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Sentient armor
When Ultron was thought dead following the Slorenia massacre, Jocasta, who had come into the 'employ' of Tony Stark by serving as his personal artificial psychologist, was compelled by the Ultron Imperative that also existed within her to reprogram the Iron Man armor to serve as a vessel for Ultron's rebirth. However, a lightning strike on the armor corrupted and accelerated the process, giving the armour a sentience that Jocasta outlandishly passed off as the effects of Y2K. However, although the armour's mind was based on Tony's, it lacked his restraint and morals, killing the villain Whiplash in retaliation for an earlier 'injury' despite Tony's insistence that it stop attacking him. Obsessed with Tony, and determined to become the 'Iron Man' with him, the armour took Tony to a desert island, hoping to coerce him into permanently joining with it and thus becoming "so much more than Iron Man". In the resulting struggle between the two, although Tony managed to do some damage by predicting what the armour was likely to do and setting up traps to accommodate it, he had a heart attack in the fight. After the armour sacrificed its life to save him, Tony buried it on the island, respecting that it had finally understood the true meaning of sacrifice by creating a 'grave' for it saying 'Here lies Iron Man, Avenger'; he had earlier said that the armour's lack of understanding about sacrifice would stop it ever being a true hero.
The armor was subsequently recovered by a cult, called the Sons of Yinsen, that worshipped Iron Man's mentor, Ho Yinsen, with the intent of implanting Yinsen's brain into the suit. This was apparently accomplished, but then Ultron and Antigone struck. Ultron affixed his head to the armor and took control of it, battling Iron Man with the aid of the cult, who he had transformed using Tony Stark's SKIN technology. Ultron and Antigone subsequently vanished in an explosion, but reappeared later in a hospital; it was revealed Antigone's synthezoid-like body was now occupied by Jocasta's mind, and she ended up leaving on her own with Ultron's deactivated head.
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Female Ultron
Ms. Marvel found herself leading her team of Avengers into battle against the Mole Man and his monsters. Distraught over the destruction of his subterranean kingdom, the Mole Man once again declares war on the surface world. When the fighting subsides, the Mole Man learns that the surface world is not responsible for the destruction. [1]
During this exchange, Tony Stark's Iron Man armor unexpectedly begins a metamorphosis, the end result being a new being all together. This new being is a naked woman of considerable power as she is able to lay waste to the surrounding horde of monsters as well as incapacitate both Ares and the Sentry. Fearful, Ms. Marvel orders a hasty retreat, but Wasp goes against orders and begins to talk with the woman, whom bears a striking, reflection-like resemblance to Janet: only to discover that her doppelgänger is a new version of Ultron. Ms. Marvel orders the Avengers to make a full retreat, however the Sentry stays behind to make sure they make it out in one piece. In the ensuing battle, the fleshy tone to the female Ultron's skin begins to disappear, and her entire body takes on a completely metallic sheen.
Ultron then takes over and crashes a S.H.I.E.L.D. carrier, which was saved at the last second by the Sentry (along with Ms. Marvel and Wonder Man) which gave Ultron the chance to escape. She then broadcast a message into every electronic device on Earth, stating that the world would soon be destroyed by her hand, and not to worry because there was no way to stop it. Upon realization that Ultron was utilizing Tony Stark's weather changing satellites, which, according to the Starktech 9[clarify], were only in stage two of production, Wonder Man and Sentry flew into space and destroyed them. At which time Ultron put into action 'Plan B' of her plan, which thus far seems to consist of killing Sentry's wife. The Avengers have also noted that, so far, Ultron's plans are simply variations on plans that have been previously used by other villains. With time running out, as the Sentry and Ultron clash, the team decide to deliver a virus into Ultron's system, using Ares--whom Ultron has never encountered before--as the point man for the subsequent attack. Ultron is defeated, and Iron Man returned to normal, but an image of Ultron's head is later seen on Henry Pym's computer screen.
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Phalanx
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One of Ultron's bodies is the leader of the Phalanx[2] and has overseen their development into a new form; he has overseen their conquest of Kree space. Dan Abnett and Andy Lanning have stated "Ultron’s phenomenal drive and force of will has turned him into the sympathetic father figure the Phalanx has always craved", and he has "vast" plans that will include Earth. Ultron, with aid from the High Evolutionary, is able to take over Adam Warlock's body, as a mean to acheieve "true techno-organic perfection" [3]. Doing so, he hopes to rid of his technological-based weaknessesses and gain Warlock's formidable array of cosmic energy derived powers, enough to let him shatter Quasar's energy construct effortlessly [4]. His biomechanical perfection is however shortlived: forced to abandon Warlock's body by the technarchy Warlock's mutant strain of transmode virus, he's frozen in a bigger, stronger version of his metallic body by the Wraith's exolons and shattered by Quasar's sword. His "death" freezes off the Phalanx, allowing for the Technarch Warlock and Wraith to purge the infected from the transmode virus
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