Wow, it's been so long since Teaching Ultron has been updated.

I managed to get this chapter done, but I still need a new beta reader/RP partner to continue this fanfic. Any volunteers?

I don't own The Avengers. Marvel Does. I only own my OCs.


After some input from Tony Stark and Ultron, General Ross authorized a nature reserve for the amoebae to reduce as much chaos the crisis stirred. Once February started, Carol finished moving into the self-sustaining home once Ultron made the finishing touches. With Valentine's Day around the corner, Carol scrolled through Tumblr in search of crafty recipe ideas as she wanted to make her own candy for the holiday.

While Carol was focused on this search, a metallic digit reached down and gently tapped the computer monitor while the owner emitted an exaggerated 'boop'. The screen changed to show a different list of recipes while Ultron lowered his head down next to Carol's.

"Ran through a million or so pages based on the parameters of your search, and I think these might be closer to what you're looking for."

Carol blinked twice before she scrutinized the list. It didn't take much longer before she found a recipe she liked the most.

"I think we could go for something like this," Carol offered, "now I'd better go check if we have the equipment."

After Carol placed a bookmark on the recipe, Carol stood from her seat and gestured Ultron to follow her out of her room and they made their way to the kitchen. She dug into a cabinet and pulled out a lollipop mold tray and a bag of lollipop sticks. Ultron leaned on the counter close by and watched Carol collect ingredients.

"If we don't, I'll send Alpha, Tek and Turrican out shopping," he said, referring to three drones he had nearby.

To make a long story short: he tried to experiment in copying and implanting a small morsel of his core programming into drone bodies from his earlier days to make them more independent so that he wouldn't need to keep dividing his awareness between Carol and fifty or sixty tasks every day. It had less than stellar results and Ultron had been forced to keep Carol out of part of the house where the Musketeer Drones had been contained until he could patch their programming enough that they would no longer be considered a threat warranting the Avengers' intervention.

That being said, he still didn't trust them for any complex tasks, and he made absolutely certain that not one of them would ever mistake a biological life form for a stack of building components waiting to be assembled into a new shape…not after the first and hopefully last time. By the time Carol found the ingredients she needed, she laid the equipment and the ingredients.

"So," Carol muttered to herself, "we gotta melt the chocolate first."

Carol pulled out a saucepan and placed it on the stove.

"Times like this that I remember how I need to get back to designing myself a sense of smell," Ultron commented.

Carol couldn't help but laugh at the comment. Still, she turned the stove on while Ultron read the instructions on the bag containing the chocolate pieces. He handed the bag to Carol, allowing her to pour the chocolate pieces into the saucepan before skimming through the directions. From time to time, Ultron would adjust a few measurements and directions, using knowledge taken from several thousand sources on the Internet while filtering out the ones that had objectively poor results. There were plenty of professional chefs out there, but plenty more who knew a bit more than the backside of a bag of mass produced ingredients…in Ultron's words anyways.

Once they managed to melt the chocolate and add some recommended ingredients, Carol placed lollipop sticks into the molds before she and Ultron took turns pouring the chocolate into the molds. Ultron, by the grace of having mechanical hands which lacked the ability to shake or be unsteady under normal conditions as well as the ability to instantly measure fluid viscosity and three dimensional spaces with a glance, poured precisely enough to fill the mounds up with an almost casual tip of the mixing cup. Now that the candies were ready to be refrigerated, Ultron opened the refrigerator, allowing Carol to slip each of the trays into each available shelf.

"Ok," Carol announced as she closed the fridge, "I guess we'll have to wait a while before they're ready."

Just as Ultron started putting away the equipment, Carol ran a finger through her hair.

"It's been a while since I showered…" Carol muttered to herself.

Carol snapped out of her thoughts before she set off to help clean up the mess. After that, she gestured Ultron to follow her out of the kitchen.

"Hey, Ultron," she requested, "do you mind if we…shower together today?"

Ultron's facial ridge plates shifted to mimic an expression of modest surprise, and then one of someone who was pleased.

"Thought you'd never ask," he purred, taking one of her hands in his.

Carol giggled before she led Ultron into the bathroom, where she stripped herself of her clothes. She slid the shower door before stepping into the shower stall, gesturing Ultron to step in with her. The tall robot closed the shower door while the human turned the shower on, leaving both of them under a warm shower spray. Ultron started by rubbing a bar of soap into a washcloth. He knelt down and started scrubbing the grime off of Carol's back while she reached for a bottle of shampoo. She squeezed out only a small amount before she scrubbed the shampoo into her hair.

Ultron's hands began to wander as he had a drone retrieve Carol's clothes and leave out a clean replacement for when she was finished. His fingers, able to accurately measure pressure just as well as any human's sensory system could, pressed in here and there, simultaneously massaging any tense or sore muscles and washing away built up dirt and sweat. By the time Carol finished scrubbing her hair, she leaned her head so the water spray rinsed the shampoo out of her hair. Once Ultron finished scrubbing the grime off of her, she let the water spray rinse off the soap while he handed her the washcloth. Once she wrung out the soapy residue from the washcloth, she pinpointed the location of the soap Ultron preferred to use on himself.

"Time to get you squeaky clean," Carol chirped.

Carol rubbed the soap into the washcloth before she started scrubbing behind his earpieces. She moved to scrub at his chest, only to notice he sighed in content.

"Hey, Ultron?" Carol whispered, "you in the mood?"

Ultron chuckled as he shut his optics.

"Are you suggesting we hook up here?" he mused.

By the time Carol finished scrubbing her robot boyfriend, she squeezed the remaining soap residue from the washcloth and hung it along the rack.

"Welp, let's get you rinsed off," she nodded.

Carol lifted the shower handle off its holder and began spraying the soap off Ultron. Once she finished and repositioned the handle, the tall robot knelt down and placed his hands on her shoulders. She leaned forward and pressed her lips against his mouthplates. Chuckling, Ultron returned the kiss as he brushed his hand along her back. The tall mech took a brief moment and turned the faucet until the showerhead sprayed less water, much to his human girlfriend's confusion.

"Don't want any accidents here," he muttered.

Carol slowly nodded before she sat down at a seat embedded in the shower, encouraging Ultron to kneel and trace his hand along her stomach.

"Say," Ultron quipped, "what is it that you like about the texture of metal? Is it the sturdy nature of it? Or maybe…"

When Ultron ran his hang along her thigh, Carol grasped at one of his mechanical fingers and gently tugged it.

"What?" Ultron blurted as he tilted his head, "is patience not one of your strongest traits?"

Carol stared into Ultron's red optics.

"At times," Carol shrugged.

Chuckling, Ultron perched one hand on her shoulder while he stroked his finger between her folds, eliciting soft moans out of the human. Carol could hear her breath slowly quicken as her robotic boyfriend sent pleasant jolts into her vibranium nerves with simply his touch, so she perched her arms over his shoulders and pulled him closer. Ultron closed his optics for a brief moment and nuzzled his face against hers. He circled his finger around her clit for a few moments before sliding it into her. Stifling a moan, Carol tried to resist the urge to clench her thighs onto his hand.

"It's more than just the pleasure of metal, isn't it?" Ultron commented.

Carol nodded as Ultron started stroking her back with his other hand. Simultaneously, the tall mech thrust his finger into her, brushing along the vibranium nerves and circling her small nub with his mechanical thumb. He kept administrating these indulgent thrills until he felt her insides become more moist as the muscles in her walls relaxed.

"I take it you want the best action?" Ultron asked her.

"S-Sure thing, Silver Knight," Carol nodded between pants.

Ultron nodded at her as he slowly withdrew his finger. Carol watched as his panel clicked open and his pelvic equipment extended from beneath. She gripped the back of his neck and stared into his crimson optics while he aligned his tip along her nether regions.

"Brace yourself," he advised.

Carol nodded as Ultron pressed his forehead against hers and pushed his way inside. Letting out soft cries, the human perched her legs over the tall mech's waist, her pelvic muscles stretching to accommodate his girth.

"Yeah," Ultron purred, "why do many humans tend to instill shame on anything sexual?"

"Maybe," Carol stuttered, "they just…don't know jack shit about it."

Ultron hummed as he grasped her hip with his other hand and started pounding into her flesh. The weight of his metallic frame pressed Carol's back against the wall. The contours of his metal generated more fluid, easing the friction of his pace.

"Nnngh," Carol tried to call Ultron's name, only for her words to be drowned out in bliss.

With Carol squirming in his embrace, Ultron slowly picked up the pace. He made a slight grin as each stroke elicited more raunchy moans out of the human. She panted heavily and tightened her grip on his shoulders. The tall mech kissed her forehead, watching as she pressed herself into his chest and clenched her thighs around the hydraulic struts in his hips. Heat built up and coiled in her loins as Carol pressed the back of her head on the shower wall.

"U-Ultron…" Carol pleaded softly, but unable to finish the sentence.

Ultron could also feel he was almost near his limit, so he kept up his rhythmic pace and cupped her face with his hand. Several more strokes, and Carol shuddered in an intense climax, feeling herself tighten around the metal equipment inside her. The tall mech perched his chin on her shoulder and groaned softly, having succumbed to an overload a split second later.

Ultron and Carol both spent a few minutes basking in the afterglow, the human giving her robot boyfriend a soft kiss. Slowly withdrawing and closing his panel, Ultron reached for the faucet and shut off the shower. They both stepped out of the stall and reached for the towels, only for the human to pause before she turned her head towards Ultron.

"You didn't tell Mr. Stark about my shower kink," Carol raised her eyebrow, "did you?"

Ultron chuckled as he tilted his head sideways.

"Of course not," Ultron quipped, "I'm certain he wouldn't care."

Smiling, Carol gave Ultron a kiss.

"I love you, Ultron," she told him.

Ultron let out a sigh of content as he ran his metallic fingers through her hair.

"Yeah, I love you, too," Ultron returned.

After they finished drying up, Carol slipped her clothes back on before she and Ultron made their way out of the bathroom. They stopped by the kitchen and checked the fridge, only to notice the chocolate candies on sticks needed more time to solidify, so they closed the fridge door and made their way into the living room. When they plopped onto the couch, the young lady turned on the TV and began scrolling through the catalogue.

"You know," Carol mused, "I think it's about time I start on some Brooklyn Nine-Nine."

Ultron tilted his head.

"Oh?" he paused, "what's that about?"

Carol focused her eyes on Ultron and shrugged.

"I guess it's a sitcom about the police force," she assumed, "some of my online followers have been recommending it."

Ultron chuckled as he nodded.

"I'd like that," he agreed.

Upon cue, Carol started the first episode, hoping the experience would be satisfying enough for her and her robotic boyfriend to become fans of the show.


After this chapter, this fic will most likely diverge from the canon MCU plot, considering all of the reactions and backlashes from Infinity War.

Suggestions on how to continue this fic are welcome, if you have any.

Please leave a review, so Ultron and Loki would be happy.