Two years later

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Even two years later, Steve Rogers, who embodied the role of Captain America, still did not find it easy to fit into the new world. During a training session at the Lincoln Memorial, he made friends with the former paratrooper Falcon, also known as Sam Wilson, who had now made it his goal to help traumatized soldiers in America. Peggy Carter, Rogers' former wartime girlfriend, was now in bed because of her advanced age, but Rogers continued to visit her to stand by her.

On a mission, Captain America, a group of soldiers, the S.T.R.I.K.E., led by Crossbones and Natasha Romanoff aka Black Widow tried to liberate a S.H.I.E.L.D. ship and its crew from Batroc and his pirates, but the missions split up as Black Widow pursued her own goals, which she had received from Nick Fury. She managed to download the ship's data onto a USB stick.

During a subsequent conversation the next day, Captain America confronted Fury, who told him that this was Project Insight. Underneath the S.H.I.E.L.D. building were three helicarriers, armed by satellites so that they could monitor and shoot anyone even before they could become an actual threat. Rogers rejected that kind of freedom and control and withdrew from S.H.I.E.L.D..

Attempting to obtain the information from Black Widow's data storage device, Fury failed and he asked Alexander Pierce, an old friend and head of S.H.I.E.L.D., to put Project Insight on hold for the time being.

Still, Fury was concerned about Pierce's ability to keep that promise, so he wanted Maria Hill to join his team. On the way to the airport, Nick Fury was attacked by several assassins and by the Winter Soldier, but managed to escape and was given refuge in Rogers' apartment. There he was able to tell the soldier not to trust anyone, as S.H.I.E.L.D. has been infiltrated. Shortly thereafter, he was shot by the Winter Soldier. Despite rescue attempts, Fury supposedly died.

Pierce allowed Project Insight to continue, but Captain America did not ally with him and also withhold the information from the USB stick. For treason, Pierce hunted down Rogers, who allied with Black Widow.

They found out that the origin of the data came from a former military camp. Here Arnim Zola, a former Hydra scientist had built his empire by channeling his consciousness into a computer. The latter explained to him that after Red Skull, Hydra had never ceased to exist, for after the founding of S.H.I.E.L.D., Hydra hid within the organization, along with Pierce as Hydra's supreme leader. With Project Insight, the three Helicarriers were now to ensure that order would be restored to the world.

The computer facility, and thus Zola, was destroyed by a missile attack, and Rogers and Romanoff found refuge with Wilson, who came to support them. He equipped himself with a flying machine consisting of two wings and a rocket jet pack.

From the S.H.I.E.L.D. agent Jasper Sitwell, the three learned that with Project Insight Hydra not only wanted to control the humans, but also eliminate all of them through the Helicarrier before they could even become a threat to humanity.

To prevent this, the three tried to enter the headquarters, but were attacked by the Winter Soldier, who turned out to be James Barnes, or Bucky, as Rogers used to call his old friend. In the fall from the railroad in 1944, Bucky survived, but was used by Zola of experiments. As a result, he was implanted with a metal arm and his memory was erased by brainwashing.

Paralyzed by the knowledge, the three were captured by the S.T.R.I.K.E. team, which had the task of killing them. Maria Hill rushed to their aid and took them to a safe place, where they met Nick Fury, who was believed dead and had only faked his death in front of S.H.I.E.L.D.. He explained to them that three chips were needed to derail Project Insight. One chip would have to be replaced in each of the helicarriers in order for the carriers to self-destruct. Rogers did manage to get S.H.I.E.L.D. agents on his side in the plan by explaining through the PA system that Hydra was behind it all, but this did not prevent the Helicarriers from being launched.

While Captain America and Wilson replaced the chips in the three flight ships, Romanoff managed to disguise herself as a member of the World Security Council in order to get close enough to Pierce. With the help of Fury, she was able to post the data from Hydra and S.H.I.E.L.D. on the Internet. Pierce was shot by Fury when he tried to use Black Widow as a hostage after what she did.

In the third and final chip, Captain America was confronted by the Winter Soldier, but managed to use him and freed his friend before his death, as Bucky was trapped between two metal beams in the Helicarrier. With the phrase I'll get through this with you! said by Captain America to Bucky, he got through to him. This was the phrase Bucky once said to Steve when Steve's mother had died. Bucky decided to rescue his old comrade when he fell out of the helicarrier into the water. He left the unconscious Rogers on the shore and went his own way.

Wilson and Rumlow, who were engaged in a fistfight at headquarters at the time, were caught by one of the helicarriers threatening to crash into the building. Wilson was able to be rescued by Fury and Natasha. After the fight, Rogers decided to search for Bucky along with Wilson, while Fury was prompted by S.H.I.E.L.D. to comb through all of his agents to rebuild his organization without being infiltrated by Hydra once again.

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