Captain America: The Winter Soldier (2014) – Complete Annotations

Captain America The Winter Soldier (2014) annotations

Release date: 4th April 2014

Director: Anthony Russo, Joe Russo
Screenwriters: Stephen McFeely, Christopher Markus


Opening shot in Captain America The Winter Soldier

Right out of the credits we see a man running. He’s jogging along the Potomac River, Washington DC. In fact, he’s running on on Ohio Dr SW over a tiny bridge leading into Tidal Basin.

The man is Sam Wilson, who will soon be the Falcon. He’s played by Anthony Mackie.

Anthony Mackie as Sam Wilson/Falcon in Captain America The Winter Soldier (2014)

Falcon is a big part of the Captain America comics lore. He was a villain turned hero, with the winged harness given to him by Black Panther. He also had the telepathic ability to talk to birds which is abandoned for the MCU, although it was brought in cleverly in Captain America Civil War (2016).

He first appeared in Captain America #117 (September 1969). He was created by Stan Lee and Gene Nolan.

Mackie made his film debut in 8 Mile and has gone onto acclaimed roles in films like The Hurt Locker. Mackie told Movieweb:

When I read the script, I was really excited by the relationship between the two of them. In that first scene, I was really happy with how it broke down the relationship between Cap and Sam, and it let you know who they were going to be to each other for the rest of the movie. I feel like that was very smart of the Russo’s and Joss. It gives the audience a very clear understanding of the ride they’re going on from the beginning. But, you know, usually with moviemaking, it’s more of a set up. This is where we are. This is who we are, this is what we’re going to do. This is what happens, the end. With this, you’re literally thrown right into it, so that’s why I always say this movie is like Marvel’s The Avengers 1.5, because it’s basically a to be continued.

And then rushing past him is Steve Rogers, aka Captain America. Once again he’s played by Chris Evans.

Chris Evans as Captain America The Winter Soldier (2014)

This is Evan’s 4th appearance as Captain America in the MCU. We last saw him in Thor: The Dark World (2013). Evans told Collider:

On this movie it’s about him trying to, not just acclimate to the modern world, but I think it’s always been Cap’s goal to do what’s right and be of service, to help where he can. In this movie, I think the question is, “Well, what is right?” I think it was a lot easier in the 40s to know who the evil was. [laughs] There’s no disputing Nazis are bad. [laughs] Now it becomes a little bit more difficult to answer. There’s more of a gray area. What is the right thing? Are you of service to that cause?

They run past the Thomas Jefferson Memorial, then the Lincoln Memorial Reflecting Pool with the Washington Monument in the distance.

They stop for a breather and a chat at National Mall & 3rd Street Southwest. That’s the US Capital Building behind them.

This wonderful list that Cap has. Interestingly, different countries had different lists! Some (like Nirvana, make all the lists). Check out the lists here.

The US list.

  • I Love Lucy – the seminal 1950s comedy starring Lucille Ball.
  • Moon Landing – happened in 1969. Don’t listen to that silliness.
  • Berlin Wall (Up + Down) – the symbol of the Cold War that divided Berlin from 1961 to 1989.
  • Steve Jobs. Former head of Apple.
  • Pisco. A South American brandy.
  • Thai Food. Yum.
  • Star Wars/Trek. What happens when Cap watches Star Trek (2009) and sees Kirk’s Dad?
  •  Nirvana, indeed a band from the early 90s.
  •  Films Rocky (1976) and Rocky II and (1979).
  • And Sam’s suggestion, the Troubleman soundtrack, Marvin Gaye’s 1972 follow up to his seminal What’s Going On album.

Russian list

  • Yuri Gagarin. The Cosmonaut was the first man in space, doing so in 1961.
  • Vladimir Vysotsky. A Russian singer/songwriter (and also actor) who political songs were ignored by the official government, but people loved him anyway.
  • Soviet Union Dissolution – the breaking up of the block of nations occurred in 1991.
  • Moscow Does Not Believe In Tears. A Russian film from 1980, it won the Academy Award for Best Foreign Film.
  • Disco. Rules the airwaves in the 70s. Better than you remember.

The UK list

  • Sherlock TV show. Running since 2010, it puts Sherlock and Holmes in the modern day. Again, what would happen after Cap meets Doctor Strange. He did also meet Everett Ross (in Civil War).
  • The Beatles. As Alan Partridge said, Wings were the band the Beatles could have been.
  • World Cup Final 1966. England won over West Germany. Held at Wembley, it was the most watched television event ever in the U.K.
  • Sean Connery. Legendary actor, and still the best Bond.

South Korean list

  • Dance Dance Revolution. A popular dancing arcade game.
  • Ji-Sung Park. South Korean football player who joined Manchester United in 2005. He could probably keep up with Cap’s speed.
  • Oldboy. The 2003 action film by South Korean director Park Chan-wook. Evans would later star in Park’s Snowpiercer in 2013.
  • 2002 World Cup. South Korea and Japan co hosted the cup. South Korea came fourth, and Brazil won.

French list

  • France 98. Refers to the team that won the 1998 World Cup, which was also held in France.
  • Louis de Funés. French actor and comedian, a huge star in Europe for many decades in hundreds of roles.
  • Coluche. Another comedian, who had a distinct, absurd style. He even ran for President in the 80s.
  • Daft Punk. Pioneering French duo, known for their robotic head masks. Wonder what Tony Stark thinks of them.
  • The Fifth Element. 1997 Luc Besson directed gonzo sci if adventure.

Italian list

  • World Cup (something). Italians love football.
  • Vasco Rossi. A huge rock star in Italy, with 26 albums under his name. He has his own edition of the SongStar video game.
  • Roberto Benigni. Italian comedian and actor, know for his manic energy. He is best known internationally for his film Life Is Beautiful (1997).
  • Ferrari’s victories at F1 Grand Prix. The Italian deluxe car brand has won many times.

Mexican list

  • The Chilean Miners. 33 miners were trapped in 2010 in a mine near Copiapo, Chile. They were all rescued.
  • Maradona’s Hand Of God. Referring to a controversial goal in the 1986 World Cup between Argentina and England, where the legendary Diego Maradona scored a controversial goal, apparently with his hand.
  • Shakira. Modern pop star. Her hips don’t lie.
  • Neri Vela (1st Mexican Astronaut). Rudolpho Neri Vela is indeed Mexico’s first astronaut. He flew in a NASA shuttle in 1985.
  • Octavio Paz (Nobel Winner). Mexican poet. Known for works like The Labyrinth of Solitude in 1950. He won that Nobel prize in 1990.

Spanish list.

  • Rafa Nadal. Rafael Nadal is considered one of the tennis greats.
  • Chupa Chups. Famous tiny lollipop originating in Spain.
  • Héroes del Silencio. A Spanish rock band who were huge in the late 80s and early 90s.
  • 1978 Constitution. It is the current supreme law in Spain, when it became a democracy.
  • Camilo José Cela. Spanish writer, known for his works like The Hive (1950).

Australian list

  • AC/DC. A hard rock band from Australia and a favourite of Tony Stark’s. They did a lot of music for Iron Man 2 (2010).
  • Space Travel. Almost nothing to do with Australia and just a note in general.
  • Steve Irwin. A real life crocodile hunter a nature and animal enthusiast in TV.
  • Skippy the Bush Kangaroo. A sixties Australian TV series about a boy and his kangaroo.
  • Tim Tams. A delicious chocolate biscuit from Australia. Your author literally had two just before writing this.

Brazilian list.

  • Ayrton Senna. The great Brazilian F1 racing car driver. He died in 1994.
  • Wagner Moura. Great Brazilian actor. Best known to international audiences as the star of Narcos.
  • Xuxa. Stage name of a children’s show presenter turned megastar in Brazil.
  • Mamonas Assassinas. A satirical rock band who all died in a plane crash in 1996.
  • Chaves. There’s lots of Chaves, but this is a reference to the sitcom El Chavo del Ocho.

German list

  • Currywurst. A particularly potent and probably unhealthy sausage. Bloody delicious.
  • Oktoberfest. A big beer festival held in Munich. Starts in September so it’s slightly confusing when friends tell you they are going to Oktoberfest but it’s not October.

Phew! Interesting it’s only the top of the list that changes. Most likely the cost of digitally changing the text around Chris Evan‘s writing hand was not worth it.

A car pulls up. It’s a 2014 Chevrolet Corvette Stingray C7.

In the car, it’s Natasha Romanov, aka Black Widow. Played by Scarlett Johansson.

This is Johansson’s 3rd appearance as Widow in the MCU. We last saw her in The Avengers (2012). Johansson told Screenrant:

I didn’t want to just be kind of thrown into this movie because, “Oh, it was a part of this franchise and we need to fill this in.” It needed to make sense obviously. And, you know, I think what we worked really hard on and what we found was actually this kind of commonality between the two characters. I mean, they come funnily enough from kind of opposite ends of the moral spectrum in some ways. But there’s a certain kind of, I think a – I think that they are both characters that have no tolerance, you know, for kind of “the lie.” I mean, they both – even though the Widow is certainly part of the lie in many ways and maybe Cap doesn’t totally buy into that for himself, neither one of these characters want to feel like they’re being lied to.

Mission time. We are over the Indian Ocean.

Explaining things is Brock Rumlow. He’s played by Frank Grillo.

Frank Grillo as Rumlow in Captain America The Winter Soldier (2014).

Crossbones/Rumlow is one of Cap’s best foes, and played a crucial role in Cap’s history. He’s a soldier and former mercenary, who has worked with many of Cap’s fiercest foes like Red Skull and Baron Zemo. He played a crucial role in the Civil War comic book series as well. He also had ties to HYDRA, which will play a bigger role later in this film, although he doesn’t take the mantle of Crossbones until Civil War (2016).

He first appeared in Captain America #360 (October 1989). He was created by Mark Gruenwald and Kieron Dwyer.

Grillo has worked as a tough guy in many films such as Warrior (2011) and The Grey (2012), as well as TV shows like The Shield. Grillo told Screenrant:

For me it was. I loved the first film and I read the script and it was really fantastic. Chris Evans is really fantastic, it was a total no-brainer. Being responsible for a film so beloved by the fan boys – I love that balance.

The ship being held hostage is called the Leumarian Star. It’s a real vessel called the Sea Launch Commander, docked in Long Beach, California.

The name, Leumarian, is a reference to an underwater race in the Marvel comics.

The lead bad guy is Georges Batroc. He’s played by Georges St-Pierre.

Georges St Pierre as Batroc in Captain America The Winter Soldier (2014)

He’s the MCU version of Batroc the Leaper. He’s a bit of a silly 60s invention with that name, but over the years other writers have turned him into simply a formidable foe, mainly for Cap. He’s also French in the comics, with a leapy kick boxing style. No silly pink costume though.

He first appeared in Tales Of Suspense #75 (March 1966) and was created by Stan Lee and Jack Kirby.

St-Pierre is actually a mixed martial artist from Canada. This is his most significant screen role. He’s a three-time former Welterweight Champion of the Ultimate Fighting Championship.

One of the hostages is Agent Jasper Sitwell. He’s played by Maximiliano Hernández.

Maximiliano Hernández as Jasper Sitwell in Captain America The Winter Soldier (2014)

This is Hernández’s 3rd time as Sitwell in the MCU. We last saw him in The Avengers (2012). He also appeared in the Agents Of SHIELD TV (Series 1).

The aircraft has the same propeller system as the SHIELD Helicarriers.


Cap jumps out of the plane. The soldier who asks if Cap was wearing a parachute is Jack Rollins, played by Callan Mulvey.

 Jack Rollins was character who had a one issue appearance in the comics. He was an undercover SHIELD agent that was captured. His only appearance was in Nick Fury vs SHIELD #1 (June 1988) and he was created by Bob Harris and Paul Neary.

 Cap jumping out without a parachute is a nod to the first issue of The Ultimates, a reimagining of the Avengers published in 2002. The MCU takes a lot of elements from that series.

Cap fights several soldiers on the boat.

Note Cap’s costume. It’s new, and a lot less colourful than what we saw in The Avengers (2012). It’s more in line with the costume he wore in the comic book series Super Soldier, published in 2011. Cap’s shield is also muted in colour.

We briefly see Sitwell being held hostage with the others.

Black Widow kicks some ass too.


Cap and Batroc fight.

Cap finds Black Widow downloading stuff. She has a USB. We love USBs.

We are back in Washington, we see the skyline looking over Washington Monument and more. Then the base – Triskelion. It’s a building on Theodore Roosevelt Island, along the Potomac River in Washington DC. It is, of course, a CGI creation.

It’s taken from the comics, at least it was a SHIELD base in the Ultimates universe, a sort of updated Marvel Comics line (which a lot of the MCU takes its cues from).

Inside, the amazing lobby the Cleveland Museum of Art, 1150 East Boulevard, Cleveland. Cleveland was one of the main filming locations for the film.

We see Nick Fury. Played by Samuel L Jackson.

Samuel L Jackson as Nick Fury in Captain America The Winter Soldier (2014)

This is Jackson’s 6th appearance in the MCU. We last saw him in The Avengers (2012).

His office. Looks like a set.

Fury says he lost an eye when he trusted someone. This is still a mystery – how Fury lost his eye in the MCU has never been revealed.


Fury shows Cap his toys. Just lots of Helicarriers and Quinjets and stuff. Fury says Stark had a close up look at the old Helicarrier turbines. That happened in The Avengers (2012).

Cap then takes his bike and shield. It’s a Harley Davidson Softail Breakout.

He drives over Theodore Roosevelt Bridge.

And he goes to the Smithsonian, which is not the Smithsonian at all. It’s the Western Reserve Historical Society History Center. 10825 East Boulevard, Cleveland.

The camera pans past (a replica of) The Spirit Of St Louis. It’s the vehicle Charles Lindbergh took on the first ever transatlantic flight in 1927. The real thing does live at the real Smithsonian.

Cap walks through the exhibition dedicated to him. The exhibition narrator is for some reason Gary Sinise.

We see a quote from President Matthew Ellis. He’s the fictional President in this world, and we saw him in Iron Man 3 (2013).

We see a photo of a scrawny young Steve Rogers, taken from the first film Captain America The First Avenger (2011).

Behind Cap in one shot, the exhibition talks about Azzano, Italy. It was the setting for a battle in Captain America The First Avenger (2011).

Then more from the first film. The Howling Commandos. Characters from the comics that made their way to the film. From left to right are:

  • Jacques Dernier. He’s played by Bruno Ricci.
  • Gaby Jones. He’s played by Derek Luke.
  • Dum Dum Dugan, with the moustache. He’s played by Neal McDonough.
  • In the middle, Cap.
  • To Cap’s left, Bucky Barnes. Played by Sebastian Stan. We will see more of him.
  • James Montgomery Falsworth. He’s played by JJ Feild.
  • Jim Morita is the last one. He’s played by Kenneth Choi.

We last saw them all in Captain America The First Avenger (2011).

Narrator mentions HYDRA, the evil organisation that Cap fought in that first film.

Then some stock footage of Peggy Carter in 1953. She’s played by Hayley Atwell.

Hayley Atwell as Peggy Carter in Captain America The Winter Soldier (2014)

This is Atwell’s 2nd appearance in the MCU as Carter. We last saw her in Captain America The First Avenger (2011).

Peggy mentions her husband. This was is still a mystery. The Agent Carter series was supposed to solve this mystery but was cancelled.


Then Cap visits old Peggy. The location is a 1915 mansion on 2178 Harcourt Boulevard, Cleveland Heights.

Peggy would have been in her early 90s at this point.

The ageing effect is actual a combination of two performances. One is Atwell with no make up, mixed with an elderly woman acting the same role. The two appearances were then digitally mixed.

Not sure if Atwell’s aged voice is a digital effect. It’s very convincing.

At his office, Fury tries to open the USB.

The council.

  • First hologram man we see is Councilman Rockwell. He’s played by Alan Dale. Dale is best known for his many years on the soap opera Neighbours. He’s also appeared in Indiana Jones And the Kingdom Of the Crystal Skull and The Girl With the Dragon Tattoo, and is generally just one of ‘those’ guys.
  • To his right, Councilwoman Hawley. Played by Jenny Agutter. We actually saw Hawley in the darkness, portrayed by Agutter, in The Avengers (2012), making it her 2nd appearance. Agutter appeared in many cult films like Walkabout and Logan’s Run.
  • Then councilman Singh. Played by Bernard White. He appeared in the Matrix films, City Of Angels and more.
  • Councilman Yen. Played by Chin Han. He appeared in The Dark Knight, Marco Polo and more.

Then we see Alexander Pierce. Played by Robert Redford.

Robert Redford as Alexander Pierce in Captain America The Winter Soldier (2014)

There is a SHIELD agent named Alexander Pierce in the comics. He was a surveillance expert, spy and ally of Nick Fury. He’s character has changed a lot for the film.

Pierce first appeared in Nick Fury vs SHIELD #3 (August 1988). He was created by Bob Harris and Paul Neary.

Robert Redford is one of cinema’s great. So many great films – The Sting, All The President’s Men, Butch Cassidy And the Sundance Kid… and many more. Redford told IGN:

One of the reasons that I did [Captain America: The Winter Soldier] was I wanted to experience this new form of filmmaking that’s taken over where you have kind of cartoon characters brought to life through high technology. The Avengers series is a product of high technology playing a major role in the new order of filmmaking so I wanted to experience that—I just wanted to know what that was like and I had that opportunity, so for me it was like stepping into new terrain just to experience what it was like.

Fury asks Pierce to delay Project Insight.


Cap then visits a Veteran’s affairs meeting. It’s being held in the basement of the Pilgrim Congregational Church, 2592 W 14th St, Cleveland.

Cap chats to Sam.

Then we see a skyline view of DC. Then we cut to Fury driving. He’s not in DC.

He’s driving a 2007 Chevrolet Tahoe.

 He calls Maria Hill from his car. We will see more of her later.


 He is ambushed!

It’s the corner of Rockwell and East 6th Street, Cleveland.

Fury kills a lot of cops. God, this is cool.


Fury is chased down Euclid Avenue, Cleveland. This is also where the big battle in The Avengers (2012) was filmed.

Then on Superior Avenue, Cleveland, Fury sees The Winter Soldier.

Sebastian Stan as The Winter Soldier in Captain America The Winter Soldier (2014)

Let’s talk Winter Soldier, played, of course, by Sebastian Stan.

The Winter Soldier is James Buchanan Barnes, aka Bucky, Cap’s trusty sidekick in the comics. For many decades, Bucky was considered the only superhero that remained dead, due to the campy nature of sidekicks from the 40s. In the MCU and the first Captain America film, Bucky was at least aged to be Rogers’ best friend and a formidable soldier.

The Winter Soldier was introduced in Captain America #1, a rebooted numbering from January 2005, written by Ed Brubaker and drawn by Steve Epting. Both men should take the credit for the character, if that mysterious foe did not turn out to be a 60 odd year old comic book character. The comic book version’s overriding arc – a brainwashed assassin t be redeemed – matches the MCU version. As well as that bionic arm.

The Winter Soldier name itself is an odd one, especially for non American audiences. It is an allusion to Thomas Paine’s term in 1776 of the Sunshine Patriot. A Winter Soldier, the opposite, is someone who fights for what is right in harsh times, or when it’s not easy to do. It was first popularly used in the investigations by the US against their own soldiers for War Crimes during the Vietnam war. It wasn’t an easy thing to do.

This is Stan’s 2nd appearance in the MCU. We last saw him in Captain America The First Avenger (2011). Stan told Collider:

That was always the plan, you know? I mean, even in the first one, for me, I feel like sort of knowing ahead where it was potentially going to go, I was always trying to, even back then, see what I can possibly layer in to…sort of, that one day if someone does look at this movie and then kind of goes back and looks at that, they can sort of maybe spot something and then just go, “Oh, I see that that guy had potential to…”

Fury manages to get away.

We see Cap arrive at his apartment. We’re in DC again – 1614 20th Street NW.

In his flat, he bumps into, unbeknownst to him, Sharon Carter. She’s played by Emily VanCamp.

Emily VanCamp as Sharon Carter in Captain America The Winter Soldier (2014)

In the comics she is also known as Agent 13, and is also the niece of Peggy Carter, and a formidable SHIELD agent. She was also a romantic interest for Cap.

She first appeared in Tales Of Suspense #75 (March 1966), created by Dick Ayers, Jack Kirby and Stan Lee.

VanCamp starred in the TV series Revenge and Brothers & Sisters. She won the role over a slew of other actresses, including Anna Kendrick, Felicity Jones, Imogen Poots, Teresa Palmer, Alison Brie, Emilia Clarke, Mary Elizabeth Winstead, Elizabeth Olsen (who got another role with Marvel) and Jessica Brown Findlay.

Music in Cap’s apartment is It’s Been A Long, Long Time, written by Sammy Kahn and Jules Styne. Performed here by Harry James and His Orchestra, from a 1945 recording.


Cap finds Fury, but they’re shortly attacked.

Fury gives Cap the USB.

Sharon Carter reveals herself as Cap chases the Winter Soldier.

Cap has a brief encounter, but Winter Soldier escapes, leaving Cap standing on 1536 Connecticut Avenue NW, looking North.

Black Widow arrives at the hospital.

Fury is announced dead. OR IS HE?


Rumlow takes Cap back to SHIELD for questioning.

Turns out Cap has hidden the USB in the vending machine. How does someone do that?

Pierce meets Cap. He met with Sharon Carter just previously. Pierce gives out some fake news about Fury. He was ahead of his time.


Cap leaves Pierce. He catches a lift. This is a great scene – one of the most iconic in the MCU.

Lots of men get into the lift – including Rumlow and Rollins.

And they fight.

There’s this strange ad that makes use of the fight.

Watching the fight is Sitwell.

Cap escapes and gets his bike. To take on a Quinjet.

The battle takes place on Lorain Road, the Bridge that crosses Rocky River, Cleveland.


Sitwell barks orders. He loves acronyms, like Department of Transport. He also mentions BWI (Baltimore Washington International), IAD (Dulles International) and the airport named after Ronald Reagan. They are indeed the three airports near Washington DC.

A small deleted scene here bridges Cap getting away.

Cap returns to the hospital. The USB is gone.

Lots of good product placement for the other candy.

Black Widow does some good exposition.

Pierce argues with the council.

Cap And Black Widow head to the mall. It’s Tower City Center, 230 West Huron Road.


Some excellent Apple product placement. They are at the Apple Store at Topanga. 6600 Topanga Canyon Blvd, Canoga Park, California.

The Apple employee – Aaron – is played by DC Pierson.

SHIELD arrives, pulling up at West Lakeside Avenue, near West 4th Street, Cleveland.

After a bit of classic screwball comedy, Cap and Widow escape.

A deleted scene around here features Maria Hill and Sitwell.

Cap steals a 2014 Chevrolet Silverado.

After a chat, he and Widow arrive at Wheaton, Camp Lehigh. This was wear Steve Rogers became Captain America in Captain America The First Avenger (2010), and where he trained. The real location is Camp Ravenna Joint Military Training Center. It’s on Old Newton Falls Road, Ravenna, Ohio, just outside Cleveland.

He sees his younger self. It’s the same special effect used in Captain America The First Avenger (2011).


Cap and Widow investigate, and they find three photos. From left to right:

  • Colonel Chester Phillips, played by Tommy Lee Jones.
  • Young Howard Stark, played by Dominic Cooper.

We saw both men last in Captain America: The First Avenger (2010).

Last photo of the young Peggy Carter.

Cap and Widow find the secret office in the secret office. The code is 8539. There is suggestion that this is a nod to the release date of Patriot #3, a comic from 5th August 1939, drawn by Joe Simon, who co-created Captain America.

The USB is able to power on the secret room.

Widow’s line about playing a game. She is quoting the 1983 film WarGames.

In the computer is Arnim Zola. He’s played by Toby Jones.

Toby Jones as Arnim Zola in Captain America The Winter Soldier (2014)

This is Jones’ 2nd appearance in the MCU as Zola. We last saw him in Captain America: The First Avenger (2011).

This is a drastic, yet still somewhat faithful, reinterpretation of Zola from the comics. The comic book version. Zola was indeed a Nazi scientist, and we saw him as such in the first film. In the comics, he developed a way for a mind to be projected into another body. Ultimately, Zola ended up in a powerful robot body, with his essence represented by a digital face on his chest. He doesn’t have a body here, but the blurry image of Zola on a screen is a nice nod. He is also Swiss in the comics.

Zola says Widow was born in 1984. Scarlett Johansson was also born that year.

Operation Paperclip was real. Although SHIELD didn’t do it, America did recruit several German scientists to help after World War II.

Zola The does some exposition-ing. We see a HYDRA logo.

Then images of The Red Skull – both before and after – played by Hugo Weaving in Captain America The First Avenger.

Various bits of footage from the first film mixed with real archival footage relating to World War II.


As Zola reveals that Hydra has been around for all this time, we see a newspaper clipping revealing Howard Stark‘s death. 17th December 1991, from a car accident with his wife. Those details are confirmed and played out in Captain America: Civil War (2016).

We see surveillance footage and a satellite that has Insight written on it.

And a missile blows everything up. SHIELD and Rumlow come for the clean up.

At Pierce’s home – location unknown.

He opens his fridge. In the fridge is a jar of Newman’s Own Pasta Sauce. It is owned by Redford’s good friend and co-star in several great films – Paul Newman.

He’s confronted by the Winter Soldier.

Renata. Played by Branka Katic.

Pierce kills her.

Sam Wilson‘s place. 2193 West 7th Street, Novak Alley, Cleveland.

Cap has obviously forgotten about his other friend Tony Stark. Cap is such a bad friend.


Sam joins the fight. The file he gave Cap is called Falcon – his future code name.

Cut to a hotel. It’s The Willard, 1401 Pennsylvania Avenue NW, Washington DC.

Walking with Sitwell is Senator Stern, played by Garry Shandling.

Garry Shandling as Senator Stern in Captain America The Winter Soldier (2014)

This is Shandling’s 2nd appearance in the MCU. We last saw him in Iron Man 2 (2010).

Cap and Widow take Sitwell a roof. This scene was done on a set, to green screen. The aerial around them was shot at 36 S Charles St, Baltimore, Maryland.

And Falcon appears.

Falcon in Captain America The Winter Soldier (2014)


Sitwell’s list of targets. He mentions Bruce Banner, aka The Hulk.

The Stephen Strange is, of course, a reference to Doctor Strange. We will find out in Doctor Strange (2016) that Stephen Strange is not yet the Sorcerer Supreme at this point.

The others are not an obvious reference to anything. The hero Moon Knight has powers that tie with Egypt so the Cairo reference could have a been a soft nod to that. But as history would show, this Easter egg had no planning behind it.

Onto a highway. It’s Cleveland Memorial Shoreway.

They drive a 2014 Chevrolet Impala. Is this Sam Wilson’s car?

They are attacked by The Winter Soldier.

It looks like Sitwell was killed.

They are hit from behind by a Hummer.

After the car is wrecked, Winter Soldier blows Cap off the highway. The fight spills onto the street below, which is Lakeside Avenue.


Widow fights the Winter Soldier. She is shot. Captain America jumps into the fray.

One moment in battle, the Winter Soldier grabs Cap’s SHIELD. For comic book fans, it’s a nice moment as it alludes to Bucky’s taking over the Captain America handle.

Cap manages to unmask The Winter Soldier. Oh look. It’s Bucky.

Sebastian Stan in Captain America: The Winter Soldier (2014)

And then everyone is captured.


Maria Hill turns out to be one of the guards. Played by Cobie Smulders. She saves them.

Cobie Smulders as Maria Hill in Captain America: The Winter Soldier (2014).

This is Smulder’s 2nd appearance in the MCU. We last saw her in The Avengers (2012).

Our heroes are taken to Lakeview Cemetery Dam, in the middle of Lakeview Cemetery, 12316 Euclid Avenue, Cleveland.

Fury is alive.

The interior is the Southerly Wastewater Treatment Plant. 6977 South High Street, Lockbourne, Ohio.

Who is the Doctor? It’s Joe Russo, one of the film’s directors. The character is named Doctor Fine and Russo’s stage name was Gozie Agbo.

Fury survived with the help of Tetrodotoxin B. It’s fictional.

Establishing shot of where the Winter Soldier is kept. It’s the Cleveland Trust Building, East 9th Street, Cleveland. This was also a set used in The Avengers (2012).

Winter Soldier is rebooted and we see some footage of how Bucky “died”, and some experimenting on him by Zola.

Pierce arrives to talk to The Winter Soldier.


Back with Cap, Fury and co, a plan is formulated. The key isn’t a USB stick, but it might as well be. Server blades? Really?

A flashback shows young, skinny Rogers and Bucky together as friends. Location unknown.

Back at the museum, a security guard realises a costume has gone. He is Stan Lee, in his Stan Lee cameo.

Stan Lee in Captain America: The Winter Soldier (2014)

And Cap is back in the costume we saw in Captain America: The First Avenger.

Captain America in Captain America: The Winter Soldier (2014)

At SHIELD, the Council arrives.

Back at the SHIELD base. The SHIELD agents arguing about parking are Danny Pudi and Bernard Zilinskas. Pudi worked with the Russos on the TV series Community.


Cap hacks the comms and gives a very Cap type speech.

Runlow intimidating a SHIELD agent. The character’s name is Cameron Klein and he was played by Aaron Himelstein.

Sharon Carter leads the loyal SHIELD crew in a fight.

The Helicarriers launch.

Cap doesn’t seem to be able to run that much faster than Falcon anymore.


Cap and Falcon engage HYDRA.

Councilwoman Hawley kicks some HYDRA ass as well. This is so great because we love Jenny Agutter. Sad that it turned out to be Black Widow.

Falcon does some awesome Falcon stuff. Whilst he flies, there’s some great footage of DC below him.

Both he and Cap manage to change our two tech thingies. They sure make these computers hard to get to.

Meanwhile. The Winter Soldier kills a lot of dudes.


Nick Fury arrives at SHIELD. He uses his other eye as a back door in a retina scan.

Rumlow continues to kill a lot of dudes.

Cap faces off against The Winter Soldier.

Pierce turns the tables. He kills off the Council.


Falcon fights Rumlow.

The Winter Soldier shoots Cap.

Algorithm is deployed. Bloody algorithms. Perhaps there’s Easter Eggs in those faces on screen but we couldn’t spot them.

Cap wins and the Helicarriers attack each other. The Russos didn’t want much CGI in this film. But it’s actually quite good once we get it.


Fury kills Pierce.

Rumlow is…. well we know he’s not killed because he returns in Captain America Civil War.

Cap faces off once more with Bucky. Funny how his helmet comes off at the end of every film.

Cap falls out of the sky.


And he’s saved by The Winter Soldier. Winter Soldier goes free, off to parts unknown. Oh wait, no he returns for Captain America Civil War.

We don’t see the Helicarriers crash. We assume a lot of people die.

Cap recovers in hospital. Sam keeps him company. They are at St Vincent Medical Center, 2131 West 3rd Street, Los Angeles.

They’re listening to Trouble Man by Marvin Gaye.

Sharon Carter joins the CIA. Hill joins Stark Industries.

Rumlow’s burnt body is recovered.

Black Widow faces a hearing.

On the panel. The first questioner is General Scudder. He’s played by Nestor Serrano. He appeared in films like Lethal Weapon, Bad Boys and more.

Second questioner is Congressman Wenham, played by Steven Culp. Culp is best known for roles in TV shows like Desperate Housewives, The West Wing and more.

Fury drops his lighter and burns all his stuff.

He then visits Cap and Falcon at a cemetery. They are back at Lakeview Cemetery.

Flowers strategically block out Fury’s gravestone dates.

The bible quote is a nod to Samuel L Jackson‘s character in Pulp Fiction.


Black Widow gives Cap the Winter Soldier file. She then says she’s going into hiding.

Captain America and Falcon have a new mission.

And credits.

Mid credits scene

This scene was written and directed by Joss Whedon.

In an unidentified lab, is Baron Von Strucker. He’s played by Thomas Kretshmann.

Thomas Kretshmann as Baron Von Strucker in Captain America: The Winter Soldier (2014).

With him is Doctor List. He’s played by Henry Goodman.

They have Loki’s sceptre. When we last saw it, it was in SHIELD’s hands in The Avengers. It seems reasonable that it was snuck out by HYDRA. This was made more explicit in a comic book tie in for Avengers Age Of Ultron.

They look at the Twins. They are:

Quicksilver. Played by Aaron Taylor-Johnson.

Scarlett Witch. Played by Elizabeth Olsen.

The Twins in Captain America: The Winter Soldier (2014).

We will talk more about all of them for in Avengers: Age Of Ultron.

Post credits scene

Back at the fake Smithsonian.

The Winter Soldier finds a display for Bucky.

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