying" Clint says 

"Wow, no shit" Wanda replied. The avengers look surprised as they have never heard Wanda swear. 

Wanda Maximoff: How could you?

Ultron: How could I what?

Wanda Maximoff: You said we would destroy the Avengers, make a better world.

Ultron: It will be better.

Wanda Maximoff: When everyone is dead.

Ultron: That is not-- The human race will have every opportunity to improve.

Pietro Maximoff: And if they don't?

Ultron: Ask Noah.

Wanda Maximoff: You're a madman.

Ultron: 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. We have to evolve. There's no room for the weak.

Pietro Maximoff: And who decides who's weak?

[As Ultron is distracted Wanda breaks the scepter's hold off of Cho]

"You saved her" someone says 

"I'm not all bad, you know" 

Ultron: Life. Life always decides. There's incoming. The Quinjet. We have to move.

Dr. Helen Cho: That's not a problem. [Cho cancels the upload to Ultron's consciousness]

Ultron: Ugh. [Ultron blasts Cho, Wanda and Pietro run off] Ah, wait, guys! [he blasts Cho's technicians] They'll understand. When they see they'll understand. I just need a little more time. [unplugs himself from the Cradle]

Steve Rogers: [Steve is on U-Gin Genetic Research Lab roof; to the others] Two minutes. Stay close. [inside the lab Steve finds Cho wounded] Dr. Cho!

Dr. Helen Cho: He's uploading himself into the body.

Steve Rogers: Where?

Dr. Helen Cho: The real power is inside the Cradle. The gem, its power is uncontainable. You can't just blow it up. You have to get the Cradle to Stark.

"Oh really" wanda says with a smile. Sam and Bucky laughs slightly because they knew what she was talking about. 

Steve Rogers: First I have to find it.

Dr. Helen Cho: Go.

Steve Rogers: [over the Quinjet's comms] Did you guys copy that?

Clint Barton: We did.

Natasha Romanoff: I got a private jet taking off, across town, no manifest. That could be him.

Clint Barton: [noticing a truck heading across a bridge] There. It's a truck from the lab. Right above you, Cap. On the loop by the bridge. It's them. I got three with the Cradle, one in the cab. I could take out the driver.

Steve Rogers: Negative! If that truck crashes, the gem could level the city. We need to draw out Ultron. [Steve jumps onto the roof of the truck]

Ultron: No, no, no, no, no. Leave me alone!

Steve Rogers: [Ultron blasts the truck door as Steve tries to enter] Well, he's definitely unhappy! I'm gonna try and keep him that way.

Clint Barton: You're not a match for him, Cap.

"Thanks for the love" Steve says sarcastically. 

"No problem" Clint replies with a smile. 

Steve Rogers: Thanks, Barton. [Ultron unplugs himself from the Cradle and blasts Steve back onto another car as he tries to enter the truck, but with some maneuvering Steve manages to get back onto the truck's roof]

Ultron: You know what's in that Cradle? The power to make real change, and that terrifies you.

Steve Rogers: I wouldn't call it a comfort. [Steve tries to fight with Ultron]

Ultron: Stop it! [Steve's shield gets caught in his chest, and he smacks it away and fires at Steve]

Clint Barton: [to Natasha] We got a window. Four, three... give 'em hell.

[Natasha drops out of the Quinjet on a bike and rides towards the truck. On her way, she picks up Steve's shield]

Natasha Romanoff: I'm always picking up after you boys.

All the boys roll their eyes, while Natasha gives them a 'be serious' glare. 

Clint Barton: They're heading under the overpass, I've got no shot.

Natasha Romanoff: Which way?

Clint Barton: Hard right... Now. [Natasha heads over the truck. She throws Steve back his shield and he uses it to knock Ultron away from him]

Natasha Romanoff: [to the pedestrians on the pavement as she chases after the truck on her bike] Out of the way, coming through! Sorry, coming through!

Steve Rogers: [Steve continues his battle with Ultron on top of the truck] Come on!

Natasha Romanoff: Clint, can you draw out the guards?

Clint Barton: Let's find out.

Natasha Romanoff: [to the pedestrians in her way] Beep beep!

Everyone looked at Natasha and she just shrugged. 

"Beep beep" Maria mocked her 

"Oh shut up" Natasha said sarcastically.  

[Barton manages to draw out the Drones from the truck]

Clint Barton: Heading back towards you. So whatever you're gonna do, do it now.

Natasha Romanoff: I'm going in. Cap, can you keep him occupied?

Steve Rogers: [as he continues his battle with Ultron on a speeding train] What do you think I've been doing?

[as Natasha enters the truck the Drones head back, pick up the truck and lift off]

Clint Barton: The package is airborne. I have a clean shot.

Natasha Romanoff: Negative. I am still in the truck.

Clint Barton: What the hell are you...?

Natasha Romanoff: Just be ready, I'm sending the package to you.

Clint Barton: How do you want me to take it?

Natasha Romanoff: Uhh, you might wish you hadn't asked that.

[Pietro and Wanda turn up on the train to help Steve fight with Ultron]

Ultron: Please. Don't do this.

Wanda Maximoff: What choice do we have?

[Ultron flies off]

Steve Rogers: I lost him! He's headed your way!

Clint Barton: Nat, we gotta go.

[Nat drops the cradle into the Quinjet but her foot gets caught by Ultron and she's pulled away]

Clint Barton: Nat! Cap, you see Nat?

Steve Rogers: If you have the package, get it to Stark! Go!

Clint Barton: Do you have eyes on Nat?

"I feel the love" Natasha said 

"No problem" he replied sarcastically, so Natasha smacked him across the head. 

Steve Rogers: Go! [reluctantly Barton takes off in the Quinjet; back to the train] Civilians in our path. [Pietro speeds off; to Wanda] Can you stop this thing? [as Pietro picks up civilians and moves them out of the way of the train, Wanda uses her powers and stops the train]

[After stopping the train Wanda goes over to an out of breath Pietro]

Pietro Maximoff: I'm fine. I just need to take a minute.

Steve Rogers: I'm very tempted not to give you one.

Wanda Maximoff: The Cradle, did you get it?

Steve Rogers: Stark will take care of it.

Wanda Maximoff: No, he won't.

Steve Rogers: You don't know what you're talking about, Stark's not crazy.

Wanda Maximoff: He will do anything to make things right.

Steve Rogers: Stark, come in. Stark. Anyone on comms?

Wanda Maximoff: Ultron can't tell the difference between saving the world and destroying it. Where do you think he gets that? 

Stark just scratches his head and everyone just smiles at him.