Zola, fearing that the lie will result in his death by the Red Skull, concedes to Phillips and tells him information of the Red Skull's only remaining Hydra base. Rogers sulks in a war-ravaged bar. Carter arrives and comforts Steve, after losing his best friend. Steve realizes that Erskine's serum rapidly regrows dead cells, rendering it impossible for Steve to get drunk. The two flirt a bit and talk about having a dance, once again.

Rogers and his team prepare a battle plan to take down Red Skull at his headquarters. Rogers, dressed in a new uniform, mounts a Harley and charges the base. He easily dodges Hydra soldiers and tanks and finds himself within the base, surrounded by a Hydra army. He is taken into custody and led to the Red Skull's private weapons lab. Red Skull asks what makes Steve so special. Steve says "Nothing. I'm just a kid from Brooklyn." moments before members of his team come zip-lining into Red Skull's office.

A climatic firefight ensues as hundreds of soldiers, under the direction of Phillips and Carter storm the base, killing many Hydra soldiers. Red Skull flees to his private hangar, in which a gigantic flying wing is preparing for take off. Steve attempt to catch up with the plane on foot, but is unable. Phillips and Carter arrive, behind the wheel of Skull's roadster, and the three take off after the plane. Just as Steve is about to leap onto the plane Peggy stops him and kisses him. Steve leaps from the roadster onto one of the plane's massive wheels.

He sneaks into the craft where he finds dozens of kamikaze planes/missiles, each labeled with a different major American city. Hydra soldiers soon enter the room and Steve battles them, taking out numerous men and tiny planes. One of the planes, labeled New York, drops free. Steve takes off after it and manages to commandeer the craft and crashes it back into the flying wing.

Inside the large cockpit, Captain America and Red Skull have a fisticuffs battle. Red Skull fires his cube-energy pistol at Steve who easily deflects the shots using his shield. A shot is deflected into one of the cockpit's center consoles which contains the glowing blue cube. The console is damaged and Skull lifts the cube into the air. Suddenly a portal opens above him, showing starry space. The Red Skull glows brightly and is seemingly disintegrated.

His remains are swept up into the cosmos. The cube, still glowing brightly, drops to the ground and burns its way down through the plane's hull before plummeting into the ocean below. Steve mans the plane's controls and radios Carter. He tells her that the plane is on a flight-path that will take them to the Eastern Seaboard. He tells her that their dance will have to wait. He pushes the plane into a dive and crashes it into a glacier below. Peggy can only hear static.

Steve awakens in a 1940's hospital. An old-fashioned radio transmits the play-by-play of a Dodger game. He gets up, looks out the windows and watches as the hospital door opens. A young nurse (Amanda Righetti) who bares a striking resemblance to Peggy enters. She waits for a response from Steve, who suspiciously looks at her. He asks why the radio is playing a Mets game from May 1941... a game that he was at. She reaches into her pocket and withdraws a walky-talky.

Two tall soldiers in black uniforms enter the room, and Steve easily tosses them through a wall. Steve steps through the hole and is surprised to see that he was on a movie-set. He runs through the dark corridors, pushes a door open and appears in a modern skyscraper, bustling with people in business suits. He flees the building and finds himself in 2011's Time Square. He peers around, shocked by his surroundings, and watches as numerous matching black SUVs encircle him.

Nick Fury (Samuel L Jackson) steps out and carefully speaks to Steve. He tells him that he's been asleep, in ice, for 70 years, in a state of suspended animation. The hospital set was meant to gradually introduce him to modern society. Still perplexed, Steve breathes heavily and sadly tells Fury that he had a date. (Steve is aware that Peggy, and everyone else he used to know in the 1940s, is long dead.)

In a post credit scene, Steve is in an old-fashioned gym. He pummels a punching bag so hard that he knocks it off it's chain and sends it flying across the room. Fury enters the gym, and asks Steve if he's had trouble sleeping. Steve cynically asks if Fury has come with another mission. Fury replies to the positive.

Suddenly we see images of all the superheroes, whom include Steve/Captain America, Thor (from the movie of the same name), Tony Stark (from the 'Ironman' movies), Hawkeye, Black Widow, Bruce Banner (from 'The Incredible Hulk') and other Shield agents preparing for battle. Fury, tells him that "They're up." His personal mission to build an army of superheroes is complete.