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Inside the Helicarrier, Steve was confronted by Bucky.

"People are gonna die, Buck," Steve said. "I can't let that happen." Bucky stared at him coldly. "Please, don't make me do this." Seeing Bucky wouldn't back down, Steve threw his shield at him and they started battling each other. As they fought, Steve managed to bring up the targeting blade system, but as Bucky attacked him, the chip fell from Steve's hand.

The two continued fighting, dropping down levels. Bucky stabbed Steve in the right shoulder and he pulled out the knife with a yell.

"Drop it! Drop it!" Steve yelled and as Bucky continued to hold the chip, Steve broke his arm and held onto his throat until he passed out and let go of the chip.

TRISKELION - SHIELD HQ - OFFICE

"I'm on forty-one, headed towards the south-west stairwell," Rumlow said. Just then, Sam and Elliot attacked Rumlow, but Rumlow managed to knock Sam and Elliot down. "This is gonna hurt. There are no prisoners with HYDRA, just order. And order only comes through pain. You two ready for yours?"

"Man, shut the hell up," Sam and Elliot retorted.

They each went to attack each other.

HELICARRIER

Bucky shot, hitting Steve in the left leg as he climbed up.

"Thirty seconds, Cap," Hill warned.

"Stand by," Steve said as he got the chip out. "Charlie..."

Bucky raised his gun and shot Steve in the stomach.

Steve glanced down at his wound as he slowly fell down, his back against where the chips were stored.

HELICARRIER BRIDGE

Charlie Weapons Tech said, "Target saturation reached. All targets assigned."

Charlie XO instructed, "Fire when ready."

"Firing in, three, two, one." At that moment, Steve managed to get up and place the chip in the Helicarrier's targeting blade overriding the system and locked it down.

"Charlie locked," Steve said as he watched the targets go offline.

"Where are the targets?" Charlie XO asked. "Where are the targets?"

"Okay, Cap, get out of there," Hill instructed as she got the Helicarriers weapon targets to open fire upon each other.

"Fire now," Steve ordered.

"But, Steve..."

"Do it! Do it now!"

Reluctantly, Hill made the Helicarriers open fire on each other. Steve, still inside the Helicarrier, looked at Bucky below him. Back at the Triskelion, Pierce watched the Helicarriers as they were firing at each other.

TRISKELION

"You're out of your depth, kids," Rumlow said.

Suddenly, the first Helicarrier crashed into the Triskelion and Rumlow was caught in the destruction.

Sam said to Natasha who was in the helicopter as he and Elliot sprinted away, "Please, tell us you got that chopper in the air!"

"Sam, where are you and Elliot?" Natasha asked.

"41st floor, north-west corner!" the men yelled.

"We're on it, stay where you are."

Sam and Elliot desperately tried to get away from the destruction the Helicarrier was causing to the building.

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