Hey guys and gals. Here's another chapter, which also happens to be the longest. The word count on my doc says it's 9,130 words, but when I copied it to here, it told me it was 9,418 words, so it's rather confusing, but oh well. It's a long chapter whatever the word count.

Anyway, I decided that I'd do the remaining chapters this week so it can be finished in September, and then I don't have to worry about it not being finished. Knowing me, I'd forget.

So, on with the chapter. Thanks to all of you who have commented, reviewed, favourited, followed and all that jazz.

Please R&R/comment if you want.

T.C

~oOo~

Chapter 9

Shadow of my Doubt

The Winter Phantom stood in front of the World Security Council and Alexander Pierce, and she was unmasked in public for only the second time in the seventy years that she had been held captive for – the first time begin the assassination of Howard and Maria Stark on December sixteenth nineteen ninety-one. But without the mask, she looked just as menacing as she did with it, with the dark hair, the cold, emotionless pale green eyes, the black Kevlar, and all the weapons that were hidden on her person.

There were gasps of surprise from the Council, while Pierce just smirked at them. "Diana has been feeding me information for months. She gained all your trust, and you gave her what I needed. All these meetings we had, and she was hacking your secure servers." Pierce hung the Phantoms mask from her belt, "And the best part of all this, was that she had no idea she was even doing it." His smile seemed to grow even bigger, "She's what you'd call a 'Sleeper Agent,' but unlike many of the other people in this building, she's never had a choice in the matter… In fact, she hasn't been given a choice in a very long time. Almost seventy years now." Pierce turned to the Phantom, "You can go join your Soldier." And she left, walking past the other agents that were coming to Pierce's aid, before he faced the Council again, "There's very little of Lieutenant Regina Larson left."

Councilman Nagendra Singh was the first to break through his shock of being told a War Hero had been turned into a criminal, an assassin who had no idea who she really was, and was working for the people she had 'died' for to protect the rest of the world. He turned to the agents who the Phantom had passed on the way out, not realizing who they really were. "Arrest him."

But all the front man of the three agents did, was pull out his gun, and aim it at the Councilman. The other Council members looked shocked and confused, but Pierce remained completely calm. He knew that the agents in the room were part of the STRIKE team, and they were there to protect him with the absence of the Soldier and Phantom. "I guess I've got the floor."

~oOo~

In the Control Room of the Triskelion, agents were looking around at the other people in the room, wondering if any of them were secretly working for HYDRA. They all knew Brock Rumlow was one of their enemies when he walked in with some of his STRIKE team, but nobody did anything when he walked past them, because they were afraid of what might happen if they tried to do anything.

"Preempt the launch sequence. Send those ships up now." Rumlow told the technician, Cameron Klein, but he didn't do anything. He was looking round the room at the other people around him, while Rumlow continued to stare at him, and wondering why his demand hadn't been done yet, "If there a problem?"

Cameron just shook his head, everybody in the room staring at him, and wanting to know what his next move was going to be. He was already frightened by what was going on, with a known HYDRA agent looming over his shoulder and his colleagues all turned to face him. It would have been quite easy to give in to the demand and he would be done with it, but then he himself would become the enemy.

"Is there a problem?" Rumlow repeated, even louder and more forceful then the first time he said it.

"I'm sorry, sir." Cameron answered quickly, his breathing picking up as he is heart continued to beat faster and faster; all eyes fixed on him as they waited with baited breath to see what his next move would be, "I'm not gonna launch those ships… Captain's orders."

Rumlow pulled out a gun from the holster on his thigh and raised it to Cameron's head; moving slightly from the technicians side to the back, an execution style kill if he were to fire at that moment. "Move away from your station."

Agent Thirteen had other ideas though. She marched forward, and pointed her gun at Rumlow; ignoring all the STRIKE team that had their own weapons trained on her, and everybody else in the room. "Like he said…" More guns from the agents around them were pulled out and raised towards the enemy, with orders being shouted, "Captain's orders."

"You picked the wrong side, Agent." Rumlow pressed his gun into the back of Cameron's head, but Agent Thirteen just pressed her own gun into his temple.

"Depends on where you're standing."

Around the room, the two sides still had their guns trained on each other, but a lot of the other technicians were still sitting at their desks, not really knowing what to do. They worked with computers and analysis, and didn't need to use guns, so they didn't carry them like other agents, or even have a license to use one. There was very little point in them having one either, because they were normally safe in the Control Room.

And then, after a few tense seconds, Rumlow lowered his weapon and dropped it on the floor. It didn't stop everyone else from keeping their guns raised, or Cameron from being terrified that his life was about to end, but it did bring a false sense of security. Only seconds after dropping his weapon, Rumlow pulled out a knife from his holster and slashed Agent Thirteen's arm, causing her to drop her own gun in shock and pain. It didn't stop him from grabbing the falling weapon and shooting the faithful S.H.I.E.L.D. agents.

Just as he was about to shoot Cameron though, Agent Thirteen kicked his chair out of the way, and he fell to the floor; taking cover under the desk as bullets continued to fly around the room. This didn't stop Rumlow from launching the Helicarriers himself, as he used Cameron's computer to quickly type in the commands, before shooting a the blond agent – who'd just rolled under one of the desks – and making a hasty retreat; bullets following him as he went.

Only after he was gone, did a box pop up on the big screen at the front of the room. In big, orange letters, was the flashing word – OVERRIDE.

~oOo~

Outside, alarms were blaring and the bay doors in the Potomac started to open. Water dripped down into the hanger onto the Helicarriers, and a worker was running towards the workers in their office. He was yelling at them to 'close the bay doors,' but HYDRA got to them before they could do anything.

Bullets hit the yelling man, and more pierced the glass and hit the two workers inside the office, all of them falling dead to the ground. More agents appeared, and it became another firefight between the two sides – S.H.I.E.L.D. against HYDRA. One side reacting to the assault that the other side had been planning for many years, just waiting for the right moment to strike.

The engines of the Helicarriers started powering up when all three of the bay doors had fully opened, waiting until there was enough power to get them up into the air. Maria Hill watched all of this happen from her place in the security hub, where she was being the eyes and ears for the entire team.

"They're initiating launch." She told them, just before the three Helicarriers started to slowly lift off out of the hangers from where they had been parked, and every person onboard those Helicarriers couldn't be trusted. Every single one of them was HYDRA. It was a race against time now.

~oOo~

Captain America and Sam Wilson – now back in his Falcon suit – were running past Quinjets and boxes of weapons and supplies. They were trying to reach the opening of the bay doors before any of the Helicarriers raised high enough for them to not be able to make a surprise attack. At the moment, they had the element of surprise, but that could change at any moment.

"Hey, Cap, how do we know the good guys from the bad guys?" Sam asked, just about keeping up with the Super Soldier the further they got away from the Triskelion building.

"If they're shooting at you, they're bad." Was all the Captain said, but that was enough for Sam. The engines of his suit started powering up, and the metal wings spread out, before he took flight; flying off to the left, while Steve dropped down onto the deck of the slowly rising Helicarrier.

It took a few seconds for the HYDRA agents to jump into action, which gave Steve enough time to get ready for their assault. He was able to avoid all the bullets that they fired at him, and was able to take out one of the agents in just a few seconds; taking one of the grenades from the agent he'd just knocked out, and pulled out the pin. He waited a couple of seconds before he rolled it towards the three agents making their way to where he was currently taking cover, and taking them out.

Sam, on the other hand, did not have it as easy as the Captain. He was flying towards one of the Helicarriers, only to have multiple shots fired at him by the heavy cannons - which were the primary weapons for the ships, and could probably leave no trace of you if one were to hit a person. He was still able to joke about it though, as he avoided each and every shot.

"Hey, Cap, I found those bad guys you were talking about."

"You okay?"

Falcon, as Sam wanted to be called, continued to avoid the heavy artillery fire that was being aimed his way, and being smaller, quicker and more agile than the cannons, made it easier for him to evade the explosions going off around him. "I'm not dead yet."

And Pierce just watched all of this happen from his office on one of the top floors in the Triskelion. He looked concerned at all the heavy fire going on, and knew it was going to cause a lot of attention, but he didn't look resigned tot he fact that the plan might not work. He still held his phone in his hand as he turned round to face the members of the Council; they all had different emotions on their faces, ranging from confusion to defiance.

"Let me ask you a question." He put his phone down on the table, and picked up one of the glasses of champagne, "What if Pakistan marched into Mumbai tomorrow, and you knew that they were going to drag your daughters into a soccer stadium for execution." Pierce handed the glass to Councilman Singh, "And you could just stop it, with a flick of a switch. Wouldn't you? Wouldn't al of you?" Pierce looked round at all of the Council members, waiting for them to say or do something.

In the end, it was Councilman Singh that answered him. "Not if it was your switch." And he threw the champagne glass to the side, where it smashed against the wall, without ever taking his eyes off of the head of HYDRA.

Pierce just gave a small smile as one of the STRIKE members in the room pulled a gun from his holster and handed it to him, where he then proceeded to point the gun at the Councilman. But before he could do anything, Councilwoman Hawley kicked Singh out of the way, punched Pierce in the face, threw one of the Widow Bites at the STRIKE team member who was coming towards her, hit another member in the face with the gun she'd taken off of Pierce, and beat a third one to the ground. She then knocked the one she'd tasered out by bashing his head against a table when he tried to get up, and then left the final one unconscious on the floor, before picking up one of the guns on the floor, and trained it on Pierce.

Councilwoman Hawley then pressed a spot on her temple, and her face started to pixilate, and her voice distorted as she continued to stare at the shocked Pierce. "I'm sorry." She then took off the mask on her face, and pulled off the wig to reveal Natasha Romanoff, "Did I step on your moment?"

~oOo~

Inside one of the Helicarriers, two HYDRA agents were talking about how the satellites would be in range at three thousand feet, but back in the security hub, or the Command Centre as it was being used as, Maria Hill was still keeping an eye on everyone and everything.

"Falcon, status?" She asked, turning away from the window which was giving her a clear view of what was going on outside.

"Engaging." Sam told her, still avoiding all the fire that was being thrown at him. He dived at one of the Helicarriers, spinning out of the way of explosions as he got closer to his target, before veering off to the side and coming back around; hitting a button on his thigh, and two guns assembled themselves within seconds. Then he dropped down onto the deck, out of the way of the heavy cannons, and took out two HYDRA agents. "All right, Cap. I'm in." He said, hovering in the air, just before a Quinjet came into view, "Shit."

Sam took off as fast as he could, keeping low and staying under the wings of the jets on the deck of the Helicarrier; bullets following him, until one got lucky. He'd just passed the last jet, when a bullet hit it, and it exploded; sending Sam tumbling to the ground, but he got up quickly. He fired his own guns at the Quinjet – hitting the window shield, and leaving bullet holes in it – before he calmly fell backwards off of the Helicarrier; his wings extending only seconds later to help with his escape. None of this stopped the Quinjet from following Sam, but it did slow it down a bit. It still continued to follow him though, and kept shooting at him.

Back with Captain America, smoke was now clouding the vision of everyone not in the general vicinity, but Steve was still able to hit and knock out many of the HYDRA agents with ease. He used his shield to his advantage, and it didn't seem as though the smoke was slowing him down at all. He easily took out nine agents in quick succession, just before Agent Hill told him he only had eight minutes left.

"Working on it." He replied, catching his shield as it returned to him, and put it on his arm; opening up the door that would lead him where he needed to go.

~oOo~

Pierce's phone was still on the table, and he looked at the upturned, lit screen, but knew that he could do nothing with Councilman Yen pointing a gun at him and the Black Widow, Natasha Romanoff, standing just across the room on one of the computers. She was typing commands into it, and not really minding anyone in the room, but still paying enough attention to be able to do something if she had to.

"What are you doing?" Rockwell asked her, looking at the information on the screen.

"She's disabling security protocols and dumping all the secrets on the internet." Pierce told them, moving closer to the centre of the room, and Yen followed him very carefully.

"Including HYDRA's"

"And S.H.I.E.L.D.'s." Natasha just kept on typing though, trying not to pay any attention to what he was saying, "If you do this, none of your past will remain hidden. Not Budapest. Not Osaka… Not the children's ward." Her fingers stopped for a couple of seconds, but them she went straight back to what she was doing as Pierce got closer, "Are you sure you're ready for the world to see you as you really are?"

Natasha didn't waste a second as she looked him directly in the eyes and asked, "Are you?"

"Look out the window." He turned to face the wall of windows, which was giving a clear picture of the destruction going on outside, "It doesn't matter what our enemies think about us anymore."

"That's why they're going down."

"A pretty high opinion of Rogers chances."

"Clearly you haven't been paying attention" Natasha smirked at him, barely looking up from the screen to stare him in the face.

~oOo~

Steve ran along the walkway of the Helicarrier and made it to the control panel; typing in a sequence of numbers on the keypad, and waited for the line of computer chips to stop where he needed it to. He quickly took out the one that he needed, and replace it with the one that he'd been given by Fury and Hill. Once that was done, he pressed another button on the keypad, and let the chips go back to where they had originally been, before he started running back up the walkway.

"Alpha lock." He told Maria, whose laptop had just popped up with the information about one Helicarrier being linked into their system.

"Falcon, where are you now?"

"I had to take a detour." He shouted over the roar of the Helicarrier, Quinjet, and his own engines, as well as the artillery fire that was still being thrown his way. He avoided every single one of them, but it wasn't long before the pilot of the Quinjet had Sam locked in his sights, and missiles were fired at him.

At first, Sam thought that he might have been lucky when he veered off to the side and the missiles went past him… But they just locked onto him again, and they went right back to following him again. Sam used the Insight Helicarrier to his advantage though, taking tight corners and flying as close as possible to the outside of the ship, which caused a lot of the missiles to explode when they made contact with the metal.

When only a couple of the missiles remained, Sam flew straight at the glass dome bottom of the Helicarrier; waiting until the last minute to retract his wings, and curl up into a tight ball as he fell way and waited for the last explosion to happen. As soon as that happened, and he'd fallen far enough away to avoid the debris falling from the ship, he extended his wings again, and made his way into the Helicarrier by the hole he'd just created. He made quick work of changing the computer chip before making his way out.

"Bravo lock." He announced, only seconds before it appeared on the laptop screen Maria was looking at.

"Two down, one to go." She told them.

~oOo~

On the ground, faithful S.H.I.E.L.D. agents were gearing up to go to the jets, and flight crews were getting the jets ready for flight as quickly as possible, as well as making sure that everything was okay for a safe flight. They couldn't be too careful when they knew HYDRA had been involved.

"All S.H.I.E.L.D. pilots, scramble." The leader of the pilots was telling everyone through his radio, "We're the only air support Captain Rogers has got." He was about to say something else when one of the jets next to his group exploded, and maven across the runway to create an even bigger explosion.

The Soldier and the Phantom could be seen through the dark smoke and fire; each holding a grenade launcher, and firing at the jets around them. S.H.I.E.L.D. agents were either blasted back or collapsed where they had been standing. Whether they were dead or just unconscious was a mystery, but nobody there was going to check at this moment in time.

One brave agent pulled the pin out of one of their grenades, but the Soldier shot him before he could throw it at them, while the Phantom picked up the live grenade, and chucked it into one of the closing jet doors as she ran past. The people inside didn't stand a chance, as the jet erupted into a ball of flames only seconds later.

Another agent tried to shoot them, but the Soldier was easily able to block the bullets with his metal arm before punching him in the face, and kicking the other in the chest; sending him flying back into the engine of a jet that was just about to take off; killing him instantly.

In one of the last remaining jets, the pilot heard something hit the outside, and a shadow passed over him. He looked up to see the Phantom staring down at him with a gun pointed at his head. It didn't take her long to fire two shots through the glass and kill him, before throwing the gun away. She pulled his body out of the side window, and made herself comfy in one of the pilot seats; waiting for her Soldier to take the other seat before they made their way up to the last remaining Helicarrier.

~oOo~

Natasha was still working on the encryption for the dump of all the dirty secrets S.H.I.E.L.D. and HYDRA, while Councilman Yen still had his gun trained on Pierce's back, but the head of HYDRA still didn't look all that worried about what she was doing.

"Disabling the encryption is an executive order." Pierce told the Black Widow, "It takes two Alpha Level members."

"Don't worry. Company's coming."

Then, all of a sudden, everybody in the room heard the blades of a helicopter cutting through the air as it got closer to the pad outside. They all turned to look out of the window to see the black helicopter landing – Pierce walking closer then anybody else – and saw somebody get out before they made their way towards the doors… And in walked Nick Fury.

Pierce gave a small nod as everything started to fall into place, but Fury just walked the edge of the room as the helicopter blades outside started to slow down. The Council members looked a little shocked to see the former Director of S.H.I.E.L.D. alive and well, but it hadn't been the biggest curveball of the day, what with HYDRA coming back into the open and two dead War Heroes having been turned into assassins.

"Did you get my flowers?" Pierce asked, but he didn't receive an answer from Fury, and Natasha just got ready at the keyboard of her computer, "I'm glad you're here, Nick."

"Really?" He wasn't missing a beat as he walked closer to his former friend, "Because I thought you had me killed."

"You know how the game works."

"So why make me head of S.H.I.E.L.D.?"

"I did what I did to protect people."

The computer screen to the side of them said 'RESTRICTED ACCESS' as they continued their tennis match conversation. "Our enemies are your enemies, Nick. Disorder. War. It's just a matter of time before a dirty bomb goes off in Moscow, or an EMP fries Chicago." Pierce stopped talking for a few seconds, "Diplomacy? A holding action, Nick. And you know where I learned that; Bogota." Fury stood a little taller at that; his interest peaking, "You didn't ask. You just did what had to be done. I can bring order to the lives of seven billion people by sacrificing twenty million. It's the next step, Nick. If you have the courage to take it."

Fury stepped even closer to Pierce. "No. I have the courage not to." He grabbed his arm, and pulled him towards the computer screen; the gun Councilman Yen was pointing at Pierce following them. Natasha just looked at Fury, who gave a small, almost imperceptible nod, and she typed in one more thing.

"Retinal scanner active." The computerized voice said.

Natasha came out from behind the computer she'd been working on, and pointed another gun at Pierce's head, while Fury turned the head of HYDRA towards the scanner, but he turned back. Pierce didn't mind Natasha, and turned to face the former Director of S.H.I.E.L.D..

"You don't thing we've wiped your clearance from the system?" Pierce looked a little smug as he informed Fury of this. He was thinking that he was actually going to get away with everything that he had been working towards. But the smirk was soon wiped off of his face.

"I know you erased my password. Probably deleted my retinal scan. But if you want to stay ahead of me, Mr. Secretary –" Fury pulled up his eye patch to reveal his scarred, mangled eye, "– you need to keep both eyes open." And he nodded his head towards the scanner.

"Alpha level confirmed." Came the computerized voice when both Pierce and Fury's retinal scans were accepted, and the 'RESTRICTED ACCESS' that had been on the screen vanished; being replaced with all the information that they needed, "Encryption code accepted. Safeguards removed."

~oOo~

"Charlie carrier is forty five degrees off the Port bow." Maria told Steve and Sam, before she looked up at one of the screens in front of her. It had 'INCOMING SURV FEEDS PNL B,' and it showed two armed soldiers coming through the door which led to the control room she was currently in. This didn't bother her though. She just pushed her chair away from the desk, and shot the two men just as they walked though the door, before standing up and walking back to the screens, "Six minutes."

Steve, who was running away from the HYDRA soldiers on the deck of the Helicarrier, raised his wrist to his mouth, "Hey, Sam, gonna need a ride." All of the ex-S.H.I.E.L.D. employees got into position, and got ready to fire at the person who was getting in the way of HYDRA's plan.

"Roger. Let me know when you're ready." Sam said, flying towards the Helicarrier that his friend was currently on.

Without wasting a second, Steve ran and jumped off of the side of the Insight Helicarrier; barely avoiding the explosion that went off right behind him. "I just did!" He shouted, falling past the engines and out into the open air. Sam had to react quickly, otherwise there wouldn't be a Captain America anymore, because he'd have been replaced by a red, white and blue splat on the ground.

Thankfully, Sam was able to catch him before he fell into the Insight hanger and, with a shout of determination, was able to fly – and drop – Steve off on the last remaining Helicarrier, and landed next to him; retracting his wings. "You know, you're a lot heavier then you look."

"I had a big breakfast."

Before either of them saw or even heard anything, the Winter Soldier had come out of nowhere, and slammed into Captain America; sending him through the railing, and over the side of the Helicarrier. Sam shouted his friends name, but he didn't get very far in a rescue attempt when the Soldier used his metal arm to grab onto the left wing of the Falcon suit. He yanked him back, but had to move out of the way pretty quick when Sam started firing at the metal armed soldier.

Sam used this as his distraction to try and get away, but he'd forgotten in all the confusion and bullets flying everywhere, that there were actually two assassins that he had to look out for. He was so focused on getting away from the one he could see, that he missed the unmasked Winter Phantom. She fired a magnet at one of his wings and pulled him to the ground, before she yanked on the line again and the wing came off entirely. The Phantom then ran at the man on the floor, a look of fierce determination on her face as she kicked the man off of the Helicarrier.

The two assassins watched as Sam fell. He was screaming and fumbling desperately for the release button for his remaining wing before he pulled the cords for his parachute. Sam was only just able to slow down enough to not cause himself serious harm as he landed with a grunt on top of the Triskelion.

"Cap! Cap, come in. Are you okay?"

By some miracle, Steve had been able to grab onto something on the Helicarrier, and was currently climbing back up towards the deck, even if it was going to be a very long climb. "Yeah, I'm here. I'm still on the Helicarrier. Where are you?" He got to a place where he could take a small rest.

"I'm grounded. The suit's down. Sorry, Cap."

"Don't worry. I got it." But little did they know that the Soldier and the Phantom had seen Steve making his way up the side of the Helicarrier, and had heard every word that he'd said… And they turned and headed towards where they knew he'd be heading. It was just after they left, that Steve was told something else.

"Natasha wanted me to tell you that the female is Regina Larson." Maria's voice came over the comms, "She said you'd know who she means."

~oOo~

Inside the Triskelion building, people were running around, and the same computerized voice from Pierce's office was alerting them to the emergency evacuation, and telling them to head for the designated safety points. But elsewhere, Brock Rumlow was taking out anybody he could find that was still loyal to S.H.I.E.L.D.

"Sir, the Council's been breached." One of his men told him through his earpiece, and it looked like he couldn't believe what he was hearing.

"Repeat, Dispatch."

"Black Widow's up there."

"Headed up." And he kicked open the door t the stairwell; checking to see that nobody was coming up or down the stairs before he started making his way up towards the Council.

Little did he know though, that Maria Hill saw all of this from another screen that had been running a facial scan on the man. This one was titled 'INCOMING SURV FEED PNL C.' Brock didn't seem to notice the camera in the stairwell, but if he did, he didn't do anything about it. He probably thought if anybody was in the surveillance room, it would most likely be somebody who was loyal to HYDRA.

"Falcon?"

"Yeah." Sam was still on the roof, catching his breath after his encounter with the two assassins, and almost falling to his death.

"Rumlow's headed for the Council."

"I'm on it." He said, unzipping his jacket, and tossed it down by his now inoperable suit, before he started making his was from the roof, back into the building to intercept the highly trained HYDRA operative.

~oOo~

Steve ran down the metal gantry, only to come to a complete stop about halfway across from where he need to be. Standing in front of the computer module, was the Winter Soldier. He was just standing there; his long hair falling around his face. When he turned to look behind at where he'd just come from, he saw the Winter Phantom standing almost identically to her counterpart - only her hair was longer, and her cold, empty eyes were almost daring him to fight them.

"People are gonna die, Buck. Beth… I can't let that happen." But neither of them made any movement or even acknowledge that he'd said anything, "Please don't make me do this." There were tears in his eyes at the thought of having to hurt, possibly even kill, the friends he'd just got back, but when he realized that he'd have to if it meant saving other innocent lives, then he'd do whatever he had to. They'd want him to do what was right, not what was easy. So he made the first move.

He threw his shield at the Phantom, knocking her to the ground with the force of the hit to her chest, before catching the metal disk as it came back, and was only just able to get it up in time to avoid being hit by one of the bullets being fired by the Soldier. The assassin was able to get in a lucky hit, but it was more of a graze then a full on through and through. And just as the Soldier was going to try and get in anther hit, he was able to throw him back as he was hit by the Vibranium shield.

The Soldier didn't move, but that was all part of the plan. The two assassins were being a tag team, where one would fight while the other just stayed in the background till it was their time to swap in to give the first one time to recover. Of course, Steve didn't know this, and only knew that the Phantom was back on her feet when he heard something metallic being bulled from behind him. He only just turned round in time to stop himself from being stabbed, and when she came at him again, he was able to block her.

Every kick, punch or weapon coming down on him, he was able to avoid all of them… Apart from when she brought him down with two quick kicks to his calf and knee. And with the limited amount of room that they had on the walkway, when he brought his shield up to hit her, he sent her tumbling over the railing and onto the glass dome floor below them. He didn't have time to check if she was alright, but he did use what little time he did have – while the Soldier checked on his partner – to run up to the control panel and called up what he needed.

Of course the distraction didn't last very long, and within only a few seconds, the Soldier had started to continue the attack on their target. While the Phantom was strong, lethal and menacing in her own right, the Soldier's assault seemed to be a lot more powerful, and he was trying anything and everything he could think of to land a direct hit on his target.

Eventually though, Steve was able to get the knife from his best friend, but it wasn't without difficulty. The knife had made sparks when it had slashed across the shield, and he'd barely made it out of the way as it was brought back for a body shot. In the end, he'd had to knock it out of his flesh hand, while the plates in his metal arm shifted to compensate for the force being pushed upon it, which was quickly followed by a swift kick to the chest; causing the Soldier to stumble backwards.

Wasting no time at all, Steve pulled out the computer chip that needed replacing, and opened the pouch on his uniform where he was keeping the new one, but only just turned before another resounding clang came from the Soldier's fist hitting the shield again, only it didn't seem as loud as it had been earlier.

More blows were exchanged between the two, with the Soldier becoming more sloppy the longer the fight went on. He wasn't used to his opponents fighting back against him, and it was the first time he hadn't had the Phantom by his side. It was the first time that she had been injured so badly in a fight, that she hadn't immediately gotten back up to rejoin in the takedown of their target. In the end, the Soldier just got so annoyed at the amount of time being spent on a fight with little results to show for it, that he let out a shout of frustration, and body slammed into his target; sending both of them over the railing.

During the fall onto another small platform inside the dome, and the subsequent landing, the new card for the Helicarrier had slipped out of Steve's hand, and skidded right to the edge of the platform, and straight under the Soldier's metal arm.

They wasted no time in engaging each other again. More punches and kicks were exchanged, until the Soldier backhanded the Captain, and Steve was able to get ahold of the computer chip again. The Soldier soon followed him down, and quickly threw a punch – which Steve was only just able to dodge – but after a couple more hits, the chip was knocked out of the Captain's hand, and down into the dome below. Steve was able to punch the Soldier in the face, before he followed it with a swift kick to the stomach, and the assassin slipped off the edge of the platform, with Steve jumping down after him.

~oOo~

Back in Pierce's office at the Triskelion, information was still being leaked onto the internet, until a box appeared on the screen saying "TRANSFER COMPLETE.' All of S.H.I.E.L.D.'s and HYDRA's secrets were out there for the world to see. Every mission, every life taken, every little thing that any one of the agents were ashamed of, and so many other files were available to anybody who wanted to read them.

"Done." Natasha said, before she looked at the phone in her hand, "And it's trending."

Pierce looked around the room with his eyes before a flash of light and smoke started to come from Councilman Singh's chest, and the same thing happened to Councilmen Rockwell and Yen after the head of HYDRA pressed a button on his own phone, and the three World Security Council members fell to the floor with cries of pain. Natasha quickly turned and pointed her gun at Pierce, but his thumb hovered over the phone.

"Unless you want a two-inch hole in your sternum, I'd put that gun down." He told her, but she didn't lower her weapon, and neither did Nick, "That was armed the moment you pinned it on. It pays to have an assassin who used to help Stark Senior with his weapon designs, and isn't too bad at making her own wither when she doesn't have her conscience.

Nick slowly lowered his gun, and Natasha followed soon after; dropping the weapon to the ground.

~oOo~

The computer chip was just laying on the glass, and Steve took the chance to run and grab it, only to be thrown forward when his shield hit him in the back. The momentum caused him to roll a couple of times, but the shield landed close enough to him, that he was able to quickly cover his body with it as the Phantom picked up the gun on the floor, and fired it at him.

In a last ditch attempt to slow the assassin down, Steve threw his shield at her again, but she just dodged out of its way, while she pulled out another knife. Only this time, Steve wasn't able to avoid all of the attacks that came his way. He was able to avoid the knife slash, and blocked her arm as it came back, but he wasn't able to stop the combat blade from plunging into his right shoulder.

A couple of head-butts later, and Steve being knocked into one of the metal separators, he pulled out the knife that was still embedded in his shoulder. The Phantom had quickly crawled over to the chip this time, and was tightly holding it in her hand.

"I'm sorry, Beth." Steve grunted, dangling her off the floor by her neck, and then threw her to the floor; keeping a small amount of pressure on the side of her throat, and squeezing the arm with the computer chip, "Drop it!" But she didn't listen, instead, she just tried to hit him with her free arm, "Drop it!" And, again, she didn't listen, so Steve had to do whatever he had to, to make her let go. If he didn't change the chip, then millions of people were going to die… So he snapped her arm.

She screamed out in pain, but she still held on tight to the computer chip. Steve wanted to cry out in frustration at the thought of injuring his friend even more, but he also knew that the needs of the many outweighed the needs of the one. Tony had made him watch some old TV show, and one of the characters had said that.

Steve flipped onto his back, and wrapped an arm round her neck; slowly applying pressure. Her left arm clawed at his own while she struggled to get out of his strong grip, but he just trapped her arm under his leg - which were wrapped around her torso. After that, it didn't take long for her to become still, and the chip slipped from her grasp. That's when he released her; rolling her over, grabbing the chip, and taking off to find a way back up to the control panel.

~oOo~

"I'm on forty-one, headed towards the southwest stairwell." Rumlow told the person on the other end of his comms, before he pushed open the doors in front of him. He didn't get very far before Sam came at him from the side; punching him in the face and kneeing him in the stomach before Rumlow was able to head-butt him, and push him to the floor, "This is gonna hurt." He unzipped his bulletproof vest and took it off, "There are no prisoners with HYDRA. Just order. And order only comes through pain." Sam got up, "You ready for yours?"

"Man, shut the hell up." And they ran at each other.

~oOo~

Upstairs with the three dead Council members, Pierce, Fury and Natasha, the head of HYDRA had taken over as the leader of the room. Because Pierce had the former Red Room assassin's life in his hands, they didn't dare do anything to cross him. He'd be able to end her life before they could even bring the gun up to shoot him.

"Lieutenant, how much longer?"

"Sixty-five seconds to satellite link." Came the response, "Targeting grid engaged. Lowering weapons array now." And the weapons on the Helicarriers got into position.

Maria was watching the countdown on her screens, and told the people on her comms that they only had one minute left to stop HYDRA's plan. Steve heard her as he flipped over onto the platform where he'd landed with his brainwashed best friend. He didn't acknowledge that he'd heard her, instead he just kept on trying to get back up to the control panel before his time ran out… Only, he was brought up short by a bullet piercing his thigh.

He fell onto his knees before he looked back, and saw the Soldier standing protectively by the Phantom while she started to come round; the assassin's gun trained on him. Steve could have smiled to himself at that, because he could tell that even brainwashed, they still looked out for each other, possibly even still loved one another. They might not understand the feelings, but it didn't stop the actions.

But Steve didn't have much time to stop. He immediately got up, and jumped to grab one of the bars before reaching up to grab another. That's when another shot rang out, and Steve let go of the seconds bar he'd just grabbed; the bullet only just missing his hand, but that still didn't stop him from climbing the rest of the way up and over onto the grating where the fight with the two assassins had started.

"Thirty seconds, Cap." Agent Hill told him as he used the railing to pull himself to his feet, and over to the computer console. He was out of breath, in pain, and tired.

"Stand by." He replied, opening the pouch on his belt again to retrieve the chip he'd put in there, "Charlie…" But he didn't get much further as another bullet tore through his back and out through his front. Steve fell to the grated floor, leaning against the control panel, before he looked down at the bloodstain that was spreading over the red and white stripes of his uniform.

~oOo~

"We've reached three thousand feet. Sat link coming online now."

"Deploy algorithm."

"Algorithm deployed." The first one said as a red circle appeared on his screen, which covered most of the east coast and just kept getting bigger. Off to the side of the American continent picture, was a box that data just kept coming through on, with the box above it reading 'ACQUIRING TARGETS,' "We are go to target."

In space, the satellites were coming online, and the guns on the Insight Helicarriers were moving as they got ready to fire on their targets. One of them was Maria Hill, the President and some of his staff, people who worked in the Pentagon, Tony Stark, and people who were still in the Triskelion. Anybody and everybody who was a threat to HYDRA, whether it was no or in the future, had been targeted.

"Target saturation reached. All targets assigned."

"Fire when ready."

"Firing in… Three…" Steve was pulling himself up again, "Two…" He was almost able to reach, "One." And with one final push, Steve slotted the chip into place. The screens with the targets on it sorted out, and the red circle of targets vanished.

"Charlie lock." Steve panted, but elsewhere in the Helicarrier, there were some very confused HYDRA agents who didn't know what had just happened.

"Where are the targets? Where are the targets?"

Agent Hill started acquiring the new targets, just as the plan had always been. "Okay, Cap, get out of there." She told him as the target number went down to 3, and the Helicarriers started moving into position to target each other, and he HHYDRA agents who could see the new targets looked at each other with scared looks on their faces.

"Fire now."

"But Steve…"

"Do it!" He shouted, trying to get up from where he'd fallen, "Do it now!"

Maria didn't say anything. She just pressed a couple of buttons on the computer screen, and seconds later the guns on the three Helicarriers started to fire at each other; vibrating everything on board as the explosions rippled around them.

Smoke and flames filled the air and the Helicarriers, but even with all the noise of everything crashing and falling apart, Steve was still able to hear the shout of frustration and pain coming from below him. He looked over the railing, and saw that the Soldier had become trapped under one of the heavy, metal beams from above. The Phantom was beside him, trying her hardest to move the beam away, but with the fall from earlier, her snapped arm, being choked unconscious, and having been injured in the explosions as well, had left her feeling very confused, and the head injury she had sustained didn't help much either.

~oOo~

Alexander Pierce watched the Helicarriers fire at each other from inside his office, but no emotion passed over his face. "What a waste."

"So, you still on the fence about Rogers' chances?" Natasha asked sarcastically, thinking back on what he'd said earlier.

"Time to go, Councilwoman. This way. Come on." And Natasha reluctantly looked away from Fury, "You're going to fly me out of here."

"You know, there was a time I would've taken a bullet for you."

"You already did." Pierce followed closely behind Natasha, not letting her get far from his reach, "You will again when it's useful."

But Natasha had other ideas. She didn't want to go with Pierce, so she carefully got out one of her 'Widow Bites' and activated it on herself. The electrical current that coursed through her body was enough to bring her to the ground, but it was also enough to short circuit the device in the name badge she was wearing. Fury used the distraction to take one of the guns from a fallen agent, while Pierce was looking at his phone which had 'REBOOTING' on the screen, before it changed to 'ARMED.'

However, before he was able to press the button, he heard the click of the safety being removed from behind him. He quickly turned to see Fury holding the gun, and two shots were fired into the chest of HYDRA's leader; which sent him crashing back through one of the glass screens.

"Romanoff. Natasha." Fury hissed, trying to see if she was still alive, "Natasha! Come on!"

Slowly, she woke up, but she didn't move at first. "Ow. Those really do sting." She muttered, turning her head to look up at Fury.

~oOo~

Outside, the Helicarriers continued to shoot at each other, and soon, one of them went crashing into another; splitting one of them in two as the heavy attack on themselves continued. And just as they crashed into the Potomac and the hangers which they'd come from, a barely alive Alexander Pierce whispered 'hail HYDRA' with his dying breath.

Inside the one remaining Helicarrier though, a badly injured Captain America jumped down into the wreckage that was falling around them – which was also trapping his best friend. He stumbled towards the two assassins, but fell over when they changed course, right towards the Triskelion where Sam and Rumlow were still fighting.

Rumlow sent Sam through the glass windows on the desks, before he jumped onto one so he could be loom over his enemy. "You're out of your depth, kid." But with his back to the wall of windows, he didn't see the IN-01 Helicarrier heading straight towards them, but Sam did, and he started sprinting in the opposite direction, and only when he heard the engines did Rumlow turn around, "Son of a bitch." But by the time he jumped down from the desk and started running, it was too late for him to get away, and he was taken out by the ceiling falling down around him.

Sam, however, kept on running, only just staying ahead of the destruction as the Helicarrier continued its journey through the S.H.I.E.L.D. building. "Please tell me you got that chopper in the air!" He shouted, sliding under one of the metal supports that started to fall, before he continued running.

"Sam, where are you?"

"Forty-first floor! Northwest corner!"

"We're on it! Stay where you are!"

"Not an option!"

Fry was flying the chopper, and Natasha was in the back. Before this point, they hadn't been able to see the Helicarrier ploughing through the Triskelion building, but now they understood why Sam hadn't been able to stay where he was. In fact, just seconds after the two spies arrived, Sam jumped out of the window, and Fury had to make a quick – almost impossible – maneuver so that he would be able to land in the chopper, and not get hacked to pieces by the rotor blades.

Natasha caught Sam's hand as he almost went through the other door in the chopper, and pulled him back in as Fury started to level the helicopter. "Forty-first floor! Forty-first!"

"It's not like they put the floor numbers on the outside of the building."

As the Helicarrier finished its detour through the building, the chopper with Sam, Natasha and Fury were in flew underneath it. "Hill! Where's Steve? You got a location on Rogers?" But as they escaped past the burning Helicarrier, they missed the red, white and blue that was Steve.

He was pulling on one side of the beam that was trapping his friend, while the Phantom did the best she could on her side, until there was just enough space for the Soldier to pull himself out. The three of them didn't do anything for a couple of seconds, before the Soldier turned towards Steve.

"You know me." Steve told him, getting to his feet the best he could, with the two assassins following his action, but it was the Soldier who made the first move, when he punched Steve in the face.

"No, I don't!" But all of them fell to the floor again when the Helicarrier shifted direction again, but all of them got back on their feet pretty quickly.

They all looked at each other, breathing heavily, but no one dared move. "Bucky. You've known me your whole life." And with the wind blowing his hair in his face, the Soldier back handed the Captain again as more explosions rippled around them, "Your name is James Buchanan Barnes." Steve shifted his gaze to the Phantoms, "And yours is Regina Elizabeth Larson."

"Shut up!" And this time, the punch hit the shield, but it still sent Steve to the ground. Only this time when he got up, he pulled off his helmet.

"I'm not gonna fight you." And he dropped his shield into the river below them, "You're my friends."

But the Soldier had other ideas. He tackled Steve to the ground and used his metal fist to punch him in the face. "You're our mission." He told him, before he continued to punch his target, "You're. Our. Mission." And just as he brought his arm up again, Steve said something that made him stop.

"Then finish it." And the Soldier stopped, a little confused as to why anybody he was fighting wouldn't try to save their own life, "Because I'm with you to the end of the line."

Something of recognition passed through the Soldiers eyes, and the same thing happened to the Phantom. They both remembered that saying, but from different places. The Soldier remembered a skinny blond boy, while the Phantom remembered being tied up in a room with green lights, and somebody screaming nearby.

The two assassins weren't able to say anything else, because at that moment, something fell from above and took out the floor where they were standing. If it wasn't for their quick reactions, the two of them would've been falling with the blond man and the rubble into the water… But they couldn't let him die. They knew him, and he knew them. Maybe he could help them in remembering who they really were. So they let go of the burning Helicarrier, and fell into the water too.

It wasn't hard to grab the man or swim with him back to shore, and when they were close enough to stand up, they dragged him by his shoulder straps onto the muddy embankment, and out of harms way. They both looked at him for a few seconds – making sure he was breathing – before they looked at each other, and then out at the destruction they had helped cause. Then the Soldier held out his hand for the Phantom to take. She cradled her broken right arm close to her body, but she stretched out her left to take the hand he was offering, and then they calmly walked away towards the trees.