"Let's move." someone said.

There was in distinct chatter over radio.

"Don't give him a second to delete, shred, or breathe." someone else said.

In Munich Germany people were shouting.

"Sir, my name is John Walker." Captain America said.

"What are you doing?" he asked in German.

"You're hiding a criminal named Karli Morgenthau. Do you know her?"

"Leave it. You can't come in here and destroy my business."

"Lemar, need a translator. Ask him if he knows Karli Morgenthau and the Flag Smashers." Walker said.

"You heard the names. Where are they?" Lemar asked in German.

"I have no idea what you're talking about. You Americans have become brutes." the cafe owner said in German.

"He says he doesn't know." Lemar said in English.

"Bullshit. That's bullshit. We know she came through here. Now where'd she go?" Walker said and the cafe owner spit and Walker grunted. "Do you know who I am?" he yelled.

"Yes, I do. And I don't care."

"It's a waste of time, man. We ain't gonna find 'em." Lemar said.

"You heard anything back from anybody at Langley?" Walker asked.

"Nah." Lemar said.

"Karli must be funneling something from someone I can't see."

"Listen, she's giving displaced people shelter and medicine."

"I know."

"That kinda thing creates loyalty, man. I know you want this. I get it. But we've literally tried everything we can here. So has Langley, and we keep drawin' blanks." Lemar said and Walker scoffed.

"So we bet on someone who's got a better hand." he said.

In Berlin Germany.

"He's just through that corridor." an officer said.

"Give us a sec. I'm gonna go in alone." Bucky said.

"Same here." Peter said.

"Why?" Sam asked.

"You're an Avenger. You know how he feels about that." Bucky said.

"It's not like you two were known for frolickin' in the sun together."

"He was obsessed with HYDRA. We have a history together. Trust me. I got it." Bucky said and the door buzzed.

"Direktor Schlogl 61… 72." an officer said in German and the door buzzed then closed.

"Longing." Zemo said in Russian and Peter felt something in him go off but fought it and had his hands in a fist. "Rusted." he said again and Peter shut his eyes tight trying to fight it hard. "Seventeen." he said and Peter started losing control but took a deep breath and got control back.

"Those days are over." Bucky said in english.

"I know. I just wanted to see how the new you reacts to the old words. Something is still in there. At least you were not conscious for most of your imprisonment." Zemo said and saw Peter still having a little trouble control the Winter Spider in him.

'For you it is.' he thought.

"That time wasn't exactly a picnic."

"For what it's worth, I'm sorry. It was never personal. You were simply a means to a necessary end."

"Someone recreated the super-soldier serum. I need to find out who."

"You are assuming HYDRA has something to do with this, which is why you came to me, which means you are desperate. Luckily for you, I know where to begin."


"What are you talking about? You wanna break Zemo outta jail? Where are we, Buck? Pete? Have you lost your mind?" Sam said.

"We have no leads, no moves, nothing." Bucky said.

"What we have is one of the most dangerous men in the world behind bars."

"We also have eight Super Soldiers that are loose." Peter said.

"Zemo's gonna mess with our minds. Especially yours. No offense."

"Offense." Bucky and Peter said together.

"Super Soldiers go against everything he believes in. He is crazy, but he still has a code." Bucky said.

"We've been on the wrong side of that code and so have you. He blew up the UN, he killed King T'Chaka and framed you for it. Did you forget that? You think the Wakandans forgot about it? It's a rhetorical question. They didn't. I know why this matters to you, but it's pushing you off the deep end." Peter said.

"We don't know how they're gettin' the serum. We don't even know how many of them there are. Let me just walk you through a hypothetical. Can I?"

"What did you do?" Sam asked

"We didn't do anything."

"What's the book you're reading?" Bucky asked.

"Machiavelli." Zemo said.

"The weakest point in any system isn't the software, the hardware, it's the meatware. The human element. Now, in this lockup, it's nine to one, prisoners to guards. And if two prisoners start fighting, then the protocol says four guards have to respond." Bucky said.

"So why would two prisoners randomly start fighting at that moment?" Sam asked.

"Who knows? There could be many reasons…" Peter said and handed them a note.

He will kill you tonight. Kill him first.

A prisoner started grunting.

"But the point is, these things escalate." Bucky said.

"Lockdown procedures would have to be initiated, and with all those bodies flying around left and right, wouldn't be hard to slip down a hallway or two." the buzzer said.

People started grunting as the buzzer kept sounding.

"Aufseher Menz."an officer said in German on PA.

"And if the fire alarm got tripped while the prisoners were being separated…" Bucky said as the fire alarm started blaring. "…someone could use the chaos to their advantage."

Then a guard started speaking German.

"I don't like how casual you're bein' about this. This is unnatural. Are you… And where are we, man?" Sam said and the door opened. "Whoa. Whoa, whoa."

"No, listen."

"What are you doin' here?"

"We didn't tell 'cause we knew you wouldn't let this happen." Peter said and got a little closer to Bucky.

Bucky was a little worried knowing Peter had had a little trouble controlling Winter Spider for a minute listening to those words.

"What did you do?"

"We need him."

"You're going back to prison!"

"If I may…" Zemo said.

"No!" all three said.

"Apologies."

"When Steve refused to sign the Sokovia Accords, you backed him. You broke the law, and you stuck your neck out for us. I'm asking you to do it again." Bucky said.

"I really think I'm invaluable…"

"Shut up." Sam said. "Okay. If we do this, you don't make a move without our permission."

"Fair."

"Okay, Zemo, where do we start?"


"So our first move is grand theft auto?" Sam asked.

"These are mine. Collected by family over the generations. I spent years hunting people HYDRA recruited to recreate the serum. Because once it's out there, someone can create an army of people… like the Avengers. I ended the Winter Soldier program once before. I have no intention to leave my work unfinished. To do this, we'll have to scale a ladder of lowlifes." Zemo said.

"Well, join the party. We've already started."

"First stop is a woman named Selby. Mid-level fence I still have a line on. From there, we climb."

"So all this time you've been rich?" Sam said.

"I'm a Baron, Sam. My family was royalty until your friends destroyed my country." Zemo said. "Hello, Oeznik." he said in Russian

"Welcome, gentlemen." Oeznik said.

"Old friend." Zemo said and they kissed.

"Please." Sam mumbled and Zemo chuckled softly.

"Apologies if that's a little warm, the fridge is out. But I will see if there is some good food in the galley." Oeznik said in English.


"If it doesn't pass the smell test… give it to them." Zemo said in Sokovian.

"It's good to have you back, sir." Oeznik said in English and Zemo chuckled softly.

"You don't know what it's like to be locked in a cell. Oh. That's right. You do."

"Why don't you tell us about where we're going?" Sam asked.

"I'm sorry. I was just fascinated by this. I don't know what to call it, but this part seems to be important. Who is Nakajima?"

"If you touch that again, I'll kill you." Bucky said.

"I'm sorry. I understand that list of names. People you've wronged as the Winter Soldier and Winter Spider."

"Don't push it."

"I've seen that book. It was Steve's when he came out of the ice. I told him about Trouble Man. He wrote it in that book. Did you hear it? What'd you think?" Sam said.

"I like '40s music, so…" Bucky said.

"'90s." Peter said.

"You didn't like it?" Sam said.

"I liked it." Bucky said.

"I didn't." Peter said.

"It is a masterpiece, James, Peter. Complete. Comprehensive. It captures the African-American experience." Zemo said. "He's out of line, but he's right. It's great. Everybody loves Marvin Gaye."

"I like Marvin Gaye." Bucky said.

"Steve adored Marvin Gaye." Sam said.

"You must have really looked up to Steve. But I realized something when I met him. The danger with people like him, America's Super Soldiers, is that we put them on pedestals." Zemo said.

"Watch your step, Zemo."

"They become symbols. Icons. And then we start to forget about their flaws. From there, cities fly, innocent people die. Movements are formed, wars are fought. You remember that, right? As a young soldier sent to Germany to stop a mad icon. Do we want to live in a world full of people like the Red Skull? That is why we're going to Madripoor."

"What's up with Madripoor? You talk about it like it's Skull Island."

"It's an island nation in the Indonesian archipelago. It was a pirate sanctuary back in the 1800s." Bucky said.

"It's kept its lawless ways. But we cannot exactly walk in as ourselves. James, Peter, you will have to become people you both claim are gone." Zemo said.

Peter turned a little pale at that.


At GRC Resettlement Camp Riga, Latvia children were chattering.

"Karli! You better come upstairs. There's not much time. You should be with her now. She'd want that." Dovich said and the machine kept beeping.

Karli sniffled.

"I'm sorry." she said.


At Madripoor.

"We have to fix this. I'm the only one who looks like a pimp. Only an American would assume a fashion-forward Black man looks like a pimp. You look exactly like the man you're supposed to be playing. The sophisticated, charming African rake named Conrad Mack, aka the Smiling Tiger." Zemo said.

"He even has a bad nickname. Hell, he does look like me, though." Sam said.

"You smell this?"

"Yeah, what is that? Acid?" Sam said.

"Madripoor. No matter what happens, we have to stay in character. Our lives depend on it. There's no margin for error. High Town's that way. Not a bad place if you wanna visit, but Low Town's the other way." Zemo said.

"Let me guess. We don't have any friends in High Town." Sam said and thunder started rumbling.


"Here we are." Zemo said. "Ready to comply… Winter Soldier, Winter Spider?" he asked in Russian and Winter Spider felt a part of him trying to get out.

"Is that the Winter Soldier and Winter Spider?" a man asked.

"Hello, gentlemen. Wasn't expecting you, Smiling Tiger." a bartender said.

"His plans changed. We have business to do with Selby." Zemo said.

"The usual?"

"Ah." Sam said.

"Smiling Tiger, your favorite."

"I love these. Cheers, Conrad." Sam said and the glasses clunk and he grunted. "Mmm. Mmm."

"I got word from on high. You ain't welcome here." Zemo said.

"I have no business with the Power Broker, but if he insists, he can either come and talk to me…" bartender said and looked at Winter Soldier and Winter Spider. "New haircuts?"

"Or bring Selby for a chat."

"A power broker? Really?" Winter Soldier said.

"Every kingdom needs its king. Let's just pray we stay under his radar."

"Do you know him?" Winter Spider asked.

"Only by reputation. In Madripoor he is judge, jury, and executioner." Zemo said. "Winter Soldier. Winter Spider. Attack." he said in Russian.

Then Winter Soldier attacked and the man groaned and grunted while Winter Spider did the same but harder and felt Winter Spider start coming back.

Winter Soldier noticed and felt a little worried wondering if Peter really was ready to leave Wakanda.

"Didn't take much for them to fall back into form." Zemo said and heard guns cocking. "Stay in character or the whole bar turns on us." he whispered. "Well done soldiers." he said in Russian.

"Selby will see you now." a man said in English.

Then they heard a man groaning.

"Thank you." Zemo said. (?)

"You good?" Sam asked and Winter Soldier exhaled sharply but nodded while Winter Spider did nothing.

"You OK buddy?" Winter Soldier whispered gently and Winter Spider shook his head.

"No. I don't think I lost all of it." Winter Spider whispered.

Winter Soldier looked at Sam fighting the worry in him.


"You should know, Baron. People don't just come into my bar and make demands." Selby said.

"Not a demand. An offer." Zemo said.

"A lot has changed since you were here last. By the way, I thought you were rotting away in a German prison. How did you escape?"

"People like us always find a way, don't we? I'm sure you've already figured out what I'm here for."

"You're taller than I'd heard, Smiling Tiger." she said. "What's the offer?" she asked and purred.

"Tell us what you know about the super-soldier serum. And I give you them, along with the code words to control him, of course. He will do anything you want."

"Now that's the Zemo I remember. I'm glad I decided not to kill you immediately. Yeah, you were right to come to me. Arrogant, but right. The super-soldier serum is here in Madripoor. Dr. Wilfred Nagel is the man you wanna thank. Or… condemn, depending on what side of this you're on. The Power Broker had him working on the serum, but… things didn't go as planned."

"Is Nagel still in Madripoor?"

"Oh. The bread crumbs you can have for free, but the bakery is gonna cost you, Baron. And before you get all cute, don't think you can find Nagel without me." she said then Sam's phone vibrated. "Answer it. On speaker." she said and his phone kept vibrating.

"Hello?" Sam said.

"Hey, um, we need to talk about this situation. It's been drivin' me nuts." Sarah said.

"What situation exactly are you talkin' about?"

"Are you high? You know what situation, it's the only situation me and you have."

"What situation, Sarah? Say it."

"The damn boat. And watch your tone. Okay? I let you slide at the bank." she said and he scoffed.

"The bank. Yeah. Laundered so much…" he said and chuckled. "Yeah, they'll come around."

"If that was the case, then why'd they dog you out, Big Time?"

"Yeah, you damn right I'm Big Time. You'll see when I have that banker killed."

"Cass! What'd I tell you about the Cheerios? I don't have time for this! Sam, I'm sorry. I'll call you back."

"Sam"? Who's Sam? Kill them!" Selby said and a gunshot.

They all started grunting as a gunshot again.

"They're gonna pin this on us." Sam said and Zemo sighed.

"We have a real problem now, so leave your weapons and follow my lead." he said and a cell phone chimed.

The phone kept chiming.


"This is not good." Zemo said while there was mimicking gunshots.

Then cell phones started chiming and there were more gunshots.

"Shit!" Sam said.

"Come on!" Zemo said.

"I can't run in these heels!"

Then there were more gunshots and some started groaning.

"You seem to have a guardian angel." Zemo said.

"Well, this is too perfect. Drop it, Zemo." a woman said.

"Sharon?" Bucky and Peter said.

"You cost me everything."

"Sharon, wait. Someone recreated the super-soldier serum and Zemo had a lead." Bucky said.

"That explains why you guys are here. And Selby's dead."

"So what are you doing here?" Peter asked.

"I stole Steve's shield, remember? I also took the wings for your ass, so that you could save him from him. I didn't have the Avengers to back me up. So I'm off the grid in Madripoor."

"Don't blow smoke. I was on the run, too." Sam said.

"Was. Is. Big difference. I don't speak to my family anymore. I can't. My own father doesn't know where I am."

"Listen… Sharon, we need your help." Bucky said and chuckled. "Please." he said and she sighed.

"This isn't over. I have a place in High Town. You'll be safe there for a while."


"Looks like breaking all those laws is treating you well."

"I thought if I had to hustle, might as well enjoy the life of a real hustler. You know how much I'll get for a real Monet?" Sharon said.

"Deactivate your hustle mode. You sell fake Monets."

"No. She means real. This gallery is specialized in stolen artwork. Monet. Van Gogh. Classics." Zemo said.

"It's true. You know, half the artwork in museums like the Louvre is fake. Real stuff sits in places like this." Bucky said.

"Okay, guys, I see what you're doing. You're more worldly than good old Sam." Sam said.

"Yeah. What's Google say?" Peter asked.

"No shit."

"You guys need to change. I'm hosting clients in an hour." Sharon said.


"Much better." Sharon said.

"What's going on, Sharon? You don't ever wanna come back home?" Sam asked.

"They'll lock me up if I step foot back in the States. Madripoor doesn't allow extradition."

"Look, I'm sorry I didn't call, but after The Blip and the chaos, I just…"

"Look, you know the whole hero thing is a joke, right? The way you gave up that shield, deep down, you must know it's all hypocrisy."

"He knows. And not so deep down." Zemo said.

"By the way, how is the new Cap?"

"Don't get me started." Bucky said and she scoffed.

"Please. You buy into all that stars and stripes bullshit. Before you were his pet psychopath, you were Mr. America! Cap's best friend."

"Wow. She's kind of awful now." Peter said.

"Karli Morgenthau and at least seven others have taken the serum." Sam said.

"You guys really should steer clear of all of this for your own safety."

"We know it's a risk, but we won't leave until we find the one who cracked the code." Sam said.

"We got a name. Wilfred Nagel." Bucky said.

"Nagel works for the Power Broker." Sharon said.

"We need your help, Sharon. I can get your name cleared."

"You haggling with my life?"

"Not like that."

"I don't buy that. You pretending like you can clear my name."

"Okay, maybe it is hypocrisy. Maybe you're right. What happened to you. But I'm willing to try if you are. They cleared the bionic staring machine, and he killed almost everybody he's met. Along with the spider kid."

"I heard that." Bucky said.

"Same here." Peter said.

"I don't trust charity." Sharon said.

"All right, a deal then. You help us out, and I get your name cleared." he said and exhaled.

"Well, I sell to some pretty connected people. Lay low, blend in, enjoy the party. Try to stay outta trouble. I'll see what I can find."

"Trouble." Zemo said.


Crowd was cheering.

"Hey, guys. I found him." Sharon said.


"Here we go. Madripoor could give New York a run for its money." Sam said.

"They know how to party." Zemo said.

"With that bounty on your head, the longer you're in Madripoor, the less likely you're ever leaving. All right. He's in there. Container four-two-six-one. I'll watch while you guys talk to Nagel. But hurry. We're on borrowed time." Sharon said and the door creaked.

"Hey, Sharon. You sure this is the right one? It's completely empty." Sam said.

"Positive. It has to be."

A song was playing and got louder.

Then Nagel gasped.

"Dr. Nagel?"

"Who are you? What do you want?" Nagel asked.

"We know you created the super-soldier serum." Sam said.

"Get out of my lab."

"Hey!" Sam said. "You know who he is, right? This is Baron Zemo. I know you've heard of him, too, right? You seem like a pretty smart guy. So you better become conversational real quick."

"How about a counter proposal? Make me a better offer and I'll talk."


"Guys, we have company." Sharon said while they all grunted. "Every bounty hunter in the city is here. We gotta go!" she said and they both grunted.

Then a man screamed and exclaimed.

They both started grunting again.

"Okay. Okay." Nagel said.


Sharon was groaning.


"I was brought into HYDRA's Winter Soldier program to pick up their work after the five failed test subjects in Siberia. When HYDRA fell, I was recruited by the CIA. They had blood samples from an American test subject with semi-stable traces of serum in his system. After much labor, I was able to isolate the necessary compounds in his blood. I was a god. I did what no other scientist since Erskine was able to do. But mine was going to be different. No clunky machines or jacked up bodies. Mine was going to be subtle, optimized, perfect." Nagel said.

"How have we never heard about this?" Sam asked.

"Because… Before I was able to complete my work, I turned to dust. Then when I returned, it was five years later, program had been abandoned, so I came here. The Power Broker was more than happy to fund the recreation of my work."

"How many vials did you make?"

"Twenty. Karli Morgenthau stole those, so… I can only imagine what the Power Broker has planned for that poor girl."

"Where's Karli now?"

"I don't know where she is. But a couple of days ago, she called and asked if I could help someone named Donya Madani. Poor woman has tuberculosis. Typical of overpopulation in displacement camps like that."

"Well, what happened to her?"

"Not my pig. Not my farm."


Outside the was grunting.

Then they exclaimed and then was a gunshot and more groans and gunshots.


"Is there any serum in this lab?" Bucky asked.

"No." Nagel said.

"Now what?" Peter asked.

"Guys, we're seriously outta time here." Sharon said.

"No!" Sam said. "What did you do?"

They all exclaimed and the alarm started blaring.

There were groans and the apparatus was clicking.

The alarm kept blaring.

"Anybody see Zemo?" Sam asked groaning.

"Let's go." Peter said.

"All right! Wait for my signal!" Bucky said but there was a gunfire. "Damn it!"

"And you like living here?" Sam said.

"It's not terrible." Sharon said.

Then they groaned and heard a gun clicking.

"Ah!" Sam said.

"I thought we were going left?" Bucky said.

"You went the wrong way!" Sam said.

"I was clearing the way!"

"I came out first. You had to follow me."

"And where are we now?" Peter asked.

"Guys, not the time!" Sharon said. "I'm out!"

"This is a barricade." Bucky said.

"It's in every action movie!" Sam said.

They exclaimed.

Go." Bucky said. "Come on. Let's go." he said and then heard gunshots.

"Buck!" Sam said.

"Dad!" Peter said and Bucky groaned.

"Let's go!"

"Hello…" Zemo said and heard tires screeching. "Supercharged."

"You're going back to jail." Sam said.

"Do you want to find Karli or not?"

"He's right. We need him. And there's two of us, and at least 20 of them." Bucky said.

"Fine. But if you try that shit again…"

"I wouldn't dream of it." Zemo said.

"Well, that was one hell of a reunion." Sharon said.

"Come back to the States with us." Sam said.

"I can't. Just get me that pardon you promised me."

"Thanks for everything."

"You're not gonna move your seat up, are you?" Sam said.

"No." Bucky said and Peter snickered.


"We've got a big problem. Actually, a couple of them. I'll tell you in the car. Let's go." Karli said.


"There's another entrance around the corner. Have you thought about taking some time to mourn? Look, we don't have to do this right now." Dovich said.

"Yes, we do. Did you ever think you'd end up here, doing this?" Karli said.

"I was always scrambling for a way out. Even thought about jumping in with the military, at one point, but, uh… apparently mob security in Madripoor paid better."

"I always thought I'd be a teacher." she said and chuckled. "Like Mama Donya. Maybe, like, History or Art or something." she said and chuckled. "Professor Karli Morgenthau." she said and chuckled.

"Bit of a tough profession in Madripoor?"

"Never thought I'd end up there, but then when everybody returned, and we got put out on the street, I knew it was the only place that had something that I could use to protect us. Do you remember how scared we were when we took the serum? Felt like my veins were on fire. Prayed it'd kill me. But it was worth it, because this world is ours. Should have been Mama Donya's. We'll use all of our strength to give it to the kids in those camps.

"You know, the Power Broker is gonna catch up with us eventually, right?" he asked and she sighed.

"That's not a problem. Nagel was killed in Madripoor. We've got the last of the serum. The Power Broker is about to come begging."


"So we just have the one fight ahead of us then? I'll take those odds. Maybe you get to be a teacher after all this is over?" Captain America said.

"Maybe. We've got all we need here." the security guard said.

"You said that Sam, Bucky and Peter were here on the same day this happened?"

"Correct, do you think they had anything to do with him getting out?"

"Thank you."

"What?" Lemar said and chuckled. "So, you seriously think Sam, Bucky and Peter would've broken Zemo out of prison?"

"That's exactly what I think they did. They were desperate for leads like us.

"Come on, man. You know we can't accuse 'em of something without evidence."

"Which is why you and I are just gonna run with this one for a minute." Captain America said and Lemar scoffed.

"Okay, so I take it what happens next isn't a strictly on-the-books type thing, is it?"

"Lemar, if we get the job done, you think they're gonna sweat us on the how?"

"Donya Madani. She's a refugee, yeah."


"Okay, I'm on it." Torres said.

"Okay. Call me if you get a hit." Sam said.

"Will do."

"Thanks, Torres." Sam said and sighed.

"You okay?" Bucky asked.

"Yeah. Just thinking about all the shit Sharon had to go through. And Nagel referring to the American test subject like Isaiah wasn't even a real person. Just makes me wonder how many people have to get steamrolled to make way for this hunk of metal."

"Well, it depends on who you ask. That hunk of metal saved a lot of lives." Peter said.

"Yeah, I get that. All right. Maybe I made a mistake."

"You did." Bucky said.

"Yeah. Maybe I shouldn't have put it in a museum. I should have destroyed it."

"Look, that shield represents a lotta things to a lotta people, including me. The world is upside down, and we need a new Cap, and it ain't gonna be Walker. So before you destroy it, I'll take it from him myself."

Then a cell phone started vibrating.

"Yeah. Yeah. Okay. Thanks. Good work." Sam said. "They found Madani… Dead. She died in Riga, a city near the Baltic Sea."

"I have a place we can go. I, for one, am looking forward to coming face to face with Karli. Oeznik, we're changing the course." Zemo said.


"Hey, Diego! Lennox! Second van." a woman said.

"It's the motherlode." Diego said.

"Enough for a whole camp.

"They're just sitting on this stuff."

"All right. We good?"

"Filthy Flag Smashers." a GRC agent said.

"You had six months' worth of supplies, just sat there in that building. Don't you understand? We're fighting for our lives." Karli said.

"Karli, aren't you taking your car?" Dovich asked.

"No."

"Put your seat belt on. Now!" he said and exclaimed. "Shit!"

"There were still people in there."

"This is the only language these people understand."


At Riga Latvia.

"I heard what became of Sokovia. Cannibalized by its neighbors before the land was cleared of rubble, erased from the map. I don't suppose any of you bothered visiting the memorial? Of course not. Why would you? We are here." Zemo said.

"I'm gonna go on a walk." Bucky said.

"Same here." Peter said.

"You good?" Sam asked.

"Yeah. We'll see you guys in a bit." Bucky said.

They kept hearing beeping softly.

"You dropped something." Bucky said.

"We were wondering when you were gonna show up." Peter said.

"I'm here for Zemo." Ayo said in Wakandan.