The insane 1950s Captain America hurls the new Cap—Bucky Barnes—through a window, and pursues him to the roof below, shouting, "Murderer!" At this point Bucky realizes that he should have listened to the Falcon when he warned him not to go rushing in to anything….
At the villains’ base, the Red Skull, Dr. Faustus and Arnim Zola are watching the battle between the two Captain Americas with interest via view screen, unaware that Sharon Carter is forcing Sin to lead her out of the building at scalpel point….
The two Caps fight across the rooftops, with Bucky unable to overcome his superstrong foe. "Cap’s" angry taunts that Bucky doesn’t deserve to wear the colors begin to unnerve him….
Sin disables Sharon with a head butt to the face, knowing that the SHIELD agent didn’t have the guts to kill her. Sin summons the guards, but only so she can have an audience for her revenge….
Bucky-Cap manages to overpower 50s Cap and unmask him and he is horrified to see Steve Rogers’ face. Bucky asks if his opponent really is Steve, doesn’t he know who he (Bucky) is? "Cap" replies, "You’re the guy who killed Bucky…."
Sharon is still under the influence of Faustus’ drugs and is unable to fight back effectively. It’s only the realization that if she loses, the Red Skull will take her baby that forces her to redouble her efforts. She ends up struggling against Sin for a fallen knife….
Bucky unmasks to reveal his face to the 1950s Cap, who sees his former partner in him. At this the killer’s programming starts to break down, and the watching Skull orders Faustus to send the recall code. When Bucky apologizes for killing the 50s sidekick, "Cap" flies into a rage and knocks Cap off the roof…where he is caught by the Falcon, who guessed what Bucky was planning to do. Falcon has Redwing follow the fleeing impostor, while Bucky realizes he deserves the hate his opponent revealed. As the villains blame one another for the failure of this phase of their scheme, the Red Skull is summoned…and sees his sadistic daughter standing over the fallen Sharon, who has the knife sticking in her belly. As the wounded hostage is rushed to the medical bay, the Red Skull slaps Sin, saying, "I never should have let you live."