In Arnim Zola’s lab, Sharon Carter confronts the man who claims to be Steve Rogers and recognizes him: he is the 1950s hero who idolized Captain America, and became him, even down to changing his name and his face…but then became a dangerous paranoid anti-Communist and a menace until stopped by the real Captain America. Unnerved by the sight of this madman wearing her beloved Steve’s face, she prepares to shoot him but is overpowered by Aleksander Lukin and Dr. Faustus who have her taken away and assure "Steve" he is the real Cap. Meanwhile their Presidential candidate Gordon Wright is gaining in popularity through his law-and-order campaign.
In upstate New York, Captain America (Bucky) and the Falcon follow a lead from Faustus’ abandoned clinic (issue #35) to a factory where they find Arnim Zola and his minions shutting the place down. They invade the facility, taking on A.I.M. thugs and confront Zola. After a violent melee, the Nazi mad scientist transfers his consciousness to another cyborg body elsewhere and sets the place to self-destruct. The Falcon narrowly gets Cap out of there and they wonder what the Red Skull was trying to hide. At the villains’ base, as Zola reports to Lukin/the Red Skull, Faustus continues with "Steve’s" training, showing him video of Bucky in action as Cap and telling "Steve" that not only is this man a rank impostor but that he killed Jack Monroe, the 1950s Bucky, "Steve’s" sidekick.