Steve Rogers paced in Tony Stark's laboratory, his jaw swollen and lip cut and bleeding from a recent punch. A purple-black bruise was quickly spreading over his right cheekbone, and he could tell it was probably broken in several places. The sharp intake of pain when he breathed indicated that he had a least a few broken ribs, and his thigh pulsed from where he had been kicked repeatedly by a heavy, steel-toed boot. Despite all this, his heart hurt the most.

"I can't stand to look at him like this," he said, his jaw set and a stern frown on his principled face.

Strapped to a chair, Bucky Barnes was straining against his restraints, the reenforced leather creaking under the whirr of his metal arm. Sweat beaded down his face, his teeth grinding as he struggled. His eyes were cold, set on Steve.

Tony Stark and Bruce Banner exchanged glances to each other. "You know what we have to do," Tony started. Bruce looked away, not wanting to see the look in Steve's eyes. This whole situation was hitting close to home for him.

"No," Steve said firmly, pointing his finger accusingly at the well dressed man who both infuriated him and yet he felt some kind of involuntary friendship with. "I'm not going to do that to him. Not again."

"It's been three months," Bruce said quietly, glancing to Tony for reassurance. It was hard for him to talk about, knowing that he had his own demons. "Its getting worse. He's remembering everything, Steve. Not just who he is, but everything they did to him..."

Steve's jaw clenched, and he felt a lump rise in his throat. He knew, too. He had seen the files Natasha had furnished him, and even he knew that just scratched the surface of was 'official' in the HYDRA files. He could read between the lines, and he could hear Bucky cry out in his sleep. He saw the look in Bucky's eyes when Alexander Pierce's name was dropped, and the internal turmoil of guilt, shame, and fear that raged inside him. Steve wanted to punch something just thinking about it. It wasn't fair - no one should go through the horrors he had seen. 70 years of torture, abuse, beating... assaults.

"Where am I?"

The three men looked in turn to the man strapped to the examination chair now. Bucky's expression had gone from blind cold rage to the panicked sorrow. He flexed against his restraints and confused tears began to fall from his eyes. "What are you doing to me?" he choked out, looking between them all. "Steve? Steve is that you? What are they doing to me! Help me!"

Steve covered his mouth his hand, taking every ounce of his restraint to hold himself together. "Bucky," he finally said after a moment, taking a few steps towards him. "Hey, Buck." He dropped to his haunches, putting himself in a position to look up into his terrified face. "Just a few more minutes and we'll let you outta here, okay?"

"Help me..." he whimpered, his head dropping down and openly sobbing.

Steve had to blink back tears of his own before he stood up and faced the two scientists again. "You can control it," he said pointedly to Bruce. "You can help him." "I wasn't tor-" Bruce stopped, looking nervously over at Bucky who had gone quiet, his head slumped against his chest, his face obscured by his long brown hair. "I didn't go through what he did." "He belongs in the Fridge," a cool voice said from behind. The three men turned to see Maria Hill standing at the doorway to the lab, her hands resting firmly on her jutted hips.

Steve started towards her, stilled only when Tony cooly reached out and took him by the arm. "You're crazy if you think I'm going to allow that," he spat.

"Rogers, you're too close to this. What are we supposed to do with him? No mental institution can hold him. We can't remove his arm - which is a dangerous weapon - and we can't even sedate him because of his healing ability. We're out of options, we can't just have you babysit him 24/7 until he beats the crap out of you."

Steve opened his mouth to refute Maria's claim that he couldn't take care of him, but Tony interjected. "We do have one option." "No," Steve said quickly, jerking his gaze to him.

"What is it?" Maria asked.

Tony gave the cue to Bruce. "We were able to reverse engineer some of the equipment HYDRA used for his conditioning. I think we could use it to...reset him, so to speak. They used a mix of electroshock therapy and the serum derivatives to almost, well, selectively wipe his memory and personality centers of his brain."

He paused to look around the room. Steve had turned his back to the conversation already, and was attending to Bucky. He gently wiped his chin where he had drooled some in his panic, and tendering brushed the hair away from his face. Tony and Maria were continuing to look expectantly at Dr. Banner.

"There's a chance, with a larger electrical shock and therapy we could effectively wipe all his memories after a certain point - when Zola got his claws in him. It would be, risky, to say the least." "What kind of risky?" Maria asked sharply.

"Well, for one we'd lose all chances of getting any Hydra intel from him. But, ultimately, we zap him too hard and he'll be a vegetable. If it doesn't kill him outright."

There was a heavy silence in the air except for a worried utterance from Bucky, who sounded much more like a child than a grown man at this point. "What are they talking about, Steve?"

"I'll talk to Coulson," Maria said tersely, and turned to leave.

"It's not Coulson's choice!" Steve barked after her, his rage building.

"Sorry, Cap. But SHIELD disagrees."