Laura, Nat, Sam, Hill and Steve are looking of a photo of Pierce with Laura in a Shield uniform on with her spear handle in its usual place. "This man declined the Nobel Peace Prize. He said, Peace wasn't an achievement, it was a responsibility. See, it's stuff like this that gives me trust issues" Fury explained. "We have to stop the launch" Nat said as Laura nodded.

"Easier said than done we have to stop all three carriers before they reach their needed elevation" Laura explained.

"Watson is right" Fury said as he brings out the case containing the chips. "Once the Helicarriers reach three thousand feet, they'll triangulate with Insight satellites becoming fully weaponized" Fury explained, and Laura nodded back.

"We need to breach those carriers and replace their targeting blades with our own. One or two won't cut it. We need to link all three carriers for this to work, because if even one of those ships remains operational a whole lot of people are gonna die" Hill added.

"We have to assume everyone aboard those carriers is Hydra. We need to get pass them, insert the server blades, and maybe, just maybe, we can salvage what's left…" Fury explained. "We're not salvaging anything. We're not just taking down the carriers, Nick, we're taking down Shield" Steve said firmly.

"Steve…" Laura began but Fury interrupted.

"Shield had nothing to do with it" Fury said firmly.

"You gave me this mission, this is how it ends. Shield's been compromised, you said so yourself. Hydra grew right under your nose and nobody noticed" Steve countered.

"Why do you think we're meeting in this cave? I noticed" Fury said annoyed.

"And how many paid the price before you did" Steve replied.

"Look, I didn't know about Barnes" Fury tried.

"Even if you have, would you have told me? Or would you have compartmentalized that too? Shield, Hydra it all goes" Steve finished.

"He's right" Hill added as Fury looked over at Laura.

"I finally wear one of these stupid things…" Laura said while gesturing her hands at the Shield uniform dramatically. "…That you've been asking me to wear for years now and you're letting him bring it all down" Laura told Fury while smiling who shrugged his shoulders as Steve chuckled. "Fine. Whatever I'll keep it as a souvenir" Laura finished as Fury looked at Sam.

"Don't look at me. I do what he does, just slower" Sam added.

"Well... Looks like you're giving the orders now, Captain" Fury said with his cast around his arm.


Steve is standing on a bridge thinking of old memories with Bucky back in Brooklyn as Laura and Sam approach him "He's gonna be there, you know" Sam asked as Laura subconsciously rubbed one of her scars from the slug on back of her waist.

"I know" Steve nodded.

"Look, whoever he used to be, the guy he is now, I don't think he's the kind you save. He's the kind you stop" Sam said firmly.

"I don't know if I can do that" Steve replied as Laura brought out her Stark Phone getting passed the multiple levels of biometric security.

"Well, he might not give you a choice. He doesn't know you" Sam said again.

"He will. Gear up, it's time" Steve told them.

"One step ahead of you Gentlemen" Laura said dramatically while smiling widely as they looked at her.

"Open up Palace lock 2a" Laura spoke into her phone.

"Palace" Sam asked confused as she clipped on her Black Vibranium bracelets on her wrists as Sam and Steve looked on confused.

Meanwhile in Wakanda her case is launched from the gate on the palace roof going through the barrier from above as some others look on from outside as it opened as it flew fast towards Laura.

"Any second now…" Laura said while holding her arms out dramatically as they heard a boom as Steve and Sam looked into the sky as it came down quickly encasing her on the bridge within seconds as they saw her new smaller slenderer matte black Vibranium nano tech like suit.

"Hello Jarvis, did you miss me" Laura asked as he came online since he was outside Wakanda?

"Indeed Ms. and I must say how wonderful it is to hear your voice after watching the news reports" Jarvis replied.

"Damn it that'll be a bridge I'll cross later" Laura said while stomping her feet as her helmet came off within a second and disappeared.

"This is what you've been working on" Steve asked?

"Yep I'm years ahead of anyone now. Guns are a joke now the bullets, and anything really will just bounce right off" Laura said failing to contain her excitement.

"For someone who got shot twice yesterday you seem a bit chipper to do this" Steve asked unsure of her mental health?

"Oh yeah…! I know my part. Suit up Cap" Laura said smiling as he smiled back.

"You gonna wear that" Sam asked?

"If you're gonna fight a war, you gotta wear a uniform" Steve told him as Laura smiled. Meanwhile back at the Smithsonian at Steve's exhibit a "guard" walked past the exhibit seeing a missing uniform and Shield "Oh, man. I am so fired" he stated looking at the stolen items.


Laura, Steve, Sam and Hill approach agents by a setup with Hill gesturing her gun as they moved out of the way as Steve approached a mic "Attention all Shield agents. This is Steve Rogers" Steve spoke firmly into the P.A. system getting Shield Headquarters, Agent 13's attention in the control room along with the Security Council and Pierce's attention. "You've heard a lot about me and Laura Watson over the last few days. Some of you were even ordered to hunt us down. But I think it's time you know the truth. Shield is not what we thought it was. It has been taken over by Hydra. Alexander Pierce is their leader" Steve said as the council members looked at him. "The Strike and Insight crew are Hydra as well. We don't know how many more, but I know they're in the building. They could be standing right next to you. They almost have what they want, absolute control. They shot Nick Fury and attempted to kill Laura in broad daylight and it won't end there. If you launch those helicarriers today, Hydra will be able to kill anyone that stands in their way. They must be stopped. I know I'm asking a lot. The price of freedom is high, it always has been. But it's a price Laura and I are willing to pay. And if I'm the only one, then so be it. But I'm willing to bet I'm not the only one" Steve finished.

"Did you right all that down beforehand" Sam asked smiling? "He clearly watched Independence Day" Laura joked as Steve chuckled.


"Hey, Cap, how do we know the good guys from the bad guys" Sam asked as the three were running towards the cliff?

"If they're shooting at you, they're bad" Steve yelled in his uniform as Sam and Laura took off with her covering for Sam putting on her face guard.

Sam and Laura are doing barrel rolls towards a helicarrier as Laura covered for Sam dodging the artillery fire as she took them out. "Hey Cap, I found those bad guys you were talking about" Sam said looking back at Laura destroying them.

"You ok" Steve asked hearing the explosions from the other helicarrier?

"I got him covered Cap" Laura interrupted as they flew upwards quickly.

"I'm not dead yet" Sam added as Pierce looked out the window seeing Laura and Sam flying and the explosions and gun fire in the distance while on the phone amused with the security council in the room. "Let me ask you a question. What if Pakistan marched into Mumbai tomorrow, and you knew that they were gonna drag your daughters into a soccer stadium for execution" Pierce asked Singh while giving him a glass of champagne. "And you could just stop it with a flick of the switch. Wouldn't you? Wouldn't you all" Pierce asked them?

"Not if it was your switch" Singh said throwing the glass across the room. One of the Hydra agents hands Pierce his gun as he points it at Singh, when suddenly Hawley kicked Singh away, then takes down the other Hydra agents in the room before taking the gun and pointing at Pierce, she then removes her disguise revealing Nat. "I'm sorry. Did I step on your moment" Nat asked a shocked Pierce.


"Falcon status" Hill asked?

"Engaging" Sam replied.

"Laura status" Hill asked?

"Also engaging" she said flying by Sam as they tried landing on Bravo.

Laura flew ahead of Sam blowing up several artillery pieces and machine guns shooting at them clearing the way for Sam.

He brings out his guns kicking an agent on the runway while landing on it as he shot at another one while turning around. "All right Cap we're in" Sam said as a jet approached them as Sam took off between the jets quickly as it shot at them as Laura shot at the pilots killing them causing the jet to nosedive while blowing up the rest on the runway.

"I got your six Sam" Laura said threw the Comm's as Sam looked back at the path of destruction on the runway.

"Yeah thanks" Sam said causally.

"8 minutes" Hill replied as Steve fought his way on Alpha.

"Working on it" as Steve took out multiple agents with his Shield entering it.

Back at the Triskelion "What is she doing" Rockwell asked as Nat typed into the computer?

"She's disabling security protocols and dumping all the secrets onto the Internet" Pierce answered.

"Including Hydra's" Nat added.

"And Shield's. If you do this, none of your past is gonna remain hidden" Pierce explained as Nat ignored her still disabling the security protocols. "Are you sure you're ready for the world to see you as you really are" Pierce asked her?

"Are you"?


"Falcon, where are you now" Hill asked?

"We had to take a detour" Sam yelled as a jet from another helicarrier flew towards them and launched heat seeking missiles towards him and Laura as they managed to get the missiles that were aimed at them to hit the helicarrier. "Oh Yeah" Sam said looking back at the missiles that fired at the ship as Laura flew by him from the other side doing the same.

"Not bad" Laura said looking back while shrugging her shoulders.

Meanwhile Steve is running towards the computer and places the chip in Alpha 'Alpha locked" Steve said.

"One down two to go" Hill replied. Back on Charlie

"All Shield pilots, scramble. "We're the only air support Captain Rogers has got" the pilot said speaking into his walkie talkie when suddenly Bucky appeared and starts firing at the Shield pilots and agents killing all of them after he gets into one of the jets and flies off.

Back at the Triskelion "Disabling the encryption is an executive order, it takes two Alpha Level members" Pierce told Nat.

"Don't worry, company's coming" Nat said as they all heard and saw a helicopter land outside as Fury walked out of it while Pierce surprised.

"Did you get my flowers" Pierce asked an unamused Fury?

"I'm glad you're here, Nick" he added.

"Really? Cause I thought you had me killed." Fury replied.

"You know how the game works" Pierce justified.

"So why make me head of Shield" Fury asked?

"Cause you were the best and the most ruthless person I ever met" Pierce answered.

"I did what I did to protect people" Fury said annoyed.

"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. Diplomacy? Holding action, a band-aid. And you know where I learned that, Bogota. 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" Pierce explained.

"No, I have the courage not to" Fury said while taking Pierce to the retinal scanner with Nat pointing her gun at him.

"Retinal scanner active" the computer said opening it.

"You don't you think we wiped your clearance from the system" Pierce said smugly?

"I know you erased my password, probably deleted my retinal scan, but if you want to stay ahead of me, Mr. Secretary..." Fury said removing his eye patch. "You need to keep both eyes open" as they both open the scanner with Fury using his dead eye. "Alpha Level confirmed. Encryption code accepted. Safeguards removed".


"Charlie Carrier's forty-five degrees off the port bow" Hill yelled while looking at the camera while shooting at agents coming into her room!

"Hey, Sam, I'm gonna need a ride" Steve asked?

"Roger! Let me know when you're ready" Sam yelled as Steve jumped right before a missile was shot at him flying him towards the last helicarrier.

"You know, you're a lot heavier than you look" Sam told him while panting.

"I had a big breakfast" Steve joked as Bucky suddenly appeared grabbing one of Sam's wings ripping them off as Sam flew down to the ground with minimal control and parachutes out to the Triskelion on the ground.

"Cap? Cap, come in. Are you ok" Sam asked?

"Yeah, I'm here! I'm still on the Helicarrier. Where are you" he asked while hanging onto the helicarrier for dear life?

"I'm grounded, the suit's down. Sorry, Cap" Sam said while looking up.

"Don't worry I got it" Steve said climbing up and running towards the computer as Bucky watched him from above.

Meanwhile Laura was taking out an artillery piece when she heard Hill yell "Laura"! "Yeah" Laura asked? "Rumlow is heading for the council" Hill said looking at him on the monitor. "On it" Laura said flying towards it fast.


Laura flew in through the window of the room shattering it as Rumlow heard it from the stairwell with his gun up and approached the room slowly as she got out of her suit while bringing her spear out waiting for him against the wall by the door. "C'mon, c'mon… you son of a bitch" Laura said through her teeth angrily getting into a stance. She sees him enter and knocked him across the head with her spear hard as he stumbled backwards while hitting him a few more times with the handle as he punched her in the face hard breaking her glasses as Laura fell backwards on the ground dropping the spear as she scrambled for it while getting up quickly as she threw her cracked and bent glasses across the floor while spitting blood on the floor as her and Rumlow got in a stance as a large bruise formed on her cheek.

"This is gonna hurt. There are no prisoners with Hydra. Just orders. Are you ready for yours" Rumlow said while pumping his fists!

"Take no prisoners comrades" Laura said with a bad Russian accent while smiling her blood covered teeth while giving him a death stare getting in a stance. "See that stab wound still on your wrist from our previous fight" Laura asked while smiling widely at it as he looked at it. "Next one goes through your head" Laura yelled as she blocked his oncoming punch with her spear as they began to exchange blows!


Meanwhile Steve confronts Bucky blocking the computer

"People are gonna die, Buck. I can't let that happen" Steve pleaded. As Bucky gave him a cold stare.

"Please, don't make me do this" Steve begged as Bucky just stared at him as he threw his Shield at him and the two began to fight.

Back at the security council "Done" Nat said while she looked at her phone "And it's trending" Nat said smugly holding it. Suddenly Pierce sets off the pins he gave the council members, causing it to burn deeply into their sternums as Nat and Fury point their guns at Pierce.

"Unless you want two inch hole in your sternum, I'd put that gun down" Pierce said holding the trigger.

"That was armed the moment you pinned it on" Pierce told them smugly as Fury and Nat reluctantly lower their pistols.

"One minute" Hill yelled! "We've reached three thousand feet. Sat link coming online now" Laura heard through her earpiece getting distracted as she got punched in the eye again by Rumlow stumbling backwards seeing stars as several bruises and cuts were on her face and had bruised hands from punching him as she held up her bloodied fists panting heavy as she gave Rumlow an upper cut to his chin as they continued their fight.

"Deploy algorithm". "Algorithm deployed". "We are a go to for targets" Pierce said as the satellite brought them online as targets appeared on multiple sites across D.C, the White house, the Pentagon, Stark Tower and the Northeast aiming to kill over 700,000 people as it says on Hill's screen.

"30 seconds Cap" Hill announced as Steve tried to plug in the chip as Bucky shot him in the chest.

"Target saturation reached. All targets assigned". "We are go for targets". "Fire when ready". "Firing in, three, two, one" as Steve managed to get up and place the chip in the helicarrier's targeting systems overriding it and locking it down.

"Charlie locked" Steve said as Hill saw the targets go offline as Laura breathed a sigh of relief dodging a punch from Rumlow as she threw her spear at his head fast who dodged it at the last second.

"Where are the targets? Where are the targets" an agent yelled looking at his screen?

"Ok, Cap, get out of there" Hill told him.

"Fire now" Steve yelled still on the carrier!

"Steve are you crazy" Hill asked?

"Do it! Do it now! Steve yelled as Hill who reluctantly had the helicarriers open fire on each other, while Steve was on it looking down at Bucky below him pinned as the helicarriers fired upon each other as they slowly began to fall towards Shield Headquarters and the Potomac below.


"What a waste" Pierce said as they saw the collapsing helicarriers.

"Are you still on the fence about Rogers' chances" Nat asked smugly?

"Time to go, Councilwoman. This way come on. You're gonna fly me out of here" Pierce said gesturing his gun.

"You know, there was a time I would have taken a bullet for you" Fury told him.

"You already did. You will again when it's useful" Pierce told him as Nat shocked herself with the pin as she collapsed on the ground as Fury shot Pierce who collapsed fell through the glass.

"Romanoff! Natasha! Natasha, come on" Fury pleaded as Nat opened her eyes. "Ow. Those really do sting" Nat said as Pierce stared at the helicarriers destroying each other and said, "Hail Hydra" as he died!


Laura and Rumlow are still fighting each other as Laura grabbed her spear stabbing him through his stomach quick and withdrew the spear just as fast as he screamed in pain as he lifted her up by her shoulders and threw her across the room as Laura crashed through the glass table cutting her hands as she landed on the broken glass on the floor and dropped her spear as he pulled out his gun aiming at her as she crawled over for it quickly grabbing it as Rumlow jumped between her and the window with his stomach covered in blood.

"Your out of your depth" he said about to pull the trigger as she went wide eyed seeing one of the helicarriers about to crash into them as she brought the spear back into the handle quickly and attached it while running from it as Rumlow is caught in the debris as she gestured her arms for her suit as it flew onto her and she jumped out the window leaving Rumlow behind as she took off seeing the helicarrier crash into the Triskelion.

"Perfect timing Jarvis" she said breathing heavy as she saw Fury flying a helicopter with Nat and Sam in it.

"Laura you ok" Nat asked in the mic as she saw her fly next to the helicopter.

"Yeah all good what about Steve" Laura asked worried as she saw Nat, Sam and Fury in the helicopter? "Hill you have location on Rogers" Nat asked?

Meanwhile on the 3rd helicarrier

"You know me" Steve pleaded at Bucky as he attacked him.

"No, I don't" Bucky yelled!

"Bucky, you've known me your whole life" Steve continued as Bucky punched him again as Steve stopped fighting him.

"Your name is James Buchanan Barnes" Steve told him.

"Shut up" Bucky yelled punching him!

"I'm not gonna fight you. You're my friend".

"You're my mission" Bucky stated continuing to punch him in the face.

"Then finish it" Steve nodded as Bucky lifted his fist up again. "Cause I'm with you to the end of the line" Steve finished as the helicarrier crashed into the ground as Bucky had memories brought up and pulled Steve out of the water and onto the shore


In Steve's hospital room Steve was sleeping after his surgery as Sam and Laura were reading with Laura looking like a wreck with her face and eyes covered in bruises and she had a bandage on her left cheek over a gash along with her bruised hands and shoulders wearing a long sleeve shirt covering them as Marvin Gaye's "Trouble Man" was playing as Steve woke up on his bed and saw them "On your left" he said seeing Sam and Laura next to him as they smiled.

"Marvin Gaye better be on that list Steve" Laura said as Steve chuckled.

"I made him put it on" Sam told her.

"What happened to you" Steve asked Laura looking at her face. "Turns out I'm not that good at Mma" Laura joked as Steve smiled.


Later Laura and Nat are being sworn in for their congressional hearing with Laura wearing a usual black pant suit with an American flag pin. "Do you solemnly swear to tell the truth the whole truth and nothing but the truth" the bailiff asked them? "I do" both of them nodded.

"Why haven't we yet heard from Captain Rogers" the committee general asked?

"I don't know what there is left for him to say. I think the wreck in the middle of the Potomac made his point fairly eloquently" Nat told him.

"Well, he could explain how this country's expected to maintain its national security now that he, Ms. Watson and you have laid waste to our intelligence apparatus".

"Anyone with eyes and the access to the internet could see that that "Intelligence apparatus..." Laura said suing air quotes. "...Was going to kill millions of people including me and some of your fellow colleagues here in Congress" Laura said failing to contain her anger as she gave him a death stare.

"Hydra was selling you lies" Nat added.

"Many of which you seem to have had a personal hand in telling" the general countered.

"Agent, you should know that there are some on this committee who feel, given your service record, both for this country and against it, that you belong in a penitentiary, not mouthing off on Capitol Hill" Scudder told her as Laura was about to snap but Nat put her hand up.

"You're not gonna put me in a prison. You're not gonna put any of us in a prison. You know why" Nat asked him?

"Do enlighten us" Scudder asked?

"Because you need us. Yes, the world is a vulnerable place, and yes, we helped make it that way. But we're also the ones best qualified to defend it. So, if you want to arrest me, arrest me. You'll know where to find me" Nat said as they walking away.

"And you don't have the guts to go after me and besides mouthing off to Congress has become a hobby of mine so" Laura dared them as she caught up with Nat "These things are always fun" Laura told Nat who smiled faintly.


Laura, Steve and Sam are staring at Fury's grave as he approached them "So, you've experienced this sort of thing before" Fury asked them?

"You get use to it" Steve replied.

"I already beat you to the whole play dead thing" Laura added nonchalantly.

"We've been data mining Hydra's files. Looks like a lot of rats didn't go down with the ship. I'm headed to Europe tonight, wanted to ask if you'd come" Fury asked them? "There's something I gotta do first" Steve told him.

"How about you, Wilson? Could use a man with your abilities" Fury asked?

"I'm more of a soldier than a spy" Sam replied.

"Watson" Fury asked looking over at her?

"I need a vacation from this vacation" Laura said while subconsciously rubbing her scar by her waist.

"Alright then" as they shook hands. "Anybody asks for me, tell them they can find me right here" Fury said while nodding at his gravestone as he walked away.

"You should be honored, that's about as close as he gets to saying thank you" Nat spoke up walking towards them.

"Not going with him" Steve asked her?

"No" Nat answered.

"Not staying here" Steve asked?

"I blew all my covers, I gotta go figure out a new one" Nat said while looking at Laura who smiled back.

"That might take a while" Steve replied.

"I'm counting on it. That thing you asked for, I called in a few favors from Kiev" Nat said while giving him a file. "Will you do me a favor? Call that nurse" Nat asked him?

"She's not a nurse" Steve corrected.

"And you're not a Shield agent" Nat countered.

"What was her name again" Steve asked?

"Sharon. She's nice" Nat said kissing him on the cheek and hugged Laura who hugged her back.

"Thank you" Laura told her seriously who nodded back. "Next time I say we just all go to the zoo or something" Laura joked as Steve and Nat smiled while walking away.

"Be careful, Steve. You might not want to pull on that thread" Nat said as Laura suited up.

"Well as fun as all this was, I'm going to go back and "hide" for a while" Laura said hugging Steve and shaking Sam's hand.

"When do I get to meet this boyfriend of yours" Steve asked her smiling.

"When you ask Sharon out. We'll have a double date" Laura joked back as he and Sam watched her take off.

"You're going after him" Sam asked him? "You don't have to come with me" Steve told him. "I know. When do we start"?


Post Credits Scene 1: "It's over. Fury has released everything to the public" List said.

"Everything he knows about" Strucker added.

"Her Strucker, if they get word of our work here, if they find out we serve Hydra…" List said with worry as Strucker interrupted.

"Hydra, Shield two sides of a coin that's no longer currency" Strucker said as they walked over to the corner of lab where Loki's scepter is being held.

"What we have is worth more than any of them ever knew. We've only scratched the surface and already…" as they began walking.

"There are other facilities doing Hydra's good work around the world. We'll feed them to Captain America, Laura Watson and their colorful friends. Keep them off our scent" Strucker told him.

"What about the volunteers" List asked?

"The dead will be buried so deep their own ghosts won't be able to find them" Strucker reassured him.

"And the survivors" List asked as the twins appeared in the cell's? "The twins. Sooner or later they will meet the twins. It's not a world of spies anymore, not even a world of heroes. This is the age of miracles, doctor. There's nothing more horrifying than a miracle" Strucker finished.


Post Credits Scene 2: After having lunch Laura was walking with T' Challa outside after explaining to him the mess in D.C. "I'm beginning to think I shouldn't let you leave you get into trouble too much" T' Challa joked as Laura smiled up at him.

"No, I hang out with people who get into trouble and they drag me along as I help them clean up the mess" Laura countered.

"Well in any case I'm glad you're ok watching you crawl on that street seeing the panic in your eyes wasn't easy for me" he said as Laura sighed and scratched the scar by her waist.

"I know and seriously I'm sorry and like last time I had to explain to my family and yours what happened since I had some shadow spy agency come after Steve and I" Laura told him.

"Come" T' Challa told her while grabbing her hand as they walked over to a tower and got in the elevator.

"Do you remember this place" T' Challa asked her as they approached the edge of the floor.

"Yes, that first night I was here and where we kissed the first time.

"Yes, it was that night when I realized I couldn't live without you and after not hearing from you after watching you on the news I thought you died" T' Challa told her as he reached inside his pocket.

"Where are you going with this" Laura asked with an eyebrow raised?

"Laura Watson will you marry me" T' Challa asked while getting down on knee and bringing out a Vibranium engagement ring as Laura stood there in shock trying to come up with words.

"Laura…" T' Challa asked as Laura managed to nod yes with tears in her eyes.

"Yes… Yes, I will marry you" she managed to say as T' Challa put the ring on her finger as they kissed.

"Damn it" Laura said interrupting it moments later. "What" he asked? "I owe Jess another 20 bucks" Laura said while shrugging her shoulders smiling.