[Scene cuts to Italy with a crowd comprised of soldiers]

STEVE ROGERS: How many of you are ready to help me sock old Adolf on the jaw? [silence from the crowd of soldiers] Okay. Uh...I need a volunteer?

ARMY HECKLER #1: I already volunteered! How do you think I got here? [the crowd of soldiers laugh] Bring back the girls! [there's a cheer from the soldiers]

STEVE ROGERS: I think they only know the one song. But um... let me... I'll... I'll see what I can do.

ARMY HECKLER #1: You do that, sweetheart.<

ARMY HECKLER #2: Nice boots, Tinker Bell! [the crowd of soldiers laugh]

STEVE ROGERS: Come on, guys. We're all on the same team here.

ARMY HECKLER #3: Hey, Captain! Sign this! [he stands turns and pulls his pants down]

[The soldiers throw tomatoes at him. He blocks them with his shield and leaves the stage as the women come on stage, to the enjoyment of the soldiers]

BRANDT'S AIDE: Don't worry about it, they'll warm up to you.

[In the camp, Steve is sketching in his notebook. Peggy comes towards him]

PEGGY CARTER: Hello, Steve.

STEVE ROGERS: Hi.
PEGGY CARTER: Hi.

STEVE ROGERS: What are you doin' here?

PEGGY CARTER: Officially I'm not here at all. That was quite a performance.

STEVE ROGERS: Yeah. Uh...I had to improvise a little bit. Crowds I'm used to are usually more uh...

PEGGY CARTER: But I understand you Americans knew hope?

STEVE ROGERS: Bond sales take a ten percent bump in every state I visit.

PEGGY CARTER: Is that Senator Brandt I hear?

STEVE ROGERS: At least he's got me doin' this. Phillips would have had be stuck in lab.

Peggy Carter: And these are your only two options? A lab rat or a dancing monkey? You were meant for more than this, you know? [Steve goes to respond but hesitates] What?

STEVE ROGERS: You know, for the longest time I dreamed about coming overseas and be on the front lines. Serving my country. I finally get everything I wanted, and I'm wearing tights. [Notices the medics and other hurt soldiers] They look like they've been through hell.

PEGGY CARTER: These men move the most. Schmidt sent out a force to Azzano. Two hundred men went up against him and less than fifty returned. Your audience contained what was left of the 107th. The rest were killed or captured.

STEVE ROGERS: The 107th?

PEGGY CARTER: What?
[Steve gets up and runs towards the colonel]

STEVE ROGERS: Colonel Phillips?

Col. CHESTER PHILLIPS: Well, if it isn't the star spangled man with a plan. What's your plan today?

STEVE ROGERS: I need the casualty list for Azzano.

Col. CHESTER PHILLIPS: You don't get to give me orders, son.

STEVE ROGERS: I just need one name. Sergeant James Barnes from the 107th.

Col. CHESTER PHILLIPS: [pointing to Peggy] You and I are gonna have a conversation later that you won't enjoy.

STEVE ROGERS: Please tell me if he's alive, sir. B-A-R...

Col. CHESTER PHILLIPS: I can spell. I have signed more of these condolence letters today than I would care to count. [he rummages through some papers] But the name does sound familiar. I'm sorry.

STEVE ROGERS: What about the others? Are you planning a rescue mission?

Col. CHESTER PHILLIPS: Yeah! It's called winning the war.

STEVE ROGERS: But if you know where they are, why not at least...?

Col. CHESTER PHILLIPS: They're thirty miles behind the lines. Through the most heavily fortified territory in Europe. We'd lose more men than we'd save. But I don't expect you to understand that, because you're a chorus girl.
STEVE ROGERS: I think I understand just fine.

Col. CHESTER PHILLIPS: Well then understand it somewhere else. If I read the posters correctly, you got some place to be in thirty minutes.

STEVE ROGERS: Yes, sir. I do.

[Phillips walks towards Peggy]

Col. CHESTER PHILLIPS: If you have something to say, right now is the perfect time to keep it to yourself.

[Phillips walks away. Steve looks at the military map which shows where the men are. Peggy realizes what he wants to do]


PEGGY CARTER: What do you plan to do? Walk to Austria?

STEVE ROGERS: If that's what it takes.

PEGGY CARTER: You heard the Colonel, your friend is most likely dead.

STEVE ROGERS: You don't know that.

PEGGY CARTER: Even so, he's devising a strategy to take-

STEVE ROGERS: By the time he's done that, it could be too late! You told me you thought I was meant for more than this. Did you mean that?

PEGGY CARTER: Every word.

STEVE ROGERS: Then you gotta let me go.

PEGGY CARTER: I can do more than that.

[Steve goes and grabs one of the helmets of the show girls with an 'A' on it.]

HELPER #1: On stage, girls.

SINGING WOMAN: Where's my helmet?

HELPER #2: Anyone seen, Rogers?

[Steve and Peggy are in a plane devising a plan while Howard Stark pilots it]

PEGGY CARTER: The Hydra camp is in Krausberg, tucked between these two mountain ranges. It's a factory of some kind.

HOWARD STARK: We should be able to drop you around the doorstep.

STEVE ROGERS: Just get me as close as you can. You know you two are gonna be in a lot of trouble when you land.

PEGGY CARTER: And you won't?

STEVE ROGERS: Where I'm going, if anybody yells at me I can just shoot 'em.

PEGGY CARTER: They will undoubtedly shoot back.

STEVE ROGERS: [referring to the shield] Well, let's hope it's good for something.

HOWARD STARK: Agent Carter, if we're not in too much of a hurry, I thought we could stop off in Lucerne for a late night fondue.

[Peggy looks awkwardly at Steve]

PEGGY CARTER: Stark is the best civilian pilot I've ever seen. He's mad enough to brave this airspace, we're lucky to have him.

STEVE ROGERS: So are you two...? Do you...? Fondue?

PEGGY CARTER: This is your transponder. Activate it when you're ready and the signal will lead us straight to you.

STEVE ROGERS:Are you sure this thing works?

HOWARD STARK: It's been tested more than you, pal.

[Suddenly, their plane is being attacked. Steve goes towards the opened door of the plane to jump]

PEGGY CARTER: Get back here! We're taking you all the way in.

STEVE ROGERS: As soon as I'm clear, turn this thing around and get the hell outta here!

PEGGY CARTER: You can't give me orders!

STEVE ROGERS: The hell I can't! I'm a captain! [he looks at her and then jumps out of the plane]

[Cut back to the HYDRA BASE. Dr. Zola and Schmidt are walking down the labs]

Dr. ARNIM ZOLA: As you can see, production of the Valkyrie progressing on schedule, even with components of this size.

JOHANN SCHMIDT: Increase the output by 60% and speak with our other facilities to do the same.

Dr. ARNIM ZOLA: But these prisoners, I'm not sure they have the strength.

JOHANN SCHMIDT: Then use up what strength they have left, Doctor. There are always more workers.

[A HYDRA worker comes up to Zola with a clipboard]

Dr. ARNIM ZOLA: Not now!

[Cut back to Captain America infiltrating the base and finding the soldiers. One of the guards looks at Dum Dum Dugan, a prisoner and member of the 107th. The guard knocks out his hat.]

DUM DUM DUGAN: You know, Fritz, one of these days I'm going to have a stick of my own.

[Steve beats the guards]

GABE JONES: Who are you supposed to be?

STEVE ROGERS: I'm... Captain America. [Steve starts freeing the prisoners]

JAMES MONTGOMERY FALSWORTH: I beg your pardon?

DUM DUM DUGAN: [looks at the Asian man, Jim Morita] What, are we taking, everybody?

JIM MORITA: I'm from Fresno, ace.

STEVE ROGERS: Is there anybody else? I'm looking for a Sergeant James Barnes.

JAMES MONTGOMERY FALSWORTH: There's an isolation ward in the factory, but no one's ever come back from it.

STEVE ROGERS: All right. The tree line is northwest, it's eighty yards past the gate. Get out fast and give 'em hell. I'll meet you guys in the clearing with anybody else I find.

GABE JONES: Wait! You know what you're doin'?

STEVE ROGERS: Yeah. I've knocked out Adolf Hitler over two hundred times.

[Steve goes to find Bucky while the rest break out. One of the 107th takes a HYDRA weapon]

JIM MORITA: You know how to use that thing? [the guy proceeds to blast the wall open with the open and they look at each other] Okay!

JOHANN SCHMIDT: [looks at the chaos from a monitor] What is happening?

[Scene cuts back to the 107th escaping. Dugan gets into a HYDRA tank]

DUM DUM DUGAN: Hey. Not exactly a Buick.

GABE JONES: That's "Zündung". ["Ignition" in German]

DUM DUM DUGAN: "Zündung"? I didn't know you spoke German.

GABE JONES: Three semesters at Howard, switched to French. Girls are much cuter.

DUM DUM DUGAN: Didn't ask for the résumé. [They proceed to use the tank and blast stuff]

[Johann Schmidt and Dr. Zola are watching their forces getting decimated by the 107th. Schmidt flips some switches and presses some buttons]

Dr. ARNIM ZOLA: No, no, what are you doing?

JOHANN SCHMIDT: Our forces are outmatched.

[Zola sees Steve on one of the screens, seemingly knowing what it implicates, before rushing out of the room]

[Steve goes off and finds Bucky strapped to a chair in one of Schmidt's testing labs]

STEVE ROGERS: Bucky! Oh my god. It's me! It's Steve! [He unstraps him from the chair]

JAMES BARNES: Steve?

STEVE ROGERS: Come on.

JAMES BARNES: Steve?

STEVE ROGERS: I thought you were dead.

JAMES BARNES: I thought you were smaller. [referring to Steve's change of appearance] What happened to you?

STEVE ROGERS: I joined the army!

[Steve helps Bucky get up and they leave the testing lab. Bucky seems to understand a bit what Steve went through to get the change]

JAMES BARNES: Did it hurt?

STEVE ROGERS: A little.

JAMES BARNES: Is it permanent?

STEVE ROGERS: So far!

[The building is on fire and both of them end up on one side of some bridge. On the other side stands Johann Schmidt and Dr. Arnim Zola. Both Schmidt and Steve approach each other on the bridge]

JOHANN SCHMIDT: Captain America! How exciting! I'm a great fan of your films. So Dr. Erskine managed it after all. Not exactly an improvement, but still impressive.

[Steve punches Schmidt hard in the face]

STEVE ROGERS: You got no idea.

JOHANN SCHMIDT: Haven't I!

[he goes to hit Steve but Steve protects himself with his shield. They fight for a while, seemingly evenly matched, until Dr. Zola pulls a lever that seperates the bridge, Steve and Bucky on one side and Schmidt with Zola on the other]

JOHANN SCHMIDT: No matter what lies Erskine told you, you see, I was his greatest success!

[he peels off the skin on his face to reveal that he is the Red Skull]

JAMES BARNES: [to Steve] You don't have one of those, do you?

JOHANN SCHMIDT: You are deluded, Captain. You pretend to be a simple soldier, but in reality you are just afraid to admit that we have left humanity behind. Unlike you, I embrace it proudly. Without fear!

STEVE ROGERS: Then how come you're running?

[The elevator in which Red Skull and Dr. Zola are in closes. Steve and Bucky try to figure a way to get out]

STEVE ROGERS: Come on, let's go.

[Cut back to Zola and Red Skull]

Dr. ARNIM ZOLA: Sir, we go to the roof? [Sees Schmidt get into one of his own vehicles] What about me? Where will I sit?

[Schmidt gives him the keys to a rather luxurious car]

JOHANN SCHMIDT: Not a scratch, Doctor. Not a scratch.

[Steve and Bucky are escaping the facility. They jump from one side of the bridge to another]

STEVE ROGERS: Let's go. One at a time.
[Bucky jumps first, but as he lands, the gap widens]

JAMES BARNES: Gotta get a rope or something.

STEVE ROGERS: Just go! Get out of here!

JAMES BARNES: No, not without you!

[Steve walks back, putting some distance and runs. He jumps the distance using his super strength]

[Scene cuts back to the camp which Colonel Phillips and Peggy are at. Colonel Phillips is ready a piece of paper as a corporal types what he says]

Col. CHESTER PHILLIPS: "Senator Brandt, I regret to inform you that Captain Steven G. Rogers went missing behind enemy lines on the third. Aerial reconnaissance has proven unfruitful. As a result, I must declare Captain Rogers killed in action. Period."

[Peggy walks in]

PEGGY CARTER: The last surveillance flight is back. No sign of activity.

Col. CHESTER PHILLIPS: Go get a cup of coffee, corporal.

CORPORAL: Yes, sir.

Col. CHESTER PHILLIPS: [To Peggy] I can't touch Stark, he's rich and he's the army's number one weapons contractor. You are neither one.

PEGGY CARTER: With respect, sir, I don't regret my actions. And I don't think Captain Rogers did either.

Col. CHESTER PHILLIPS: What makes you think I give a damn about your opinions. I took a chance with you, Agent Carter. And now America's golden boy and a lot of other good men are dead, cause you had a crush.

PEGGY CARTER: It wasn't that. I had faith.

Col. CHESTER PHILLIPS: Well, I hope that's big comfort to you when they shut this division down. [notices some sort of commotion] What the hell's going on out there?

[The camp goes to see a bunch of soldiers from the 107th, carrying HYDRA weapons and tanks. Leading the march is Steve and Bucky. They are greeted by other soldiers]

STEVE ROGERS: Some of these men need medical attention.

RANDOM SOLDIER #1: Medic, we got wounded!

RANDOM SOLDIER #2: Right over here!

STEVE ROGERS: [To Colonel Phillips] I'd like to surrender myself for disciplinary action.

Col. CHESTER PHILLIPS: That won't be necessary.

STEVE ROGERS: Yes, sir.

[Phillips turns and walks away from Steve and he notices Peggy]

Col. CHESTER PHILLIPS: Faith, huh?

[Peggy walks up to Steve, a smile on her face]

PEGGY CARTER: You're late.

STEVE ROGERS: Couldn't call my ride.

JAMES BARNES: [speaking to the rescued soldiers] Hey! Let's hear it for Captain America!

[All the soldiers cheer and we see Steve genuinely smiling]