A/N- Warnings: the end of this chapter gets violent, other than that nothing.

Steve was sitting at a small desk in his apartment flipping through the dossier Natasha had given him.

James Buchanan Barnes

The Winter Soldier Project

Department X

He skimmed most of it, because the details were just too painful. However he stopped on a page that read FAILURE in big red letters on the top. The page described a mission to kill Professor Zhang Chin, the Winter Soldier was about to complete the mission when he was thwarted by The Man with No Face. Steve smiled a bit, it made Bucky seem a little more human. The last thing in the folder was a crudely taken photo of about ten people standing around a tube. Which looked, to Steve, a lot like the one they put him in. The face inside the tube was blurry, but he had no doubt it was Bucky, or the Winter Soldier.

"Hey." Steve looked up to see Sam poke his head around the door. "You've been staring at that thing for like three hours, I'm hungry, want to grab some dinner? You're just beating yourself up reading that again and again."

Steve sighed but closed the folder and got up. Before walking out into the mid-September air, he grabbed his coat. As he walked alongside Sam, he shoved his hands in his jean pockets, only half listening to whatever Sam was going on about. He thought it sounded like football or something along those lines. He couldn't stop thinking about Bucky, and he couldn't hide the fact that he was really worried. He had this unshakeable feeling that Bucky was going to do something incredibly bad or stupid.

"I'm in the mood for Chinese." Sam said. "What about you?" But Steve didn't answer, still lost in thought. "Hello? Anyone home? Earth to Steve." He waved his arms in front of Steve's face.

"Oh, sorry, yeah that's fine." Steve mumbled. "I guess I'm just a little distracted."

"Look man," Sam started. "I'm worried too, but Rome wasn't built in a day. We'll find him."

"I know but he's my best friend."

"Don't worry buddy we'll find him, just as soon as we have dinner."

"What if I told you I think I know what he's going to do?" Steve asked as they rounded the corner to the restaurant. It was a small place, with red overhangings, slightly blue tinted glass, and little lanterns hanging on the inside. It was a family run place that had been in the D.C. area since about the 1920's. Sam had first brought Steve a couple months ago and Steve had fallen in love with it. He loved getting to know the family and the small town close knit feel. "What if I told you I don't think it's going to be a good thing either."

"Then I'd tell you to tell me," said Sam, his eyes showing the growing worry that his body refused to convey. Steve opened the door and a little bell jangled, hitting the metal door frame.

"Let's order first," Steve said. "Even super soldiers have to eat."

A man walked in, not looking at Sam and Steve. "Hello and welcome to Yùnqì, would," it was then in his regular speech that he looked up. "Ah Steve, Sam my two favourite customers, your usual table I presume."

"Thanks Hui Sòng, you're the best!" said Sam giving the man a huge smile. Both Steve and Sam sat down while the man took their order. Steve wasn't really sure what he ordered but he had no doubt it was good.

"So, you gonna leave me hanging?" Sam said when Hui had walked away. "What do you think the Winter Soldier is gonna do."

"I don't think he is completely Winter Soldier anymore. He saved me. Sam, he remembered me, even if it was only for a second. I have to help him. It's what he'd do for me." Steve said fiddling with his fork. "I think, that there still is a small part of him that is the Winter Soldier and that's what worries me."

"And..." Sam said leaning towards Steve.

"This." Steve said pushing the old photo across the table. Sam picked it up, looking at it his mouth formed a silent 'oh' in understanding.

"So, you think he's gonna try to find these people and kill them?"

"That's all I got," Steve said leaning back in his chair, smiling at Hui as he set the food on the table.

"What's this?" said Hui looking at the photograph. Hui had been really helpful in keeping Sam and Steve off the radar for most of the summer, so he had a bit of an idea of what was happening in their lives. "Is that..? Oh, Steve I'm sorry."

"It's fine. I think we've finally found him."

"Oh that's wonderful" Hui said. "I assume that means you'll be leaving the D.C. area. Remember, if you ever need help or a familiar face, just let me know." He smiled then tapped on the table. "Dinners on me, you may not get the same great hospitality for a whole if you're chasing him."

"Thanks Hui, it means a lot." Sam said.

"No problem." Hui said as he walked away.

Sam and Steve walked out of Yùnqì quite full and fully determined. The sun was on the horizon and falling fast. So they walked quickly to get home before dark. Sam's apartment was small and nestled in the back corner of a bunch of back streets. Steve flicked on the lights when they walked in.

"I really ought to clean this place up," Sam said.

"I don't think we're gonna be back here for a while," said Steve glancing around at the messy apartment. He pulled the photo out of his pocket and sighed. "Except how do we know who Bucky'll go after first?"

"What's the date on that photo?" Sam asked.

"1986"

"Well are any of those people dead?"

"That sounds like a good place to start."

Sam took the photo out of Steve's hands. "I'll take the first half of the names, you take the second."

"As good a way to start as any." Steve nodded. Sam jotted down the first five names and then put the photo back in Steve's hands.

"Well I'll get on these." he said "See you in the morning." He waved his hand in Steve's direction and disappeared into his bedroom. Steve collapsed on the couch rubbing his hands on his temples. He rolled his head to the side and glanced down at the photo in his right hand. 'What am I doing' he thought as he grabbed his laptop and pressed the power button. He looked at the names on the list: three men and two women. He wasn't too familiar with Russian but knew that much. He wasn't really that savvy with computers yet, but with the help of google, and a few probably illegal tips from Natasha, he found everyone on the list.

Vera Evanoff: deceased 1992, a car 'accident'.

Nikolay Laskin: 45 residing in Cairo, Egypt .

Ivan Wolsky: 65 still in Russia, actual location unknown.

Svetlana Orloff: deceased 1987, apparently assassinated by an unknown person, who Steve assumed was the Winter Soldier because it sounded like all the others he was credited with.

Alexei Chaplinski: 48 presently living in Yellowknife, Canada.

Steve glanced at the clock. The bright red numbers reading 1:00 a.m. He shut the laptop and set in on the table. Rolling back he stared at the ceiling and closed his eyes in a desperate attempt to forget about all this just for the night.

"Hey Steve, catch." Reflexively Steve looked up and caught the baseball. He, the post-serum version of him, was standing in an old rundown alley, with dust swirls moving every time the wind blew. He looked in the direction the ball had come from and saw a sixteen year old Bucky smiling back at him, baseball mitt protectively in front of his chest. "You can do it, just try to aim a little more this time." Bucky waited patiently for Steve to throw the ball back. Steve knew Bucky would catch it, because this was the first time he had ever thrown a baseball straight. He threw the ball in Bucky's direction and shielded his eyes from a beam of sunlight that was reflecting off something metallic. He removed his hand when he heard Bucky shout. There was a gun pointed at Bucky's head and a hand wrapped around his throat. Suddenly Steve knew where the glare had been coming from. A metal arm held the gun to Bucky's head and the Winter Soldier stood behind him smirking.

"You can't save him, Steve." The Winter Soldier called from where he stood about twenty feet away. "You failed. After everything he did for you, you couldn't save him."

Suddenly sixteen year old Bucky faded and Steve stood alone in the alley facing the Winter Soldier who had halved the distance. The gun now pointed at Steve.

"Bucky, please, I'm coming to help you. I'm going to save you."

"No!" The Winter Soldier shouted "I was supposed to kill you! You're not supposed to help me! I don't know you! I hate you!" He fired the shot and it landed in Steve's stomach just as it had on the Insight Helicarrier. Steve's legs gave way and he landed on his back, dust swirling around him as he impacted the ground. The Winter Soldier drove his foot into Steve's stomach pushing the bullet in further and causing more blood to ooze out of the wound. Steve immediately cried out in pain. The Winter Soldier then unloaded another bullet, this time, into Steve's right arm. "Shut up" he growled, his long hair falling in his face as he leaned further over. His metal arm clutched Steve's neck hauling him up from the ground, slamming him into the nearest wall. Steve let out a quick gasp and his legs struggled, trying to reach something solid.

"You were made to save people Steve. You were supposed to be the hero." He was inches from Steve's face and now Steve could plainly see tears streaming down the Winter Soldier's face. "You were supposed to be there for me, like I was for you." Another bullet in Steve's left foot. "Stop struggling." He growled, his emotionless mask re-appearing for a moment. Steve fell limp as he was lowered enough so his feet would touch ground. His breaths were coming in short gasps now as he struggled with the lose of blood and lack of oxygen caused by the metal hand around his throat. "I can't believe I once trusted you. You're a miserable excuse for a friend. I don't want you to save me. You lost that privilege years ago." He threw Steve on the ground again and walked back towards the street. "You failed, Steve." The Winter Soldier said as he turned around one last time and shot Steve in the middle of the chest. He threw the gun on the ground and shoved his hands in pockets Steve didn't know he had in that uniform. As Steve gasped through painful breaths he heard the wind carry the whisper "You failed."

"No, Bucky, please." He gasped out as his view faded to nothingness.

"NO, BUCKY!" Steve awoke with a start and realized his throat hurt. Apparently that was his voice just then. He reached his hand up to rub his eyes and he felt his face was raw and wet; he had been crying too. He looked over and saw the clock read 8:45 a.m. He had slept over seven hours, not like he felt rested. He glanced up and saw Sam resting his head on the door frame with his arms crossed, an understanding look on his face.

"Rough night?"

A/N

Hey guys. I hope you enjoyed this I stared at it for twenty minutes before finally getting the courage to publish. Comments/constructive criticism always welcome. I'll try to update soon but I proofread a lot, so all bets are off. Go check out Cat's story on our profile.

Until next time,

Stephanie