A/N: This is an AU fanfic in which Bucky became Captain America instead of Steve. I hope that you enjoy it. Any reviews are appreciated.

Disclaimer: I do not own any of the characters.

The future had always been a topic that the two frequently discussed in each other's company and it had become a more important question as of recently. They were no longer little boys sitting against the rusty railings of their Brooklyn flats, they were now men who had to find their place in the world. For Steve, the choice was rather easy. He had always dreamed of serving his country, like his father before him, and almost immediately decided to enlist into the army. Bucky, on the other hand, did not possess a clear view of his future, but decided to enlist anyway.

"Someone has to keep an eye on you, after all." He had smiled at his friend the night before they were due to receive their orders. "And even if we both don't get into the 107th, I'm sure we'll see each other anyway." Steve shared his friend's optimism, but fate had other plans for the two men. While Steve departed for London as part of the 107th in order to fight the German forces occupying Europe, Bucky was told he would remain in America as he had been chosen as a candidate for a special unit.

One night, as Bucky was preparing for bed within the barracks, a man with glasses came to see him. He introduced himself as Doctor Erskine, shaking Bucky's hand politely. "Congratulations, James. You have been chosen as the candidate for tomorrow."

"Me? I thought they were looking for a great soldier, in order to make a perfect one. No offense, doctor, but compared to some of these men I'm little more than average." Bucky furrowed his brows together. "I thought Hodge would have been the candidate. I think even the Colonel thought that."

"Yes, he did. But there is a reason why you have been chosen and not him." The doctor smiled. "Agent Carter has told me that you have a friend who has already been deployed. Steven Rogers, I believe?"

"Yeah, Steve is my best friend. How does she know about him, though?" Bucky asked. He had never spoken to the woman after he had seen her break Hodge's nose. She was as scary as she was beautiful.

"Apparently, she met him briefly in London. He had gotten lost while looking for a stationery store and if it had not been for her then I think he may not have been able to be deployed at all." Erskine smiled as the soldier laughed.

"That sounds a lot like Steve. He's a wonderful guy, but sometimes I swear he's still a little kid. I'm actually more shocked that he managed to ask her for help, Steve was always shy of girls- even when they were interested. She must be special." Bucky's eyes seemed to brighten in the dimly lit room as he thought of his best friend.

"She said he talked about you when she told him that she was coming here. He mentioned that you would always defend him from bullies? And that you visited him everyday after his mother passed?" The doctor seemed to show far more interest, suddenly, as he stared at the soldier intently.

"Yes, I did. He was small when he was younger and would always get beat up, but he never backed down from a fight. He's naturally brave." Bucky frowned. "He took his mom's death very hard because he didn't know she was sick. She was a nurse and she hid it well from everyone. He was always there for me, so I was there for him. But what has Steve got to do with me being chosen?"

"It is not him in particular, but rather your friendship. Your ability to show compassion and protect those weaker than you without expecting anything in return is the very essence of a good man. You see, my serum amplifies what is inside the person. The leader of HYDRA, Johann Schmidt, is a bad man and he used an incomplete version of my serum to become a superior man in order to cease the power he believes in. It made him stronger, but it also destroyed him. Bad became far worse. But you-" The doctor pointed at Bucky's chest. "You are a good man and I believe it will make you great. And whatever happens tomorrow, please promise me that you will always remain true to what you are- a good man."

Bucky smiled, flattered at the doctor's words, and nodded. "I promise."

The procedure had been slightly painful, but it had been a success. Bucky's physical appearance had changed. He had become taller, his muscles had become larger and more defined, but he was still Bucky. Sadly, a HYDRA spy had managed to infiltrate the place the procedure had taken place and had killed Erskine. He remembered the doctor pointing at his chest before breathing his final breath, reminding him of his promise. After Bucky had managed to chase down the spy, things began to change for the soldier- some of which were not for the good.

Instead of being allowed to fight in the war, he had been given two options. He would either be placed within a lab to be protected and studied, as the serum had been destroyed and Erskine's documents were all lost, or he would be the head of a campaign to inspire the nation and to raise funds for the war. Bucky chose the latter, but found himself regretting his decision soon afterwards.

He had thought that perhaps the life of a celebrity would have been something he enjoyed, but it was not. He did not mind the applause, the comic books and films inspired by him or the photographs. What he did mind was that he was not allowed to be himself and was instead a puppet for propaganda, hiding behind the empty title of "Captain America- hope of the nation". The repetitive nature of the shows he played in, the boring lines he was forced to say and even the women who came gushing to him -which, previously, he would not have minded- did not ease the numbness he felt inside. Everything, and everyone it seemed, around him was fake and he hated it.

The last straw came when he was flown out to London to lift the morale of some soldiers and they had all but chased him off stage. As he sat, watching the rain, he became aware of a presence behind him. It was Agent Carter.

"Hello, James." She greeted, politely. "I hear you are the new hope of America. Your campaign seems to be going well."

"I was chased off the stage, but I suppose that these men aren't really little kids." Bucky laughed, sadly. "I guess it is better than staying in a lab, but it isn't what I wanted. I just wanted to do something right with my life. And now... I'm wearing tights."

Carter stifled a laugh. "It could be worse."

"Yeah, but right now I'd rather be dying in a trench, knowing I was doing something worthwhile." Bucky shook his head. "I'm starting to sound like Steve..." He looked at her. "Dr. Erskine mentioned that you met him."

The woman seemed to blush, or perhaps it was his imagination. "Yes. He was very sweet, although rather awkward. I haven't heard anything about him since then, though. I did not ask what unit he was in. The men who chased you off the stage, rude as they were, are all that is left of the 107th. Most of them were captured or killed-"

"The 107th?!" Bucky exclaimed and suddenly got up. Panic rose within his body as he rushed towards the tent in which the Colonel sat. "Sir! Sir, I need to speak to you, please!"

The Colonel regarded him with little interest. "Ah, if it isn't the Star-Sprangled man with a Plan? What's wrong? Sad that the audience here didn't faint in awe at your show?"

Bucky glared at the man. "Sir, please, I need the list of all the men who were killed in the 107th."

"You do not give me any orders." The Colonel stood up and glared at Agent Carter. "You and I are going to have a talk later that you won't like."

"Sir, please! I just need one name. Sergeant Steven Rogers..." Bucky plead, desperately.

The Colonel sighed. "I have signed a lot of these condolences letters today, but that name does ring a bell. I'm sorry, son."

Bucky took a deep breath. "T-The men that are captured, is there going to be a rescue mission?"

"Yeah, it's called 'winning the war'. I'm sorry about your friend, but it's too dangerous and we can't lose more of our men." The Colonel glared at Bucky. "Of course, I wouldn't expect a chorus girl like you to understand."

"I understand just fine, sir." Bucky stared at the map with the location of a HYDRA base on it and he left swiftly. Carter followed him and tried to convince him that it would be best to wait, but this did not deter the man.

"Ma'am, Steve is my best friend and he'd do the same for me." Bucky smirked, slightly. "Besides, I'm not the only one who wants to see him again, am I?" Carter blushed and agreed to help the soldier. They managed to convince Howard Stark to use one of his private planes to fly them over the enemy's territory. Bucky leaped out of the plane as the enemy began to fire and he managed to infiltrate the base with ease, freeing the prisoners as he went along. He searched the facility, profusely, but he could not find Steve anywhere. As he made his way to the experimental part of the building, he saw a small man emerge from a room. He appeared to be a scientist, but before Bucky could chase him, he heard the sound of someone groaning.

"Sergeant... Steve Rogers... 107th.." He instantly recognized that voice. Bucky rushed in and his eyes widened at what he saw. Steve lay strapped to a metal bed, his eyes glossy as if he were in a trance.

"Steve! Good God, what did they do to you..." Bucky tore off the straps that held his friend and helped him to sit up. "Hey, Steve, it's me. It's Bucky."

Steve's blue eyes widened and he smiled weakly. "Bucky, it's you! It's really you!"

"Yeah, it is." He hugged his friend. "I thought you were dead..."

Steve looked up at him, dazed and confused. "I thought you were smaller... What happened to you?"

"I joined the army." Bucky replied as he helped his friend to walk, while the facility shook and the smell of explosives radiated around them.

"Did it hurt, Bucky?" Steve asked, worriedly as they navigated their way through the dark..

"A little." Bucky replied, giving his friend a reassuring smile.

"Is it permanent?" Steve was concerned and did not like the fact that his friend had been used as a lab rat.

"So far it is. Come on, we have to hurry." Bucky said and they ran up a flight of metallic stairs while the fire created by the explosives crept up towards them. They ran into Schmidt as he was making his escape and the leader of HYDRA taunted the super soldier about his humanity. Bucky didn't take any note of the man's words, but he felt his stomach tense up when the man tore off his face to reveal a red skull. He noticed Steve's complexion had changed- as if he were about to be sick- and he couldn't blame his friend. They, however, managed to make their way out of the facility and Captain America was applauded as a hero but for the first time he actually felt like one.

Bucky had, against his superior's wishes, assembled his own squad. They were all currently drinking in a bar. There was only one more person he had to convince. Steve sat on his own, awkwardly, as he drank a small glass of whiskey. "They all seem far too eager to fight."

Bucky laughed. "And what about you? Are you ready to follow Captain America into the battlefield to the death?"

"No, no. Definitely not." Steve smiled at him. "That guy from Brooklyn, who always looked out for me, I'm following him. But you are keeping the outfit, right?"

Bucky grinned and looked thoughtful. "You know, I think it's starting to grow on me. Although, I am going to have to make some changes-" He noticed his friend wasn't paying attention anymore and he smirked as he saw Agent Carter dressed in a beautiful red dress.

She regarded him briefly, giving his orders, before turning her attention back to Steve. Bucky rolled his eyes, but he had a smile on his face as Steve sat down next to him again. "Congratulations, Steve."

Their squad managed to complete each of their missions successfully and soon enough, there were only a few bases of HYDRA that still remained operational. Bucky had asked Howard to create a suit that was more fitting for battle and Steve had chosen a round, vibranium shield for the Captain to use. They had gone to apprehend the small scientist that Bucky had seen when he'd saved Steve and the blond man seemed excited as he had been asked to go dancing by Agent Carter. Bucky was happy for him and told him to have fun, while Steve had joked that he had never seen Bucky so disinterested in dancing before.

They used a zip line to land onto the moving train and quickly disposed of most of the HYDRA agents inside. Steve stayed close to Bucky's side, until they were separated by the closing of doors. Bucky panicked as he saw that Steve had used up all of his ammunition and he used the shield to break down the door, throwing a gun to Steve to use. The blond man shot his attacker and got up. "I had him on the ropes."

"I know you did." Bucky said, but saw another agent rushing towards them. "Get behind me!" He used his shield to protect himself and Steve, but the blast from the agent's weapon caused him to be thrown aside and it tore a hole into the side of the train. Steve picked up the shield and fired at the man, but the agent fired again and Steve fell through the hole. Bucky threw his shield at the agent and rushed towards the hole, where Steve clung onto a piece of metal.

"Steve, hang on!" Bucky moved towards his friend, trying his best not to stare down at the vast ravine below. He was getting closer to his friend, when he heard the sound of the metal snapping. "Come on, Steve! Grab my hand!"

Steve reached for his hand, but was unable to grab it and the metal snapped fully. Bucky stared in horror as his friend plummetted into the ravine, screaming. "Steve, no!" The soldier breathed heavily as the train stopped. He did not speak to anyone as they returned to the base.

Agent Carter was the one that found him in the burnt out bar, trying to drown his sorrow with alcohol. "I'm sorry, Carter. It was all my fault..." He whispered, his eyes red. It looked as if he had been crying non-stop for hours.

"You did all that you could for Steve. It wasn't your fault, James." She replied, even though they both knew that her heart was aching.

"That's a lie. If I had been faster, if I hadn't taken so long to get to him, he wouldn't have..." Bucky bit down on his lip as he felt a fresh set of tears stinging at the corners of his eyes.

"He chose to die for you, James. Allow Steve the dignity of his choice. He truly thought you were worth it." She said, giving him one last glance before she left. Bucky threw the bottle against a dilapidated wall, angrily, and glared at it. He would hunt each and every one of them down. He would make them pay for Steve's death.

Infiltrating HYDRA's final base had been easier than expected and the Red Skull's lust for power had been the cause for his own demise. None of that mattered to the Captain, however, as he tried to figure out a way to land the plane filled with bombs meant to eradicate the population of various cities. There was no time to think of a plan and he decided his only option was to land it in the water.

Agent Carter tried to convince him not to do it, but he refused to listen. "Carter, there is no other way. This is my choice."

"I understand." She replied, sadly.

Bucky frowned. "Carter... I'm sorry. I'm sorry I couldn't save him." She did not have a chance to reply, but that did not matter. The force of the water caused him to lose consciousness, which was a blessing as he did not feel the burning sensation of water filling his lungs. He thought of all his friends, especially Steve, as he clung to his shield. He hoped he would see them soon.

Years later...

He did not know how he survived, but he silently wished he hadn't. He had thrown himself back into serving the world, but things had changed and it was no longer clear to him what was good and what was bad. He met many interesting, gifted individuals along the way. It was one of the few things he appreciated. The son of Howard, a genius like his father but with a larger ego, did not like him in the beginning and the feeling was mutual but they had put aside their differences. A beautiful female spy and her mysterious yet kind nature reminded him much of Carter. A scientist, cursed with a stronger yet unstable side to his personality, caused his heart to ache silently with empathy as he explained how much he had hated living. The god of thunder lived up to the legends about him and the man with the arrows fascinated him with his amazingly good eyesight. He was happy to call them his friends.

It had been SHIELD that had revived him, so he felt obligated to work for them. They helped him to survive in the modern world, with all the advances in technology and society, so it had not been a bad decision. However, at times, he felt unsure if he was really doing the right thing and yet again he felt lost. At least Carter was still alive, although it shocked the Captain to see a frail old woman instead of the scary young woman who had been his best friend's true love.

"It's good to see you again, James." She smiled, but her expression changed when she saw the emotion clouding his eyes. "What's wrong?"

"I suppose that I'm having trouble adjusting to this world. Things are not as simple as they were. All I ever wanted to do was the right thing, to protect others but now... I am unsure if I can. There are so many grey areas, so many secrets and agendas... I don't know what to do anymore." He replied, sighing.

Carter merely smiled at the soldier. "Nobody holds all the answers, James. The world today is rather complicated. The only thing you can do is be yourself and trust what you believe in."

"It's times like these that I wish Steve were here." He frowned. "I'm sorry for bringing him up, it's just...he always knew what to do..."

"What do you think he would do, then?" Carter stared at him as he got up.

Bucky smiled at her. "He'd take your advice."

Things became even more complicated for the soldier when Nick Fury was shot in the Captain's apartment. Bucky chased the assailant and threw his shield at the man, who caught it with ease with his metal arm and looked at him before throwing it back. Natasha seemed to know more about the attacker than anyone else – she called him the Winter Soldier- and although he did not trust her completely, he had little choice but to ask for her help as Nick had told him to trust no one. And he did not know why but he absolutely did not trust Alexander Pierce, even though the latter claimed to be Fury's friend.

It was not long after that, that he was considered a fugitive. Fury had given him intel before he had died and it had revealed that HYDRA had been secretly growing inside of SHIELD, which angered Bucky. He had died for nothing. They were attacked and there was only one person who they could ask to help them as the Avengers had gone their seperate ways. Sam was not hesitant to help them, although he told the Captain that he would call upon a favor sooner or later to which the soldier agreed. After finding out Pierce's plans from a frightened subordinate, they were attacked by none other than the Winter Soldier.

Bucky regarded him, briefly, as the assassin attacked him. The man wore all black, had spiky dirty blond hair and fiercely cold blue eyes He wore a mask that only covered the lower half of his face and his metal arm was his most distinguishing feature and on it was a red star. They fought, the assassin's strength surprising the Captain but it did not frighten him. He tossed the man over his shoulder by grabbing him by his jaw, causing his mask to fall off. The man turned to face Bucky and the soldier gasped loudly as he saw the face of his best friend.

"Steve?" He asked, his heart pounding loudly in fear and shock.

The blond man looked at him, confused. "Who the hell is Steve?"

Natasha, who had been injured by the assassin, fired at him and the Winter Soldier gave Bucky one last look before he vanished. They were captured soon after that, but Bucky barely resisted. All he could think of was Steve, who barely recognized him and how he had survived. It was HYDRA that was controlling his friend, Steve would never hurt anyone, and he felt awful because he knew that whatever they had done to his friend had been his fault. He had not been able to save Steve and now, the man was a mere tool for the very evil they'd fought against together.

He was furious to find out that Nick had lied to him, but he let it go because he knew they had larger problems to deal with. Sam warned him that he would have to fight and possibly kill Steve.

"He's not the man you once knew. He will try to kill you." Sam said.

"I know, but he won't kill me and I won't kill him. He's still my friend." Bucky clenched his hand into a fist.

"He may not give you a choice, James. He doesn't know you." Sam frowned, noting the torment behind those light blue eyes.

"He will." Bucky replied and ran off to retrieve his old suit from the museum.

Steve was there, as expected. They were on the third helicarrier and Bucky tried to convince his friend to let him through so he could prevent the weapons from killing so many people. The assassin did not flinch. Bucky grit his teeth and ran towards his friend, hoping to knock him aside easily but it did not happen. Steve withdrew a combat knife and attacked Bucky, violently, causing the Captain to fall to the lower level of the glass chamber of the helicarrier. As they fought, Steve got a hold of the targeting blade that Bucky had been carrying and Bucky tried to get it back.

Steve stabbed him in the shoulder and Bucky let out a scream before tackling the assassin to the ground, grabbing the blond man's normal arm. "Drop it!" Bucky yelled, but the man would not yield. "Drop it now!" The assassin ignored him and tried to get free, leaving Bucky with no choice. He cringed inwardly as he broke the man's arm, earning a scream from him. He proceeded to choke Steve until the blond lost consciousness and released the blade. Bucky grabbed it, as well as his shield, and ran towards the computer. However, he was interrupted as a hot pain radiated through his leg and he fell down to see that he had been shot by Steve. He ignored the pain and kept running, but he was shot again in the arm. When he finally reached the terminal, he was about to place the targeting blade in the correct place when he heard a loud bang and fell to his knees.

Steve had shot him through the stomach and he was bleeding profusely. Bucky used the remainder of his strength to place the blade in the terminal and ordered Hill to fire the helicarriers. As the glass chamber shattered and began falling apart around them, Bucky saw that Steve was trapped underneath some metallic debris. He limped over and helped the assassin to remove the debris, freeing him.

"You know me." Bucky said, weakly.

"No, I don't!" Steve yelled and punched the soldier in the face, causing him to stumble.

Bucky removed his helmet. "Steve, you know me your whole life."

Steve screamed in anger and punched the Captain again, but this did not cause the dark haired man's resolve to weaken.

"Your name is Steven Rogers..." Another punch impacted upon Bucky's face and he breathed heavily. "I'm not going to fight you." He let go of his shield, causing it to fall to the ground far below them. "You're my friend."

Steve shouted as he tackled the Captain and glared at him. "You're my mission." He glared at the injured man and began punching him repeatedly. "You're my mission!" The punches stopped and he merely stared down at the man, who had not fought back, as he breathed heavily.

"Then finish it." Bucky said and stared into those dark blue eyes. "Cos I'm with you til the end of the line..."

Steve stared, horrified, at the man who then fell as the last of the glass chamber gave away. Bucky didn't care anymore. HYDRA had fallen, along with SHIELD, and he was happy that Steve was alive. Perhaps now, Steve could give Carter that dance he had promised. His injuries had forced him to fade into unconciousness, but he was able to see the metal arm reach for him before his vision completely faded.

Steve did not know who he was, but he knew that the man he was dragging from the river was somehow important to him. He tossed him on the shore and was slightly relieved to see that the dark haired man was breathing. He looked down at him one last time before he turned and left. He needed to disappear. He needed to find out who and what he was.

Fury had disappeared to hunt down what was left of HYDRA and Natasha had disappeared after giving Bucky a folder filled with information about Steve. She warned him, just before she left, to be careful as it was not a pleasant story. Bucky nodded and opened the folder. There was a picture of Steve, frozen in ice and below it was a picture of him in the army.

"You're going after him, aren't you?" Sam said, suddenly.

"You don't have to come with, you know." Bucky replied.

"I know." Sam said. "When do we start?"

Meanwhile..

He had managed to sneak into the museum, undetected, and his eyebrows furrowed together as he glanced at the various pictures that were part of the Captain America exhibition. One part of the exhibition caught his eye. It appeared to a glass memorial. His blue eyes widened as he saw the face of a young man on the glass staring back at him. It was his face. His eyes traveled to the name beside the man's face and he clenched his teeth together in anger as he whispered it. "Steven...Rogers."

The dark haired man had been right. He did know him. According to the exhibition, they had been best friends since childhood. He knew that he was going to be hunted and he needed to go into hiding, but first he wanted answers. And there was only one person who would be willing to listen to his questions.

A/N: I think this is my longest fanfic. Should there be a sequel, maybe where Steve goes to meet Bucky? Please review!