Appearing in 1st story
- George Smith (First and only known appearance; dies)
- Richard Fenster (First and only known appearance; dies)
- Marc Spector
- Hulk (Bruce Banner) (Mentioned)
- Champions (Mentioned)
- Ivan Petrovich (Photo)
- Resilient (Mentioned)
- Matt Murdock (Mentioned)
- Avengers (Mentioned)
- Iron Man (Tony Stark) (Appears on screen)
- S.H.I.E.L.D. (Mentioned)
- Nick Fury (Mentioned)
- Jerry Hunt (Corpse, skeleton or other remains)
Synopsis for 1st story
On one of her rare weeks off, Black Widow takes a visit to San Francisco, ending up with George Smith (the former Stunt-Master) and Richard Fenster. The trio catch up on recent events. Nat thinks to herself that it may be the nicest day she's had in a long time. Unfortunately, this good mood is ruined when Nat starts hearing distressing news from a nearby tablet. Checking her Avengers I.D. card, Nat only gets a garbled message from a panicked Tony, proclaiming that "he" is everywhere. Nat turns to George and Richard, telling them to prepare for an imminent panic.
On the tablet, the newscast becomes increasingly frantic, reporting attacks all around the globe, and a lost connection to the White House. As the reporter announces a commotion inside the building, the signal cuts off. As everyone else begins panicking, Natasha grimly notes that "they finally did it". It, she believes, is nuclear war.
And then an army of Ultrons descend from the sky, as Natasha privately chides herself for thinking the situation had been so simple. Without a word, the Ultrons begin annihilating everything in sight. Nat, George and Richard flee, only for Richard to be hit by one of the Ultrons and instantly killed. Above New York, a giant disembodied head of Ultron declares to the city to "submit or perish". Forcing her grief down, Natasha rallies the nearby survivors, forcing them to take cover in the nearest manhole. As she does, her internal monologue begs for her to at least save one person.
As she reaches a manhole, and the Ultrons return, she sees a civilian trapped under rubble. Before Natasha can reach him, he's violently disintegrated. Natasha barely manages to avoid being their next victim, successfully getting into the sewers herself, where she finds George using his prosthetic to check for maps of the sewers. Nat tells everyone to dump whatever electronic equipment they have on them, before Ultron tracks it, though it proves too late for George, as Ultron takes over his arm via its Starktech. With one blow, George destroys Nat's right eye. Aware that Ultron won't relent, Nat is forced to crush her friend's throat. Just before he passes, George barely manages to say "sorry".
Almost immediately after, another Ultron drone appears, gassing the other survivors, save Natasha. She flees, and spends the next several hours in the sewer, hiding until she feels safe enough to venture out. After two hours she reaches one of Nick Fury's old safehouses, waiting another hour when she sees movement in the window, before deciding she doesn't care whether an Ultron waits for her. Inside, she finds Marc Spector, and the corpse of Jerry Hunt, who'd also fled from the attack. Realising Spector is even worse off than her, Natasha lies in order to keep his moral up, and after cleaning her wounds declares she'll take the fight to Ultron.
• AGE OF ULTRON TIE-IN …and the end of the world as we know it. Black Widow heads back to her old stomping ground of San Francisco for coffee, old friends…The Age of Ultron is here -- and nobody’s getting out in one piece…
- During the opening pages, Nat, George and Richard discuss their time working on the Champions of Los Angeles, along with Stunt-Master's last appearance, during Avengers Vol 3.
- George sports a prosthetic as a result of his appearance during Avengers Vol. 3, where an attempt to breach a barrier made by the Grim Reaper on his Stunticycle failed. While the original scene was played humorously, this issue reveals he was hospitalized and his hand amputated because of the injuries sustained.
- The Ultron drone that Natasha sees in the sewers resembles Ultron's very first design, only in the same gold as the other drones in this issue, compared to the original's silver-grey.
- Despite Ultron's repeated declaration of "submit or perish," it's never shown giving anyone a chance to surrender.
- Executive Editor: Tom Brevoort
Chief Creative Officer: Joe Quesada
Publisher: Dan Buckley
Executive Producer: Alan Fine