"I hope you are enjoying Agent Sokolov's video memories, Captain." The Russian flavored words spoken from behind him were nearly drowned out by the sounds of Bucky's screams reverberating through the speakers.

Steve didn't hear the red-faced man enter or notice the gloved hands as they gripped the back of the chair just above his head. He was preoccupied with the struggle to pull free of the straps, compounded by the sedatives flowing into his arm. The right leg fracture only throbbed when he took a breath. He held fast to his denial that watching the methodical brutalization of his friend was influencing his attention, or focus, or his emotions.

"Picture's a bit grainy, editing sucks, the plot is non-existent. I'd rate it a splat." He forced a nonchalant tone as the need for speaking out loud left him open to simmering nausea that gripped his gut.

"A good sign! Still a sense of humor, still a fighter. I would expect this to be so. Captain America, a hero even to the end." Leather fingers gripped his shoulders, a hand toyed with the uniform zipper to tug it down partly across his chest. Steve hitched a tight breath holding his discomfort close. Sharp insistent thumbs dug below the fabric to press into his neck on either side of his spine. Slow circling motions pushing across the tightness. He fought to control the flush of resentment towards the unwanted touch. He ached for relief from the tension of the last few hours, days, weeks maybe more but not this way, by a stranger caressing his body while the images of Bucky's torture played out across the room, engulfing both of them

"Generally I like to know the name of whoever is working the kinks out of my neck." He pulled forward as far as the restraints would allow to try and escape the uninvited kneading fingers.

"We have not formally been introduced, you are correct." The hands slowly stroked along his shoulders, the thumbs pushing deep to separate the muscle fibers. "So tense, right here." He worked deep into a trigger point. "You must throw the shield more from your right. Yes? It leaves you unbalanced."

"Thanks for the advice but who the hell are you?" Steve twisted again, pulling away from the touch and working to get his eyes on the man. "And what do you want with Bucky? While we're bonding here."

"My name is irrelevant to you but my history with the asset is not. We are here in this moment because of him." Steve saw a shadow emerge beside him, a tall lean figure that moved with a confident grace around the chair until he stopped at his feet to face him. "My name is Alexi Shostokov. I am an old – friend of the asset's from many years ago. We have unfinished business to attend to and you will help me accomplish that." Steve tried to pull his leg back as the man unlaced his boots, "If you don't mind, I would like to show you a taste of what we will do later to persuade him and you to cooperate."

"If you think breaking my other leg will convince me to help, you don't know me very well." He flexed and tugged openly trying to break the straps, stretching the leather as it groaned from the force. Fire shot up his right leg chasing along the nerves as Shostokov's thumb drilled into the reflex point at his inner ankle, making a hot sweat flush across his chest and his heart pound.

"The fracture was crude but necessary. I prefer something more subtle, more inviting. Nerve pain can be so debilitating and persuasive, repetitive, lasting, without fully destroying tissue that might be needed later. The right degree of pressure at the correct location causes relief, improved circulation, emotional release." He stroked Steve's now bare feet carefully, gentle pressure that sent mixed sensations, an urge to urinate, a flash of emotion, a sense of peace and comfort followed by searing pain that shot through the fracture and into his groin, nearly costing him his stomach contents.

"Get to your point. What could you possibly want from him? They have you, they have others like you. I've lived with him the past six months, he's high maintenance. I'm sure he's more trouble than he's worth by now." He tensed his arms, again and again, pushing the limits of the straps in the flickering light of the endless loop of video. He felt the upper arm straps pop slightly, a give to his pressure. He hoped his tormentor was more focused on his torture and distracted by the relentless sounds and images around them than on the sounds of Steve breaking free.

"We need something he has. Something that the old woman foolishly entrusted to him many years ago." He dragged his hand up Steve's leg and let it hover over the fracture. "We need his memories. Secrets deeply embedded in his mind while under her care. That foolish woman hid the data in his memory never thinking he'd escape and turn against us."

"Good luck with that." Steve's attempt at a casual laugh sounded more like a cough. "He needs post-it notes and three friends to get him through the day. Not sure anything you want is left in there. Hydra took care of that, memory wipes, trigger words not to downplay the torture." He didn't want to think about the shoe-box full of data that Bucky tucked in the closet, or under the floorboard or behind the wallboard in the bathroom depending on his level of paranoia that week. Steve fought down the memory in case the pain overtook him and he blurted out, "He remembers all of that shit."

The sound of Bucky's moan distracted them both. "I particularly enjoy this part, Captain." Shostokov turned to the far wall with the clearest view of the video images. He laid a hand on Steve's shoulder, his thumb slipped beneath the uniform top to stroke along his skin. "I'm sorry, I was told you are no longer the Captain, is that correct? What name do you go by now? Rumor has it, Nomad, a man without a country? Or Steve, may I call you Steve?" He spoke next to his ear but his eyes were on the wall and the images of the blond Russian handler as his arms slipped around Bucky's naked body from behind.

"Watch this closely, Steve." The man's voice was a whisper now, his breath warm on his cheek. "How your friend looks at the man he thinks is you. How uncertainty fills him, he's not sure but wants it, so much wants it to be you. He is willing to take that chance. He is willing to sleep with an impostor in order to be close to you." Steve closed his eyes and tried to turn his head.

Shostokov grabbed his jaw and shook him, "Look at his eyes, the want, the need for you. Does he look at you like that now? Or are his eyes dead, empty of caring, his soul yearns for release, doesn't it? He only wants to die. He has tried already, hasn't he? You can give him that release from these memories. From the horror that Hydra inflicted for seventy years. Set him free from this nightmare."

"Fuck you." Steve spit the words but his mind was racing with the mixture of truth in the lies of what this monster was saying. His chest tightened, nausea rose again as he fought to control his anger.

"Is this what you want when you make love to him? He looks at you and sees the handler, that man up there. He'll never belong to you truly. He will always belong to her and her madness. Set him free, Captain, tell him to give us the information freely and we will put him out of his misery quickly and cleanly, with mercy."

Steve's mind rolled through all the wildly swinging emotions being triggered. He was always the one in control, leading, saving, fighting. Never the one in this position a captive being tormented, unable to fight his way out. He could smell his own sweat when he closed his eyes trying to avoid the images of the other man's hands caressing Bucky's body, pulling the soft sounds from him, the sounds he'd only heard a few times, not nearly enough. Now he heard someone else making that happen. He dragged in a breath to steady himself, opened his eyes to stare at Shostokov, "Do you have the pictures? I want to see the pictures." He demanded.

His question was met with a hint of confusion, "More of this? Do you want to see them fucking is that it? I'm sure that sick old woman has that hidden somewhere."

"No, not that. I want to see the pictures of that guy's gutted body when Bucky remembered that he wasn't me. I'd love to see that. You know, for the whole story. And while you're at it, what's your deal with him anyway? You knew him years ago? How old are you? Our age? We're in our 90's now. I gotta say, we've aged a lot better than you have. That red skin deal. Was that a Hydra experiment gone wrong? Serum side effects? You pathetic piece of shit."

His tirade was brought to a temporary halt by a fist across his jaw. "Very funny Captain. He is the one that will suffer in the end. As will you and your friends."

Steve spit out the blood and kept going, "So the serum worked on him but not on you is that it? You got the deformity and he got the enhancements. Is that your bone to pick with him?"

Shostokov glared as he raised his fist over Steve's right femur but the blow was aborted when the sepia-toned video shut down and was replaced by a bright black and white image of a larger-than-life Bucky driving his fist into the blast doors. The repeated and bone-shaking punches sent clanging shivers through the room. "Music to my ears," Steve muttered as he watched the doors slowly give under Bucky's unrelenting attack. A quick wave of something close to pride – relief- enjoyment rushed across his mind before he pulled it back under control.

The torturous audio feed had stopped as well, giving way to Sokolov's voice, "He's here Agent Shostokov, you need to come up here." Steve breathed a sigh of relief and horror that he was happy to hear her voice.

Shostokov remained unmoved. He took slow steps forward towards the images on the wall. Steve studied his stance, tried to read his body and face as he was drawn intently towards Bucky's attack.

"You're jealous of him. That's it isn't it? He was picked and you weren't. He was protected and valued, not you. I get it now." Steve's flexing efforts were paying off, his left arm was nearly free. He held still when Alexi turned towards him, "Jealous? He is a pawn, a mindless weapon, look at him."

"Not looking mindless to me right now. Looking pissed, determined and well-armed." Steve countered.

Shostokov narrowed his eyes and stalked towards Steve. He slammed a fist into his chest to drive him choking back into the chair as he leaned next to his ear. "I will torture you until he tells me what we need to know. He will give up. He always has. You see him up there," he turned and pointed to Bucky's attack, "You see all that energy being exerted right now. He is doing that for you. He is willing to die for you. That is a powerful weapon." He turned back to look closely at Steve, "Dare I call it love? Perhaps. But I will call it his undoing once he gets in here. I will take him down. I will torture you until he talks then I will kill you in front of him." He stood up and patted his shoulder, "I will then gut him as he did the handler, the cycle becomes a full circle. It will all be over soon, dear Captain." He walked slowly towards the door.

Steve's eyes were on Bucky the whole time. The door ground open, soldiers started to swarm out, he could see Bucky retreat a far enough distance to fight in the open. He wanted to buy him time before Shostokov entered the fight, "What the hell happened between you two? I mean you can at least tell me before you kill us, right? Did Hydra pick him instead of you? He got the big promotion and you got the back office? What?"

Shostokov stopped. It was a moment before he spoke, "I chose enhancement after the Soldier was done destroying my life. I chose it with the plan to meet him like this one day. That old woman has protected him for years but that is over now. It's my turn, he belongs to me in the end."

Steve heard his steps resume, "Hey you never said what he did to you." His eyes never left Bucky's fight as it escalated outside the doors, he hoped for a few seconds more of distraction.

Shostokov didn't answer. Steve thought he heard him take a breath as if a response was coming but the sound of gunfire overrode his pause. "Another time perhaps. I have to attend to your...the asset."

"Hey, wait, tell me now, he's going to kill you," Steve shouted but the door slammed shut. The video and audio feed abruptly halted leaving him in the darkness. He took a slow breath, then another to steady the heartbeats throbbing into his temples, a cooling sweat soaked the small of his back.

He refocused to work on getting free.

"Soldat, it will be so much easier if you give up. Think about how tired you are. You're a loser, a failure, give her what she wants, she's going to get it from you anyway. If you do, she might let him live."

The head shake fighting against the Voice fit nicely into his back-pedaling motions when the doors slowly opened. The lights from inside the complex entrance backlit the oncoming soldiers the way he hoped it would so he wouldn't have to fight in the dark.

"We'll take any advantage we can, right Soldat?"

The open space in front of the doors gave him good flat ground to see what was coming.

He found himself seeking the company of the Voice, "One against the many, stay open, keep them in sight."

He hoped the Widow was still in charge, that she still wanted him alive.

Line after line of black-clad soldiers filed through the blast doors but no one opened fire, with bullets at any rate.

"That's a good thing. She doesn't want you dead or hurt too badly. Not good for you in the long run but..."

The first of the tranquilizer darts bounced off the Kevlar vest, then his metal arm.

He pointed the Uzi at their feet and opened fire, raking a demarcation line across the ground, holding them back.

"Good, good make them afraid to advance, although you'd be much more threatening if you actually killed a few."

Bucky began to prowl back and forth ahead of the line of men, brandishing the Uzi, glaring towards them. Still, no one fired a gun at him but another flurry of tranq darts flew in his direction. One caught his thigh, he quickly yanked it out. The rest landed around him. He kept moving.

"Hold them off, draw them out, get in behind them." His own inner voice was getting louder.

"This is different. An actual plan? Are we going to do this all night?"

He paced faster to swing far to his left, hoping for an angle to slip past the line of weapons aimed at him. "Get in there, get in there. Just get in there." The mantra began to emerge in his thoughts as a counterweight to the Voice.

"Very strange to be in a one-sided firefight. Mother must very much want you in one piece. She has plans for you."

A determined sounding woman's voice rang out from within the doorway. "Advance on him. The fool isn't going to kill you but I will." Two of the men in the back of the crowd went down unceremoniously after she put a bullet in their heads.

"Mother sounds very very angry. She may want you in one piece but she won't mind you being damaged."

He shook his head again, the Voice ramped up with each hour away from the meds, the move made him stumble enough to drop the Uzi sight towards the ground. A surge of men rolled forward, he backed up again and refocused. He opened fire, this time his bullets connected with flesh but not enough to kill. They drew back a few steps but didn't relent. He was only going to wound them, she made it clear she'd kill them.

Bucky tried to keep his thoughts organized on the simplest of tasks, "Get behind them, get in. Track him down. Get out."

"Barnes! Can you hear me?" A distant barely familiar voice whispered in his head.

"You're losing ground Soldat, look how they've pulled up to your right, behind you now. Kill them you idiot, just start killing them. They won't shoot back, not yet anyway."

Bucky glanced to his right to see the Voice was more on the ball than he had been. There were men nearly behind him now. He swung around in a circle to gauge how many seconds he had left before they rushed him.

"Barnes! Look up. Look up." He struggled to understand the words from this new voice.

"It'll be over soon if you don't get your shit together and start killing people. Then you'll never save him. Mother was right, you're weak. You have no will of your own, she was right to take your memories, you're better off as the mindless asset."

"Shit. Shit." He raised the Uzi and unholstered the Beretta. His finger tightened on the triggers as he refocused his aim from knees to their heads, he spread his arms out side to side and sighed.

"Barnes up here! You put that damn comm link in your ear right? I know you did. I pushed it in there myself with superglue. Look up, damn it!"

Sam swooped and circled as he tried to get a sign from Bucky that he heard him. "Ok here we go, let's get your attention another way." He hurtled down towards the tightening circle of soldiers centered on Barnes. Sam could see they were nearly within arm's reach and he still hadn't fired.

So Sam did. His bullets ripped through the line of men closest to the doorway.

Bucky never looked up but his fingers reflexively closed on the triggers of both weapons, sending several men to the ground groaning from the unexpected wounds.

"You fools! Rush him, now or I'll kill all of you." Mother's voice rang out over an intercom.

The soldiers looked with uncertainty from her to him, and back again until she shot another one.

"You are pathetic, Soldat. They are more afraid of an old lady than they are of you. You bring shame to the Winter Soldier program."

He groaned at the Voice's relentless commentary and turned towards the blast doors.

He began to walk quickly, then jog then moved to a run as soldiers rushed towards him. Two slammed into him, he shook one off and elbowed the other across the dirt lot. More soldiers crashed into him, stopping his forward motion, he tossed one after another aside, but each one he pushed away was replaced by more. All of them grabbing at his arms and clothing, kicking at his feet trying to bring him down to the ground. He had a flash of recognition of a tranquilizer gun move through the throng of men to press hard against his thigh. He groaned as he drove his knee up and kicked out at the hands holding the gun.

The old widow's words raked across his hearing again. This time in Russian.

Longing He caught his breath.

Rusted A head shake but he kept pushing.

Seventeen Bucky groaned and fell back two steps with soldiers wrapping around him. Someone stripped the Uzi from his flesh hand.

That irritating familiar voice screamed in his head, "Here it comes, Barnes, I really hope you're listening."

Daybreak The searing pain in his head took his sense of touch as he dropped the Beretta from his metal hand and started a long gut-wrenching scream.

Sam pulled up to hover and put all of his strength and effort behind his throw.

"Don't let it hit you in the head, man." Bucky clung wildly in his mind to that voice.

Furnace His vision went stark white, all the voices, shouts and gunfire fell into a surreal hum of white noise. One sound emerged over all the rest. The distinctive metallic zing sound made by Vibranium as it soars through the air. Bucky's metal arm shot up without looking, without a word, in time to decisively connect with the edge of the shield.

Notes: The character Alexi Shostokov is borrowed from Marvel's Earth 616 comics. He is the Winter Soldier/James "Bucky" Barnes' rival in love for Natasha Romanova when they were all at the Red Room. In the comics, Natasha was also genetically altered to slow aging. Bucky had an affair with her that his handlers put to an end by putting him in cryo. Alexi ended up married to Natasha. He became known as the villain the Red Guardian after their marriage ended. That's the nutshell version anyway. Thank you!