Hydra scientists are putting together weapons. Zola says that the production of the Valkyrie is progressing on schedule.
Schmidt tells him to increase the output by 60% and tells him to tell the other facilities to do the same.
Zola says that he's unsure if the prisoners have the strength.
Schmidt says to have them use the strength they have left and that there are always more workers.
A man with a clip board walks up to Zola.
"They're using prison labor." Carol sighed.
"What else did you expect?" Fury asked.
A Hydra agent shoves Dugan into a prison cell. Dugan says that soon he's going to have a stick of his own. The agent closes the cell door.
"No emotions." Natasha observed.
"Well... they're Hydra so..." Bucky said.
Steve is running through the dark in the woods. He stops when he sees the facility. Trucks pull in on the road next to him. Steve jumps inside of the last one. Two HYDRA agents look at him. Steve greets them. They fight and Steve throws them out of the back of the truck.
"Just casually greets someone before throwing them out of the back of a truck." Peter said.
The trucks pull into the facility. An agent opens the back of the truck Steve was in. Steve knocked him out with the shield. Steve starts to sneak his way into the facility.
"That place doesn't look threatening at all." Tony said.
Steve taps on a door. An agent goes to open it, Steve punches him. He comes across one of the weapons HYDRA is making, he picks up a piece and pockets it.
"Good move." Natasha said.
Steve knocks out an agent. The prisoners look up at him, and stand up. Steve takes the mans keys. Jones asks him who he's supposed to be.
Steve says that he's Captain America.
Falsworth questions him. Steve unlocks the cell.
Dugan asks if they're taking everyone. Then spares a glance at Morita.
Morita says that he's from Fresno.
"Why would you only take some of them?" Drax asked.
"Well-" Steve started.
"Don't- he doesn't understand it." Quill said.
Steve asks if there's anyone else and says that he's looking for Bucky.
Falsworth tells him that there's an isolation ward that no one's come back from.
Steve tells them to get to the tree line which is 80 yards past the gate and tells them to get out fast, and he'll meet them out there with anyone else he can find.
Jones asks him if he knows what he's doing.
Steve says he does and tells him that he's knocked Hitler out more than 200 times.
"But that was fake, though." Peter said.
"I must admit, you are doing pretty well for someone who's completely untrained." Natasha said.
"Thank you..." Steve said, thought it came out as more of a question.
The soldiers start making a run for it. They start beating HYDRA agents. Other agents start shooting. Dernir picks up one of the tesseract powered weapons. Morita asks him if he knows how to use it. Drenir shoots a wall.
"That answers that question." Sam said.
Schmidt watches them through security cameras and asks what's happening then activates an alarm.
Dugan gets into one of the vehicles and comments about it not being a Buick.
Jones points to the ignition and uses the German word for it.
Falsworth enters the tank and tells Dugan to get it going.
Dugan tells Jones that he didn't know he spoke German.
Jones says that he did 3 semesters at Howards but he switched to French because the girls were cuter.
"Really?" Natasha asks, in faux disgust.
Dugan says that he didn't ask for a resumé then fires the weapon. Hydra agents charge through the doors, all armed.
Schmidt watches the shootout from the security camera. He notices Steve fighting and focuses on him. He activates two bombs each with 7 minute countdowns. Zola asks what he's doing.
Schmidt says that their forces are outmatched.
"So killing everyone is your go to plan!?" Strange exclaimed.
"I am Groot."
"It is a stupid plan." Rocket said.
"I am Groot."
"I don't know why he did it." Rocket said.
Zola sees Steve on the monitor and starts running. Steve kicks an agent over the railing. The soldiers are using the tesseract guns to kill the agents outside. "Keep moving! Grab those grenades!" Morita says. Someone grabs them and throws them, they go off. Schmidt grabs the tesseract, Zola packs up the blueprints, the countdown is at 2:40. Zola leaves the room and sees Steve in the hallway.
"Uh-oh, he got caught." Scott said.
"Yeah no shit, Scott. Hank replied.
Steve walks into the room Zola was just in. Bucky is reciting his rank and serial number. Steve hears and runs over to where he's lying strapped to a chair.
"Why are you repeating your serial number?" Sam asked.
Steve undoes the straps on the chair and tells Bucky that it's him then helps him up and tells Bucky that he thought he was dead.
Bucky says that he thought Steve was smaller.
They start to leave, Bucky is leaning on Steve for support he asks Steve what happened to him.
Steve tells him that he joined the army.
Dugun fires at the wall with the weapon on the tank.
"I think you did more than that." Clint said.
Bucky asks if it hurt.
Steve says it did a little.
Bucky asks if its permanent.
Steve says that it is so far.
The countdown reaches zero and the bombs go off. Steve and Bucky watch, then run up the stairs to avoid the explosions.
"Holy shit!"
Schmidt and Zola are now on the platform across form them. Schmidt greets Steve and says he's a fan of his films. He and Steve start walking toward each other and Schmidt says that Erskine pulled it off but it wasn't an improvement.
"It is an improvement, though. Because he's not crazy... like you." Quill said.
"The people who are the most mad do tend to believe that their always the sanest." Gamora said.
Steve punches him. Schmidt goes to punch him back but Steve blocks it with the shield, he punches him again and this time knocks Steve over. Steve kicks Schmidt in the chest, he goes flying backwards. Zola pulls a lever that retracts the bridge.
Schmidt says that he was Erskine's greatest success. He pulls his mask off that reveals a red skull.
"What the hell!" Tony yelled.
"Whoa." Sam shouted.
"How-" Bruce went to ask, but nobody heard him.
"Oh my god." May whispered.
"How does that even work?" Bruce asked, once the noise died down.
"Maybe it was some sort of side- effect, I mean Erskine did tell Steve that at the time Schmidt injected himself that the serum wasn't ready." Shuri said.
"So he's the 'red skull' that that one guy said Hitler would no longer indulge, I thought that was a euphemism of some sort." Peter said.
Bucky asks Steve if he has one of them.
"I hope not." Coulson said.
Schmidt tells Steve that he is deluded and that he pretends to be a simple soldier but in reality he's afraid to admit that they've left humanity behind and says that he, unlike Steve, wears it proudly and without fear then gets into an elevator with Zola.
"A little humility never hurt anyone." Rhodey said.
Steve asks him why he's running.
"Get called out!" Shuri yelled.
Steve and Bucky continue running up the stairs.
Schmidt and Zola are still in the elevator. Zola asks why they're going to the roof. The elevator doors open to show a single person plane. Zola asks where he's supposed to sit.
"Y'know their relationship reminds me a lot of the one between Captain Hook and Mr Smee." Ned said.
Schmidt hands him a set of car keys and walks to the plane. Zola gets into the car. The plane starts to take off. Zola drives away.
More things in the facility start to explode. Bucky climbs over a railing and starts to walk across a beam, the beam starts to fall.
"This is so tense." peter whispered.
"We know now stop talking." MJ whispered back.
Bucky runs the rest of the way and grabs on to the other railing just as the beam falls. Bucky says that there has to be a rope.
Steve tells him to go.
Bucky says he won't leave without Steve. Steve backs up to the wall to get a running start, he starts running then jumps across.
People cheered.
"Nice."
Someone is typing a letter on a typewriter, Phillips is saying what he wants the man to type. He says that Steve went missing behind the lines and that he's sorry to report him killed in action.
"They thought you died?" Mantis asked.
"Well, I was nowhere to be found and I was gone for a while." Steve said.
"They could have declared you MIA." Clint said.
Peggy enters the tent and says that the latest surveillance flight's returned and there's so sign of activity.
Phillips tells the man at the typewriter to get a cup of coffee.
Phillips says he can't do anything to Howard because he's rich and he;s the army's primary weapons contractor. He tells Peggy that she is neither one of those things.
"Is he threatening you? Is that a threat?" Howard asked.
"It was." Peggy said.
Peggy says that she doesn't regret what she did and she doesn't think Steve did either.
"Of course I didn't regret my actions, they would have probably all died had I not been there." Steve said.
Phillips says he doesn't care about Peggy's opinions and that he tookan chance with her and tells her that its because of her crush that Steve is dead.
"That has nothing to do with anything." Steve said.
Peggy says she didn't have a crush she had faith.
"Something none of them seemed to have." Peggy added.
Phillips says that he hopes its a comfort to her when the division gets shut down.
A group of soldier start running toward something. They all group up and notice Steve along with the soldiers that he rescued walking toward the base.
"I'll be dammed. Is that all of them?" Fury asked.
"All of them." Steve confirmed.
"You brought back some of the weapons with you. Smart." Maria said.
Steve says that some of the soldiers need medical attention and that he'd like to turn himself in for disciplinary action.
Phillips says that that isn't necessary.
"I'm confused, is he a dick or not?" Scott asked.
"It changes from time to time." Peggy said.
Peggy tells Steve that he's late.
Steve holds up his broken transponder and says that he couldn't call his ride.
Bucky says lets hear it for Captain America. Soldiers start cheering.
People start cheering with the soldiers.
Brandt is giving a speech he says that he's honored to present the medal to Steve and calls Steve his close friend.
"Personal friend." Clint snorted.
"Why do you get do deal with the nice senators?" Tony asked.
He turns around but nobody is there.
"You weren't there." Sam said.
"More important things to be done." Steve said.
A man walks out and whispers something in Brandt's ear.
A man(Stan Lee) says he thought Captain America would be taller, mistaking the man for Steve.
"Well this might help with your confusion, that ain't him." Rocket said.
People are standing around a map at the allies HQ in London. Steve says that the fifth one was in poland near the Baltic and the 6th one was 30-40 miles west of the Maginot line. A soldier takes the map Steve says he juts got a quick look.
"Well that 'quick look' provided useful information." Nebula said.
Peggy tells him that nobody's perfect.
They walk over to a group of people surrounding a larger map. Steve says that those are the facilities they know about and that Bucky said they shipped everything to a facility that wasn't on the map.
Phillips says that he wants every Allied eyeball looking for the base.
Peggy asks what they should do.
Phillips says that they're going to set a fire under Schmidt's ass.
"Great analogy." Tony said.
Phillips tells Steve that its his map and asks if he can wipe Hydra off of it.
Steve says he can and that he needs a team.
Phillips says he's putting one together.
Steve says that he is too.
"They weren't going to let you chose your own team, weird." Drax said.
Steve is in a bar with some soldiers. Jones says that they barely escaped with their lives and asks if Steve is asking them to go back.
Steve says he is.
"Sounds great." Sam said.
Falsworth says it sounds fun.
Morita says he's in.
Dugan says he's in if Steve opens a tab.
A few people laughed.
Morita says that that was easy.
Steve calls for another round.
The bartender asks where they're putting all the alcohol.
"Well their soldiers, that should be as good an explanation as any." Rhodey said.
A man is playing piano. Steve walks up to Bucky. Bucky tells Steve that he told him so and that the others were all idiots.
Steve asks Bucky is he's ready to follow Captain America into the jaws of death.
Bucky flinched.
Bucky tells him no and that he's following the little guy from brooklyn who was too dumb not to walk away from a fight. Then he asks if Steve's keeping the outfit.
Steve says that its growing on him.
"You look like the american flag threw up on you." Tony said.
"When you realize Captain America's suit only has one star so he's actually Captain Puerto Rico." Peter said.
Steve's eyes widened in realization.
Peggy, wearing a red dress walks in to join them.
"Red looks good on you." Carol complimented.
"Thank you." Peggy smiled.
She greets Steve. Steve and Bucky greet her. Peggy says that howard has some equipment for Steve to try, and that she see's they're preparing for duty.
Bucky asks if she doesn't like music.
Peggy says she does and that she might go dancing when the war's over.
Bucky asks what they're waiting for.
"Are you flirting with her?" Sam asked, with a laugh.
Peggy tells Steve to be prepared at 0800 hours.
Steve says he'll be there.
Bucky says that he's invisible and that he's turning into Steve and calls it a horrible dream.
A few people laughed.
"Horrible dream indeed." Sam said.
Steve tells him not to take it so hard and says that maybe Peggy has a friend.
"I do, but I think now, she might be too old for you, or dead. In your time anyway." Peggy said.