Captain America
Captain America UA2
Real Name Steve Rogers
Alternate Identity Captain America
Powers and Abilities Captain America's Shield
Enhanced Strength, Agility, and Durability
Team Affiliations United States Military
101st Airborne Division
Allies Bucky Barnes
Gil Kowalsky
Black Panther/T'Challa
Family and Friends Gail Richards (Ex-Girlfriend)
Natalia Romanoff (Girlfriend)
Captain America is from the Ultimate Avengers Universe.

Steve Rogers, also known as Captain America or Cap for short, is a superhero deriving from World War II. He was a member of the 101st Airborne Division and is currently a member of the Avengers, a group of Earth's mightiest heroes, and the intelligence agency S.H.I.E.L.D..


Little is known about the early life of Steve Rogers.

Project: Rebirth

He was a small, frail person. World War II broke out and Nazi Germany, led by Adolf Hitler, threatened to take over Europe and all of the world. Steve wanted to join. However, because of his size he was unfit for duty.

During this time, the United States found out about a Nazi supersoldier named Herr Kleiser. This man was the director of the Nazi's secret Totenkopf Division. To combat this threat, in 1940 the US initiated Operation: Rebirth. Somehow, Steve became involved in the project. He became the first and only human test subject.

Operation Rebirth UA

He was placed in the glass Rebirth chamber and strapped to an upright table. Scientists monitored while the chamber was filled gas, the super soldier serum. Steve writhed in pain as his bones and muscles expanded. He emerged as a large, muscular man that towered over most others, the peak of human perfection.

However, because of the poor record keeping abilities at the time the secret to the serum was lost. Cap's blood was the only key to unlocking more.

Steve was given the military rank of Captain and was given the name Captain America. He was used as a symbol of American ideals, freedom, and hope. Steve was given a bright blue jacket with red and white stripes and a white star on the chest. He also had a blue helmet with a white "A" on the front and goggles.

To protect him, Steve was given a large triangular shield that resembled an American flag. The shield was bulletproof and could protect Steve from most weapons. He could also throw it with great accuracy. It had sharp edges so when thrown it could slice through various objects.

Steve had a girlfriend named Gail Richards. It is unknown if he hooked up with her before or after his transformation. The two loved each other very much and likely would have gotten married. Before he went off to war, Gail gave a picture of herself to him to remind him of her. He kept it in his jacket. At some point he wrote a farewell letter to her in case he died before his return.

The Greatest Generation

On one mission to Europe, Cap and a squad were wandering through a forest. He was given a backpack with a large amount of explosives and the timer to use them. Cap became separated from the group. He called on his radio but when he got no reply he ran forward.

He found that they had all been killed. Cap heard screams from up ahead and raced forward through a broken building. He found Herr Kleiser strangling one of his squad mates. The soldier apologized to Cap before Kleiser broke his neck.

Kleiser Shoots Cap UA2

Cap screamed in rage and threw his shield right through Kleiser's head revealing a non-human biology. The Nazi's head split open but quickly healed itself. Cap ran up to him but Kleiser pulled out his pistol and shot him until he fell. Cap struggled to stay conscious as Kleiser walked away.

Cap got up and followed Kleiser to a train. He saw the Nazi smiling on the back as it moved away. Cap took off his backpack and pulled out the timer. He set the time and put it back into the pack. With his remaining strength he threw it into the train.

Cap Blasts Train UA2

The train disappeared into the tunnel and then a massive explosion went off. Cap shielded himself until it dissipated. He then walked away while holding his wounds.

At some unknown point, Cap tried to attack Kleiser. He swung around and landed near the Nazi. However, Kleiser turned and shot at him. It is unknown exactly what became of these events.

In the year 1945 America learned of a Nazi superweapon aimed at Washington, D.C. with the power to destroy the city. They learned it was at a castle in Norway. The US decided to send the 101st Airborne Division and Captain America to the location to destroy the weapon and end the war for good.

Just before the mission, Berlin was taken and the Nazis were expected to surrender. News went out over the radio that the US had won and Hitler was dead. The division heard about the news while flying in B-24 Liberators, converted to carry passengers, across the Atlantic.

Cap Photograph 40s UA

Cap sat up front and looked as his picture of Gail.

Gil Kowalsky told another soldier to turn off the radios. He did not want to be distracted by thoughts of home. The division's photographer, Bucky Barnes, told him to relax since they had their own superweapon. Kowalsky believed that Captain America was going to die like the rest of them.

The pilot then told them that the dropzone was approaching. Cap put the photograph in his jacket. Kowalsky opened the side door and the soldiers began to parachute out. They then became under fire from Nazi forces from machine guns and anti-aircraft guns.

Cap stayed behind and piloted the B-24. On the ground, Kowalsky wondered where Cap was. Barnes then spotted Cap's B-24.

Cap soared the plane low over the ground. The Nazis fired at it damaging the plane. Cap jumped out the side and landed safely on the ground. The B-24 continued and crashed into the side of the castle. The crash and explosion destroyed the defenses and opened a hole in the side.

Cap 1945 UA

Cap stood proudly above the Americans and then lead the charge inside. The Nazis fired at Cap but his shield kept him perfectly safe. The soldiers followed and knocked out the Nazi infantry.

Cap took a group of soldiers and ran through the castle to find the superweapon. They entered a large room and found a large object, what would become known as a nuclear missile. A group of Nazis spotted the Americans and fired. Cap used his shield to protect himself. He then jumped onto a hook and swung across the room.

Once on the other side, Cap saw a group of scientists and strange creatures working on advanced computers. Cap looked on them in shock.

Then Kleiser appeared and walked down the stairs. He talked of meeting Cap once again. The creatures then surrounded Cap. Kleiser made commands in German. Then the roof above the missile opened up.

Cap knocked away an attacking creature as Kleiser leapt at him. Cap stood his ground but the Nazi supersoldier punched his shield so hard that it created a large dent. Kleiser told him that the war was over and that the Americans already lost. Cap refuted saying that Hitler was dead.

Cap knocked Kleiser back into a computer console. Kleiser told him that the situation was more than just Hitler. Cap then threw his shield at Kleiser and embedded itself into the Nazi's stomach.

However, instead of blood coming out tendrils wiggled out the wound. Kleiser's face distorted into one like the creature's. Kleiser removed the shield and he changed back into a human.

Then the missile's rockets activated. Not caring if he made it out alive or not, Cap ran over to the missile and used his shield to open a hole and ride it.

The missile blasted out of the top of the castle as the American soldiers watched. Barnes raised his camera and took a picture. He then saw Cap on the side. As the missile flew away, four alien crafts followed the missile.

Cap Missile Riding UA

As Cap struggled to stay on, he opened a hole in the side and grabbed a grenade. Before he could put it in, Kleiser, whose hands were deformed into claws, attacked him from behind. Cap held onto the hole to stay on.

Kleiser punched Cap in the fact several times. Cap then kicked the Nazi off. Kleiser disappeared into the flames of the rockets.

Cap pulled the pin on the grenade and dropped it into the hole. He leapt off the rocket just before it exploded. The explosion engulfed one of the alien craft and destroyed it.

Cap Sinks UA

Cap was knocked out. The blast tore his clothes to shreds. He fell thinking of his final letter to Gail. He hit the ocean and sank into the darkness below the surface.

Back on the land, the soldiers saw the explosion and mushroom cloud. Knowing that Cap was riding the missile the soldiers removed their helmets and bowed their heads to mourn their fallen comrade.

The Long Sleep

Captain America and his heroic deeds became known all around the world. T'Challa of Wakanda heard tales of his adventures. Bruce Banner and Hank Pym tried to recreate the super soldier serum in hopes of making more like Cap. Even Tony Stark used his suit of armor to perform heroic deeds like Cap.

Many magazines and newspapers wrote articles about Cap's adventures and his fights with Herr Kleiser.

His adventures became so well known they were even heard in distant Asgard by Thor, the God of Thunder and son of Odin. Thor became proud of Steve.

Cap Frozen UA

Meanwhile, Cap's body drifted and became frozen one-hundred and eighty-two meters within a glacier. Sixty years after he fell, Cap's body was found by a S.H.I.E.L.D. submarine team lead by General Nick Fury and Professor Betty Ross.

The team detected his body and launched a drone. It was piloted by Betty into a small crevice. When it reached a dead end, the drone used a laser to open a hole in the ice. The drone entered the hole and found Cap's frozen body.

The ice was carved away and Cap, still frozen in a smaller chunk of ice, was loaded into a hovering cryogenic tube to keep the body frozen. The unit was loaded onto a VTOL and flown to the Triskelion near New York City. When she examined the body, she thought that it was so perfectly intact that he looked as if he were still alive.

The VTOL arrived at the Triskelion flanked by two others. The tube was removed and moved into the building. Betty gave the handlers specific instructions as she did not want the cadaver harmed. Fury had Betty inform Dr. Banner of the discovery.

The tube was taken to a lab and opened up. The ice block was placed on a table so the water would drain as it melted. Eventually the ice melted enough that it freed Cap's body. A scientist activated an overhead scanning device that analyzed the body. The man then walked over and saw Gail's picture in the jacket pocket. He took it out and examined it.


Cap Awakes UA

As Cap's body warmed, he began to wake and his eye started twitching. He opened his eyes and saw a scientist staring down at him. He gasped for air horrifying the scientist. Alarmed at his strange situation, Cap knocked a tray of tools over and grabbed the scientist's throat. The commotion alerted the other scientists in the room.

Cap threw one of the scientists through the door. The confrontation alerted guards who quickly came into the room through the room. Cap threw one of the guards through the door. Bruce, who came to examine the supposedly dead body, dodged the flying guard.

Cap kicked another guard. He grabbed the tray and threw it at a third knocking him into the wall. Cap knocked out two more guards.

Then a gun appeared out of no where pointed at his head. Cap looked behind him to see Fury also appear wearing a special suit. He took off his mask and tried to calm Cap down. Cap spun around and knocked Fury down. He ran out into the hallway. He ran down the hall until he came to the end. Then he leapt through the glass to get outside.

Cap Sees New York UA

He slid along the side of the building and landed safely on the ground. However, he became stunned by the enormous size of the Triskelion. He looked over across the river and saw the Statue of Liberty. Beyond that he saw a very different New York City than the one he knew of. He was shocked when something resembling a flying aircraft carrier land right besides him.

Nick Fury then walked up to Cap, dressed in full military uniform. Cap turned and realized he was safe. He asked if they had won. Fury told them that they did. Too exhausted from it all, Cap collapsed and Fury caught him. A vehicle came to pick the two of them.

He was taken to the infirmary and taken out of his tattered and wet clothing. There Steve was examined by doctors. High above, he was being watched by Bruce in the observation room.

Later, Bruce went into the room to examine Steve. He told the doctor that he wanted to speak to Fury. Bruce stated that he was away on business. He introduced himself as the head of the super soldier program.

Steve thought that the program had ended with him. Bruce agreed, and said that it was restarted several years before. He explained that he was trying to duplicate it, though no one had gone through the process.

Bruce asked him for a blood sample. He thought he could use Steve's blood to solve the formula. After some hesitation, Steve extended his arm. Bruce's hands shook because he waited so long for this. Eventually he got the sample.

Steve Bruce Photo UA

Before he left, Bruce gave Steve the tattered picture of Gail. Steve asked him if she was still alive. Bruce told him she was, but went on to say that Gail had married his friend Bucky.

Steve then wanted to know if he could go out and explore the city and see how much it changed. Some called Fury, who was away on a mission to Pym Industries, who allowed Steve to leave as long as he had security with him at all times.

Someone called ahead and let Bucky and Gail know what happened to him. They also let the couple know that Steve wanted to see them.

A Whole New World

Steve was given a full military uniform. He and his four S.H.I.E.L.D. security guards walked through the streets of New York.

As they wandered through the streets, he heard a car alarm and loud music off in the distance. Steve noted how much the neighborhood changed as he saw two punks walk past him. He was then astonished when he saw himself on dozens of televisions in a store window.

Eventually, Steve made his way to the Barnes Home and knocked the door. An elderly Bucky answered the door and happy invited Steve in for decaf. Steve accepted, though he didn't know what decaf was.

Steve looked around at Bucky's photographs. He saw the wedding pictures of Bucky and Gail and more of their life together. Steve asked if she was there. Bucky said she was, but was not yet ready to see him. Steve then asked about their other squad mates, but Bucky grew depressed at this and looked down.

Bucky told him that most had died. He gave Steve the location of where most were buried. Steve left the house and headed towards the cemetery.

Steve Cemetary UA

Steve and the guards made their way to the cemetery. The guards left the hero alone as he wandered past the gravestones of fallen soldiers. He eventually found the grave of Gil Kowalsky. He kneeled down and saw that Gil had died the day they stormed the castle.

Behind him, a S.H.I.E.L.D. transport landed nearby. Fury exited and walked up to Steve, who was saddened that everything and everyone he knew and cared for was gone. Fury told him that there is still his country who need him. Steve stood and walked back to the transport.

Steve and Fury boarded the craft and flew above the city. Fury told him that he wanted Steve to lead a superpowered team. Steve was unsure but Fury reminded him that he was the only one to have battled the threat and beaten it.

Fury gave him a folder with all the information on the team. He opened the folder and asked Fury about one. Fury told him that this person could fly, has super strength, and could hurl bolts of lightning. He went on to say that he thinks he's the Norse God of Thunder: the mighty Thor. Fury explains that he believes the man to be delusional but with powers.

They made their way to a boat in the middle of the icy oceans. They witness Thor use Mjolnir to create a great storm to stop a whaling ship.

The aircraft landed so that Fury and Steve could leave. Thor was not happy to see Fury but delighted to meet Steve. He offered Steve a pint of Asgardian Mead but Steve refused. Thor instead pour himself a pint.

Thor asked if Fury was there to arrest them for their protests in Washington. He explained that it was peaceful, until Thor was provoked. Fury stated that there was a threat to the world. However, the God was not interested in the wars of man.

Thor Hugs Steve UA

He refused the mortal's offer, but felt the team was in good hands with Captain America. He then picked up the World War II hero in a big hug. Thor set him down and the two men left Thor and his boats full of followers.

As they flew back, Steve looked out and noticed that a large section of the city had been destroyed. He turned and asked Fury if they had been attacked. Fury told him that they were, by Bruce Banner. Fury explained that Bruce was caught in explosion of gamma rays. The accident created a monster inside him called the Hulk.

Fury pulled out a small device and showed Steve a recording of Hulk. Steve watched as soldiers stood next to a cloud of dust. An enormous figure then emerged and attacked the men. Fury turned off the feed and explained that when Bruce gets angry he transforms. He went on to say that the angrier Hulk gets the stronger he is.

Project: Avengers

Steve joined Fury and Natalia Romanoff, Fury's right-hand woman, as they entered the conference room. They joined Bruce, Betty, Hank, and Janet. Janet checked Steve out impressed by how young he looked. Hank got jealous and told her Steve was sixty years too old for her.

After checking out Natalia, Hank asked who was going to lead. Fury joked that it was too early for his promotion.

Fury then addressed the group saying they were part of Project: Avenger and under the command of Captain America. However, Hank thought that they would all end up "on ice." Then Iron Man walked into the room. Hank teased him about a rematch, alluding to when Hank surprised him earlier. Fury stopped him to explain their mission.

Fury explained about how the Nazi fortress was built off the coast of Norway to launch a nuclear warhead. He displayed an photo that Bucky took. He pointed out that Steve saved Washington, D.C.

Betty asked how the Nazis could have gotten nuclear capabilities. Fury went on to say that it was extraterrestrials. Hank spoke up saying he didn't believe in aliens. Steve interrupted telling him how the creatures were real and killed his men.

Fury showed them another one of Bucky's pictures, one of what the Germans called the Chitauri. He explained that the aliens had been hiding out on Earth since World War II. He went ont to say that they used their three ships to harass nuclear power plants and military facilities.

Natalia Steve Meeting UA

He told them that S.H.I.E.L.D. found a way to track the metal in their hulls. He then showed them the footage of the a space shuttle and S.H.I.E.L.D. One being attacked and destroyed by one of the ships. The group was horrified as they saw one of the astronauts scream in terror as the ship burned in the atmosphere.

Hank asked how they were able to get information on the alien ships. Fury showed them a piece of the hull from the ship that the missile had destroyed. He explained that the Chitauri did not recover all the pieces.

Bruce stood and went to the platform and asked what it was. Fury did not know, but they called it vibranium. Fury explained that it absorbed energy like a sponge.

Three soldiers entered the room, each with large weapons. One fired machine gun, another a flame thrower, and the last a rocket. After the smoke cleared the podium was damaged but the metal was unharmed.

Fury explained that nothing short of a nuclear blast could penetrate the metal, except for more vibranium. Natalia picked up a vibranium knife and threw it. The knife embedded itself in the metal. Fury stated that they were unable to uncover enough of the destroyed hull to make enough effective weapons.

Janet asked if Stark Enterprises was working on anything. Betty claimed that unless there was money to be made, Tony Stark wouldn't care. Hank then asked them why they put up with Tony.

Janet then confirmed that they could not find the ships, and if they did they could not shoot them down. Fury told them that it would not be easy. He looked around but none of the group quit or walked out.

The group dispersed to await word on the Chitauri. Steve wandered through the Triskelion. At some point he found Fury and spoke with him. He told the general how he was not entirely confident that he could lead the team. Fury assured him he would do well.

New Year, New Rules

Steve found his way to Bruce's lab. He followed a scientist and saw that they had rebuilt the Rebirth chamber. The scientist went into the room but Steve stayed outside. His mind flashed back to the original chamber. He remembered the pain he went through when he was strapped in.

He snapped out of it when Betty walked into the room and walked away.

He wandered over to a desk and saw that it was covered in images, articles, and papers about himself. He even saw his triangular shield and touched the dent in the shield. Bruce then walked up and introduced himself.

Bruce took another blood sample from Steve. He told him that the first sample provided exciting results. Steve was uneasy about know that the seemingly frail man was the Hulk.

Bruce explained that the secret to controlling the Hulk may have lied in the super soldier serum. He wanted to use Hulk to help humanity like Captain America did. Steve told him how it changed his life, but that he could never live a normal life like he wanted. Bruce became depressed he thought Steve would sympathize with him.

Steve then got a call but stumbled with the small headset. Fury told him that he wanted him to come and meet with him. Steve then walked out of the room.

Pre-Mission Meeting UA

Steve went outside and saw the team standing near a transport. Fury explained that the Chitauri took a heavily armed S.H.I.EL.D. and killed all those inside. They found that the Chitauri activated all the base defenses, which S.H.I.E.L.D. could not remotely turn off. Fury stated that they were going to use the base to find every S.H.I.E.L.D. satellite and destroy them.

Fury ordered the team to save the satellites and captured the alien if they could. Fury then handed Steve a brand new shield. This one was circular and made out of a combination of vibranium and adamantium so that it would not be dented like the other.

Hank made fun of the shield saying that they needed the vibranium for weapons. Fury told him that the shield was a weapon in the hands of Captain America.

Captain America UA

Captain America was then given a new uniform. This one was similar to his old uniform, but was slimmer and more form fitting. Rather than a helmet, it had a hood that blended into the top.

Captain America boarded the transport with Black Widow, Wasp, and Giant Man. Cap was given information on the facility and the defenses.

The First Mission

The transport flew to the S.H.I.E.L.D. facility and landed. The team disembarked and were met by Iron Man. He told them he wanted to see how the mission went before he official joined the team.

Cap Orders Iron Man Widow UA

Cap told the team about the defenses. Wasp went on head believing she was too small to be noticed. Cap tried to stop her but she went anyways. Cap decided that he would enter the Eastern side. He ordered Iron Man to fly up and scan the interior to find the alien. He then ordered Widow to take the loading dock.

He had Giant Man stay behind in case the alien got away from them. Giant Man believed that he, believing himself to be the strongest member, should go in. Cap told him that he had his orders.

The team split up and approached the facility. Iron Man then came in on the radio telling them all that he found the Chitauri soldier. He then noted that Wasp was surrounded by infrared triggers.

Cap broke his way in. He used his shield to knock out three gun turrets with a single swing. He ordered everyone to advance, but told Wasp to stay still as the area was too hot. Wasp went on but got caught in an explosion.

Cap asked if she was alright. Iron Man then decided to find her himself. Cap ordered him not too as he still needed him above the base. Iron Man ignored him and entered the facility.

As he continued through the facility, Giant Man began pounding on the roof. Cap ordered him to stop fearing the whole place would collapse. Cap destroyed two more turrets with his shield as he continued on. However, his shield got stuck in the wall. Two turrets then rose up behind him.

Cap Likes Widow UA

Black Widow entered the hall and shot the two defense guns before they got Cap. Widow complained that the amateurs would get them killed. Impressed by her, Cap grabbed his shield and thanked her for the rescue.

She attached a rocket to her gun and fired it opened the door in front of them. They entered a room filled with satellites. They then saw that each and every one had a bomb attached. Cap grabbed Widow and the two ran out.

The two raced through the facility as the bombs exploded destroying the facility around them. They then spotted Wasp crouched over Iron Man, who was gasping for breath. She told them that Iron Man wasn't getting any air.

Cap Reveals Tony UA

Cap ran over and crouched next to Wasp. He reached down and ripped the faceplate off the helmet. Cap, Wasp, and Widow looked at each other in astonishment as they saw that Tony Stark was beneath the armor.

Iron Man got up and removed his helmet. He followed the other three as they all left the facility. They walked through a cloud of smoke. A transport landed and Fury got out. The defeated heroes passed Giant Man as Wasp helped him up. He saw Tony and apologized for his earlier remark.


Cap Steve UA

Fury walked up and saw Tony. He then berated them all for letting the alien destroy the facility. He told them how they disobeyed orders causing the alien to escape. Giant Man reasoned that he was merely trying to save his wife.

Fury, tired of his arrogance, fired him from the team. Giant Man stormed off and Wasp followed. Iron Man claimed that this was why he worked alone. He put on his helmet and blasted off.

Feeling that this was all his mistake, Cap handed Fury his shield and walked away. Widow told Fury she would talk to him and followed.

Cap made his way to New York Harbor with Widow following him the entire way. He stopped along a railing and Widow leaned against the lamppost.

Widow Comforts Steve UA

She told him that the defeat was not his fault. She claimed that the team failed him. But Cap told her that he was not ready to lead a team. Since he was in command the defeat was his problem. Widow told him that he is a man she would follow regardless. Cap said she should not and walked away.

Home Invasion

Later, Cap saw that the Chitauri ships had attacked the Triskelion. He then made his way to the battle.

Cap ran up to a vehicle mounted rocket launcher. He got in and fired at the ship. However, the rockets had no effect on the ship.

Cap then saw Fury and Widow drive by in a Jeep. Widow then threw Cap's shield to him. Cap caught the shield just before the Chitauri blasted the launcher. Cap was thrown back but recovered. The Chitauri fired at him but the shield protected him.

Hulk Threatens Cap UA

Cap used his shield to kill a Chitauri soldier just before Hulk landed next to him. Hulk knocked Cap's shield away and grabbed him slamming him into a wall. Hulk, speaking in a combination of his and Bruce's voice, told him to stay out the fight and that he would handle it. He let Cap go and leapt away.

Hulk landed on a ship and pounded it until it was destroyed.

Cap went to Widow and Fury and the three watched as a Chitauri ship caused a building to collapse. The three watched in amazement as Giant Man appeared and caught the building letting a convoy drive by. Wasp and Iron Man flew in.

Cap Orders Avengers UA

As Chitauri soldiers approached, Cap ordered Giant Man to stop them. He pushed the building over killing many of the approaching aliens. The remaining aliens pursued so Cap ordered the team to attack.

Cap threw his shield. Iron Man fired his repulsor beams. Fury and Widow shot their guns. Giant Man threw a large piece of debris at them. Wasp entered the body of one and blasted it apart.

Iron Man and Giant man took down a second ship.

Cap then saw the last remaining ship firing on their position. He ran over and protected the team with his shield. The blast knocked him down.

Thor then appeared and used his lightning to destroy the final ship. The S.H.I.E.L.D. soldiers cheered as it exploded in the nearby water. Thor landed and helped Cap up from the debris. He apologized for his delay.


Hulk Angry UA

The team gathered and watched as Hulk smashed the remaining Chitauri soldiers. Cap walked up and tried to calm Bruce down. But with Bruce no longer in control, Hulk turned and knocked Cap away.

Betty helped Cap up. He looked around and saw that Hulk had defeated most of the team and was fighting Thor.

Cap asked her what could stop him. Betty told him that he wouldn't stop until everyone around him was dead. Cap thought that Bruce's medicine could work on Hulk. Betty agreed, but at twenty times the normal dosage. Cap told her to get as much as she could.

Cap Tackles Hulk UA

Cap watched as Hulk picked up Mjolnir and was about to hit Thor. Cap leapt at him and tackled the green brute with his shield. Cap challenged Hulk to fight him instead and Hulk charged.

Hulk sprinted forward. Cap went low and used his shield to flip Hulk over. The giant got up and Cap threw his shield knocking him down again. He leapt into the air, grabbed his shield, and hit Hulk in the face.

Hulk punched Cap away. He leapt forward to follow and was going to land on Cap. Giant Man then caught the green giant. Cap got up and saw Wasp attacking him. He threw his shield at Hulk's legs to knock him down.

Cap dodged an attack by Hulk. Hulk was going to charge when Iron Man fired at him and pushed him back. Cap then saw Hulk pounding Iron Man's helmet in. Cap tried to distract him but was unsuccessful. He then tried to kick Hulk away. Hulk then knocked Cap away through a storage container.

After Hulk defeated Fury and Widow he roared in rage.

Cap again challenged Hulk to combat. He dodged one of Hulk's swings. Cap made a follow-up attack that did nothing. Hulk then knocked him away.

Betty found Cap and gave him the tranquilizer gun she had prepared. Cap ordered Iron Man and Giant Man to slow Hulk down.

Cap watched as the two batted Hulk around. Though Hulk got the upper hand with an uppercut to Giant Man.

Cap aimed the gun but was too injured to focus on the quickly moving target. He then ordered Wasp to help them distract Hulk. She flew into Hulk's head and began firing inside his body. Hulk began to stumble.

Hulk Bear Hug UA

Hulk saw Cap with the gun and threw a rock. The rock hit the gun destroying it. He then grabbed Cap and began to crush him in a bear hug. Widow appeared with a tranquilizer dart and leapt on Hulk's back. She stabbed Hulk with the adamantium dart.

Hulk dropped Cap and turned to grab Widow. She dodged backwards to avoid one attack but a second knocked her back.

Cap, still dizzy from the beating, got up and saw Hulk approaching Betty. Thinking he was going to attack the helpless human, he went to attack. Fury stopped him saying she was trying to calm Hulk down. He explained that Hulk would otherwise burn through the sedative.


The team watched as Betty calmed Hulk down. He eventually transformed back into Bruce Banner, who then collapsed onto the cracked ground. The team moved in around the unconscious scientist.

Steve was taken to an undamaged hospital room. His wounds were tended to and it was discovered that his foot was broken and put into a cast. Bruce was put into a cell deep in the Triskelion.

Widow Bucky Watch Steve Gail UA

He woke up to see Bucky in the room waiting for him. They greeted each other and Bucky brought Gail into the room. Gail sat down next to Steve. Bucky left the room, closing the door behind him so they could be alone.

Gail told him that she lived a good, long life. She told him that it was time to live his. The two smiled and held hands.

Later, when he was well enough Steve got dressed and used a set of crutches to walk out. He went outside to find the rest of the team having a meal.

Toast UA

They all stood up. Tony offered a toast to Captain America for bringing them all together. Cap went up to the table and the team patted him on the back, though Janet gave him a kiss on the cheek. Natalia walked up and kissed him on the lips. Steve watched as she left and entered the building.

As the group celebrated Steve turned and saw Natalia leaning on a ledge next to Fury, both looking down on them. He smiled and the two turned to leave.

Avengers Paper UA

Captain America and the team then appeared on the front page of the New York News, with Cap being the most prominent. In the article, the team was christened The Avengers. The magazine Military News wrote about Cap's return. These stories even made their way out to the isolationist nation of Wakanda.

Over the next couple of months S.H.I.E.L.D. and the Avengers relaxed and focused on other priorities. Several S.H.I.E.L.D. agents decided to handle a group called HYDRA.

At the same time Steve became depressed over his situation. Steve worried that if he developed a personal life again he would simply lose it once more. He started taking dangerous and even suicidal risks with his life. Natalia tried to engage him in a relationship but he continued on endangering himself. He also passed up any rest and recuperation opportunities.


Steve heard about a group of HYDRA soldiers attacking a warehouse. Instead of going in as a team or calling for backup as he was supposed to, Steve decided to go in alone.

Cap found three scientists. He was spotted and used his shield to protect him from a hail of bullets at he backed up. He dragged the scientists to safety. Several HYDRA soldiers fired their guns at Cap.

He then noticed men loading up large tubes into the back of a van. One of the soldiers aimed a rocket launcher at Cap. The Avenger threw his shield to throw the attacker's aim off.

The shield landed in a pipe releasing a large amount of steam that filled the room. Cap leapt out of the way as the rocket exploded behind him. Cap leapt up and grabbed a bar. He swung around and landed near the men. He quickly flashed back to a time he did the same thing to Kleiser. The distraction caused him to get shot but he did not let the wound affect him. He then hit three of the men.

He turned and noticed a van racing towards him trying to run him over. Cap dodged out of the way and threw his shield. The shield flew through the car tearing the engine apart.

The driver slammed on the breaks and the car began flipping. It landed next to a large chemical vat. The vat then burst open dumping gallons of chemical waste over the van. As the liquid stopped the van appeared melted.

Widow Catches Cap UA2

Cap turned and saw figures drop from the roof into the steam. He held his wound as Widow appeared with several S.H.I.E.L.D. soldiers out of the steam. He jokingly put his hands up in a mock surrender.

The group went outside. A VTOL sat outside waiting. Soldiers were arresting the remaining HYDRA soldiers.

Widow approached Cap saying she was worried since Cap was supposed to call for backup rather than go in alone. She tried to comfort him, and attempted to give him a hug. She said that those kind of decisions would kill him, comparing him to her own personal experiences.

Cap Pushes Widow UA2

Cap brushed her off making it seem as though he wanted to die. He entered the VTOL as it powered up. He closed the door and took off, leaving Widow behind.

The VTOL returned to the Triskelion and Steve was bandaged up. He heard about a warehouse raid that Bravo Team was going on and decided to join. In his room he changed into his casual clothing. He put his shield on a shelf above his bed. He left his room pulling his shirt over the bandages.

Outside his room he was confronted by Natalia and Fury. She told him that she had no choice but to tell their boss. Fury informed him that those kind of decisions would end with him wearing a toe tag. Steve told him he was simply doing his job.

He tried to leave saying he was going on the warehouse raid. Fury stopped him saying he wouldn't. Fury confronted him knowing that Steve refused any chance for recuperation, as if to stay busy. Steve believed that as a supersoldier he could handle it. Fury retorted that he could still die like anyone else.

Natalia Confronts Steve UA2

Natalia spoke up believing that Steve did not want rest because the pain was not bad during a battle. Steve claimed she didn't know anything about him. Natalia believed that Steve worried he would lose his personal life again.

Fury explained that Steve had been through a traumatic experience. However, he still needed to rest. Steve reluctantly agreed and walked away.

Bad Night

That night Steve did not sleep well. At a little after midnight, he dreamed about Operation: Rebirth, his flight in the B-24, riding the missile, waking up at the Triskelion, and eventually finding the grave of Kowalsky.

Steve Attacks Panther UA2

Steve woke up and found Black Panther standing over him. He grabbed the intruder and threw him against the wall. Steve got up and punched the man. He then threw him out the window.

Steve leapt out to follow. Steve slid along the slope of the building to slow his descent. He saw as the intruder tired to grab onto anything.

Panther crashed onto the ground below. Steve leapt off the building, rebounded off a lamppost, and landed near the fallen form of Panther. Steve grabbed the man and S.H.I.E.L.D. agents and vehicles surrounded them.

Fury walked up and introduced Steve to the Black Panther. He ordered all the other soldiers to leave.

When the soldiers are gone Panther removes his mask to reveal T'Challa, surprising Fury. The general asked where T'Chaka, T'Challa's father, was. T'Challa grimly replied that he was now the king. He states that he wanted to speak with Steve alone.

However, Fury also wanted to know. He explained that he and T'Chaka did not get along. He wanted to make up for that with T'Challa. The king told him that it was a private matter. However, Steve said he would simply tell Fury anyways.

T'Challa Fury Steve UA2

T'Challa explained that his father was killed by Herr Kleiser. T'Challa wanted to know how he could kill the Nazi. Steve informed him that he tried to kill Kleiser twice but the man always came back.

Fury says that the only way to help was for Wakanda's borders to open so that the Avengers could help. T'Challa refused feeling that he had already betrayed his people by being there. He put his mask on and leapt onto a passing truck.

Steve and Fury watched Black Panther leave. Fury then walked away commanding a soldier to assemble the Avengers.

New Era, Same Problems

Widow Steve Stare UA2

The next day, Steve entered the conference room where Tony, Janet, Hank, and Widow were waiting. Widow approached Steve and asked him if he wanted to talk about Kleiser's return. Steve told her that he was going to finish him off once and for all.

Fury walked in and started the meeting. He showed them a picture of Kleiser and explained who he was. He informs the team that the man was actually a Chitauri alien, the only known one. He called Kleiser the Chitauri version of the supersoldier.

Steve's mind flashed back to their fight on the flying missile.

Fury told them that Kleiser was assumed to be dead when the nuclear missile exploded over the Atlantic. Fury showed them footage of the explosion taken on Norway during the battle. Steve got agitated by the memories. Fury saw and quickly turned off the video.

Fury explained that Kleiser was alive because he had just assassinated the King of Wakanda. Janet asked about Wakanda. However, Fury claimed that they did not have many answers. He explained that Wakanda was an isolationist nation with heavily protected borders and constant cloud cover. He tells them that the Wakandans did not want the Avengers to come.

Steve volunteered to go into the nation alone. He claimed that he was the only one who really knew Kleiser. Fury told him that it was a team effort and refused his offer. Hank told Fury to let him go.

Fury told them that their mission was to go in fast, set up surveillance, and get out before they could be caught to avoid an international incident. Steve said that is the reason he felt he should go in alone.

Widow Given Command UA2

Fury thought he wasn't thinking straight. Fury then gave command of the team to Black Widow. Hank was delighted at the thought and joked that he should be called Private America.

The group boarded an aircraft and suited up. The plane went to Africa and landed near Wakanda.

Jungle Trek

Widow Leads Avengers UA2

The Avengers disembarked with Widow in the lead. She ordered them to move out in a twenty meter spread as they moved through the jungle. Iron Man flew off while Giant Man increased in size. Widow ordered Wasp to check above the canopy.

As they spread out, Iron Man asked Cap about the time he leapt onto the missile. He asked if Cap knew he would make it out alive. Cap said he did not. Iron Man responded that he did not know if he would have done that.

Iron Man flew closer and explained that Cap has the guts, while he wants the glory. He said he wasn't interested in posthumous awards. Cap responded that no one really knows if they could sacrifice themselves until the time comes. The two went off on their separate ways again.

As Cap continued on alone he flashed back to the encounter he had with Kleiser in the woods and subsequent blowing up of the train. As he remembered the events, he clutched the area where he had been wounded.

Widow Threatens Panther UA2

He walked away but saw something behind him. He threw his shield and barely missed Black Panther. Panther told him to leave. Then he noticed that Widow had appeared to point a gun at Panther's head. She told him that they came for answers.

Giant Man walked up while Iron Man and Wasp landed nearby. Cap said that they came to help like Panther had asked. Panther told him he was looking for advice but not participation.

Cap told him that Kleiser had killed people who were close to him too. He explained that they were both looking for the same thing. Panther relented at Cap's words and allowed Cap to follow him. However, he ordered the other Avengers to return to their ship.

Kindred Spirit

Cap left the team and followed Panther to the Wakandan city. As it became night, the two evaded the Wakandan guards. They climbed a large tree to enter the city walls.

Cap asked his guide why he did not just tell the people that the Avengers was there to help. Panther explained that the people would not understand as their nation had never needed help before.

The two jumped down next to two black panthers. The cats got up and began growling. Panther got them to relax with a wave of his hand. The two continued on.

They quickly hid behind a large pillar as three Wakandans passed by. Then Cap looked up and noticed a crashed Chitauri ship inside the building they were in. He asked Panther about it. Panther explained it was shot down in 1942. The two left the building.

The two jumped onto a panther statue's head on another building. Cap pressed Panther about the fallen ship. Panther responded that there was more to Wakanda than he could see. Panther leapt down the side and Cap followed.

Panther lead Cap through the Hall of Kings, where the bodies of all the former leaders lay. Panther showed Cap the memorial of his grandfather, Azzari the Wise. He explained that Azzari was leader when the Chitauri first arrived at their nation.

Panther explained that Azzari was approached by Kleiser under the disguise of peace. However, they knew that Kleiser wanted war and the "lifeblood" of their land. Cap asked him what he meant by lifeblood. Panther said that the Wakandans call it the Heart of Wakanda.

Panther went on to say that the Chitauri's ship attacked Wakanda and blasted large groups of their people. Kleiser sought to take the Heart by force. Panther said that his people rose up and defeated the alien invaders. But because of the encounter the people began to distrust any outsider, subsequently viewing any intruder as their enemy.

Cap asked if they knew what Kleiser was planning. Panther responded that they did not. Though he did believe that his father knew and prepared him for that day. Panther wanted vengeance and Cap sympathized with him.

Nakinda Cap BP UA2

Nakinda ran into the room talking of the intruders. She stopped when she saw Cap. Panther tried to explain but she ran out of the room. Cap and Panther realized that the other Avengers had been found. The two left to find their comrades.

The two returned to the jungle and Panther stopped the Avengers and Wakandans from fighting further. Cap dropped down next to a damaged Iron Man. Wasp flew up telling them that Hank had been poisoned.

Panther agreed to give them the antidote if they left immediately. Widow held Iron Man. Panther explained that if the team returned the warriors would kill them.

Cap and Wasp found Giant Man, who was unconscious. They picked him up and brought him to the plane where Iron Man and Widow were waiting. The group entered and Iron Man closed the door.

Widow talked with Fury who ordered them to return to the Triskelion.

Reckless Behavior

The aircraft lifted off and flew above Wakanda. Cap and Widow scanned the area before leaving. Cap spotted a Chitauri soldier on the ground. Widow came over to see as Wasp and Hank walked in. She told them that they could do nothing as they had to return.

Widow Chases Cap UA2

Cap headed towards the elevator and closed the door. Widow tried to follow but the door closed before she made it. Cap exited the door as Widow was coming down the stairs. He ran to a ladder and entered a smaller craft. He closed the door before Widow could get there.

Cap launched the craft away and towards the jungle below. Widow came on the radio and ordered him to return. Cap landed and exited the craft.

As he wandered through the jungle, he saw Panther attacking the Chitauri. Cap went up to them wanting to interrogate the alien. Panther told him that he had already tried. Panther then suggested that S.H.I.E.L.D. may have more successful methods. Cap agreed to try and lead Panther to his craft.

The three boarded and they lifted off. They then docked with the Avengers' ship.

Cap and Panther dragged the alien onto the main deck. Widow entered asking if Cap had lost his mind. He told them that they had to find out what the alien knew. The rest of the team also entered and watched. Widow told him that the alien's presence put them all at risk.

Widow Iron Man Cap Charge UA2

Panther then agreed with Widow just before he morphed into Kleiser. The supposedly downed Chitauri stood up and began firing at them. Cap and Widow dodged the blasts while she fired her guns.

Cap saw that Wasp got hit so Giant Man and Iron Man protected her. Cap used his shield to protect himself from the blasts. He then dodged out of the way and threw it severing the Chitauri's limb.

Kleiser grabbed the shield and used it to protect himself from the Avengers' attacks. He and the Chitauri headed to the elevator. Cap, Widow, and Iron Man tried to get into the elevator but it closed before they could.

Kleiser and the Chitauri board the craft and left.

Then a massive energy attack engulfed the ship. It began to break apart and flames erupted everywhere. Cap tried to hold on as Iron Man used his energy shield to protect the team.

Thor then appeared and teleported all of them away. The ship then exploded behind them.

War to End all Wars

The team appeared in the control room of the Triskelion. Thor held Iron Man as he collapsed on the ground. Widow held onto Wasp. She ordered the infirmary to expect wounded. Giant Man took his wife and left.

Avengers Defeated UA2

Fury asked if Iron Man needed a medic. He joked that he needed a mechanic and drugs. Cap began to walk away as Fury tried to talk to him.

A technician told Fury that the Chituari ship remained in orbit. He informed Fury that some kind of energy field was spreading out and engulfing the planet. Fury asked how long it would take. The technicians theorized that it would only take ten minutes.

Janet Infirmary UA2

Steve went to see how Janet was doing. He entered the room and saw Hank sitting by her side holding her hand. Janet was in a coma. Hank stood and angrily confronted him. Hank blamed Janet's belief in him for her condition. Seeing how angry Hank was, Steve turned and left.

Meanwhile, the Command Ship settled over Wakanda. The energy field enveloped the planet releasing fliers and walkers to destroy the cities and people. Major locations hit included London, Moscow, Paris, and Sydney.

The remaining members of the team gathered. Fury dressed in combat fatigues and gathered several large weapons. Tony arrived in his new War Machine armor. Captain America got into a new costume. Giant Man, Thor, and Black Widow also joined them.

The Last Nazi

Thor used his teleporting abilities to transport them all to Wakanda.

Panther Greets Avengers UA2

The Avengers appeared on top of the city to see it under siege from Chitauri forces. Black Panther spotted them and leapt up to join them. He told them how glad he was that they where not dead as he thought, having seen their ship explode. Thor began to explain something unknown to them.

Unfortunately, Kleiser and a group of Chitauri also saw them.

The Avengers saw Chitauri fliers approaching. Thor and Iron Man flew up to battle them. The rest ran off the hilltop before the Command ship blasted their position. Each Avenger began to engage the various alien invaders.

Cap Kleiser Final Battle UA2

Cap began fighting with a soldier on top of a cliffside and eventually defeated the alien. Then he saw his own shield come right at him, having been thrown by Kleiser. Cap ran towards his rival and flipped over his approaching shield. He grabbed it and used the shield to bash Kleiser off the cliff.

Kleiser eventually formed his hand into a blade and fought with Cap. The Nazi saw a fallen Chitauri and went over to it. He morphed his hand back and picked up the alien's severed arm. He then integrated the arm onto his own.

Cap approached and the Nazi fired onto the ground knocking Cap back. Cap was knocked out but saved by Panther and his claw missiles. Cap finally got up to see Kleiser fire Panther's own claws at the king and hit him in the chest.

Meanwhile, Betty and the awakened Wasp arrived in a S.H.I.E.L.D. aircraft with a gamma generator. They found that gamma radiation damaged vibranium. They gave the generator to Iron Man who, with the help of Thor and Giant Man, would attack the Command ship and destroy it.

Kleiser formed his other hand into a blade. Cap knocked Kleiser back against a wall. He threw his shield and severed the hand acquired from the fallen alien. Kleiser quickly reformed his hand into a blade. Cap came at him but Kleiser stabbed him. Cap stumbled back and Kleiser got up to move closer.

At the same time, Panther struggled to get up. Panther's head then morphed into that of a feline panther. He quickly attacked and slashed both of Kleiser's arms and legs off. Kleiser's teeth turned large and sharp as his mouth deformed. Panther stabbed his claws through Kleiser's chest and tore him in half.

Panther's head became normal again and leapt over to Cap. He asked how Cap was.

Kleiser's body then reattached itself and he boasted that the Black Panther could not defeat him. He then morphed into an enormous worm-like creature. Panther told Cap that they did not have to kill the Nazi, just defeat him by moving Kleiser into the vibranium refinery.

Cap got behind the Kleiser creature as Panther ran at him. The creature attacked but Panther got out of the way. Cap tackled the creature's back. The two fell below and Kleiser fell into the unrefined vibranium. Cap caught an overhead beam.

Panther told him to flood the chamber as he turned a large wheel. Vibranium began pouring in but Kleiser started to get up. Panther told Cap that they needed more and told him to break the nozzle.

Kleiser Defeated UA2

Cap and Panther made their way around the room breaking off the nozzles causing the chamber to flood. Eventually, it became too much for the former Nazi and he sunk below the surface. The vibranium hardened trapping Kleiser inside forever.

Cap and Panther stared on and took a moment to relax, having finally defeated their greatest foe.

Victory in Africa Day

The two made their way out of the refinery and joined the other Avengers. They all watched as the Command ship blew up and the energy field dissipated. The Chitauri soldiers, walkers, and fliers were finally being defeated. They found that Fury had been knocked out during the battle.

Avengers See Giant Man Injured UA2

The Avengers gathered at the foot of the palace as Iron Man landed with Giant Man in his arms. They cleared the area for the two. They saw that Giant Man was clearly injured, having been hit in the Command ship's explosion.

Wasp ran up to her husband as Iron Man set him down. She knelt down and took off Hank's mask. Hank told her that he finally became the man she always wanted him to be. He then died in his wife's arms.

The others closed in to mourn their fallen comrade. Wasp wept over her dead husband.

Panther Spots Debris UA2

As they bowed their heads, Panther looked up to see the remains of the Command ship heading towards the them. Iron Man thought he could deflect the debris. Cap asked him if he could survive. Iron Man told him he would take that posthumous award they talked about, and then flew off.

Iron Man diverted the debris so that it crashed into the jungle in a massive explosion. The Wakandans cheered but Cap turned around and saw that Iron Man was falling. He fell to the ground and crashed creating a big cloud of dust. Cap ran over and turned Iron Man on his back. He then took off Tony's helmet.

Avenger Big Three UA2

Thor appeared, having been knocked out by the Command ship, and knelt next to Tony and Cap. He help Mjolnir into the air and storm clouds formed over Wakanda. Lightning hit Mjolnir and Thor put his other hand over Tony's chest. Tony sat up up and looked at Thor. He said that Thor really was a God and Cap smiled realizing that he was fine.

Nakinda asked Panther what they should do with Kleiser's tomb. Panther suggested burying it. He turned to Cap and assured him that it was over. Cap nodded in agreement.

Cap joined the team, and the awakened Fury, as they gathered around Betty and Wasp, who were over the body of Hank.

Avengers Return Home UA2

The group boarded the plane and returned to the Triskelion. They flew over the damaged New York City and landed in an area clear of damage. The beat-up though victorious team departed the aircraft. As they walked towards the builting they saw destroyed walkers all around them.

Funeral for a Friend

As they inspected the building, Betty found that the captured Bruce, who she previously had thought died from a gas overdose by Dr. Oiler, had actually transformed into Hulk and escaped.

The team then held a funeral for Hank on an undamaged. Janet stood by a table with Hank's picture covered in flowers in a large wreath. Tony sat at the bar. Thor stood off by himself. Fury, in full military dress uniform, and Natalia, in a sexy red dress, walked in later.

Janet eventually touched her husband's picture as Betty walked up. Tony walked up and put his arm around the two and the three walked away. Thor watched them then sat down.

Steve Stops Natalia UA2

Natalia walked over to the balcony edge and looked over onto the city. Steve saw her and walked up to her. Natalia tried to talk about their relationship troubles but Steve stopped her. He told her that they should look at their future and kissed passionately.

As they kissed, three jets flew overhead trailing red, white, and blue smoke.

Presumably, Steve and Natalia made up and continued their relationship. It is unknown what became of the team or its members after the Chitauri were finally defeated.

Powers and Abilities

See also Captain America's Shield.

Steve Rogers is described as being at the peak of human physical perfection. Because of Operation: Rebirth, Steve is more physically capable of feats than any other human possibly could be on their own. He has strength and agility that no normal human could hope to achieve. He also has great durability, enough that he can survive a battle with superpowered foes such as the Hulk.

However, as strong as Steve is he is not invincible. He can die through normal means such as a bullet. While he may be strong he can never hope to survive for long against extremely powerful foes such as Hulk.

A unique property of the super soldier serum is that he can rapidly heal from most wounds. He is able to recover from bullet wounds fairly quickly and his bout with Hulk did no permanent damage despite putting him in the hospital for some time. Most notably, the serum kept Steve alive for sixty years while encase in ice while he had no food or air to sustain him. Likely the serum maintained his body's cells while the ice cryogenically froze him.

Cap Hits Fury UA

He is extremely skilled in hand-to-hand combat. Steve can compete with just about any foe in such a battle. He is also skilled in throwing objects. Moreso, he can ricochet objects off walls, other objects, and even people to bounce it around and hit more foes.

Steve also has much skill and knowledge in various guns and explosives.

Steve's most iconic feature is his shield. Originally he was given a triangular bullet-proof shield. The shield could protect him as Captain America from small arms fire from most types of guns. It was extremely durable and was only damaged by the superpowered Kleiser. It had extremely sharp edges and could cut through a person if thrown hard enough. However, he lost the shield before he made his fateful trip on the missile. It was found by other American soldiers and kept in memory of him. It eventually found its way to Bruce Banner's desk in the Triskelion.

New Shield UA

After his awakening, Steve was given a new circular shield. The second shield is 2.5 feet in diameter and weighs 12 pounds and made of a vibranium-adamantium blend. Being a circle, the shield was better able to bounce off walls. Since it was composed of vibranium and adamantium, it was indestructible to all known forces. It also had sharp edges to slice through various substances.

Both shields were colored in red, white, and blue after the flag of the United States of America. This meant that Captain America's, like the wielder himself, shield not only served as a powerful weapon but a symbol to rally friendly forces and strike fear into his enemies.


Widow Fury Wait For Steve UA2

Steve Rogers is an extremely dedicated person. Despite being physically unable to do so, he strove to help defend his country and freedom around the world. After gaining his enhanced abilities, Steve used that dedication to fight for peace. He will see what needs to be done and do all that he can to see the task finished. He fought bravely many times even to the point of sacrificing his life. Though this dedication often becomes an obsession.

Steve's dedication comes from his strong sense of responsibility. When the Avengers' first mission failed, Steve knew that since he was in command the failure was his responsibility. He then took that failure personally and went into a depression. Though he did return to the team when they needed a leader.

Steve Rogers UA2

However, he did not adjust well to the modern day world. Growing up in older and simpler times, he found modern people and technology difficult to get used to. He did not care for how common people and his neighborhood had evolved over the years. He also was ill prepared for the fact that everyone and everything he had known was gone with time.

This caused Steve to go into a deep depression. He began taking severe risks with his life, and it seemed as though he did not care if he truly died. Even the advice of Natalia Romanoff, who had also gone through much tragedy in her life, was unable to make Steve feel any better. It was not until he found closure with Kleiser that he was able to move on and focus on the future rather than the past.


Gail Richards/Barnes

Gail Richards was Steve's first known love. They had been quite serious when Steve went through Operation: Rebirth and went off to fight the war. Gail had given Steve a picture to remind him of her. Steve wrote his post-mortem message to her hoping that they would meet in the next life. They were deeply in love and likely would have spent the rest of their lives together had Steve not been frozen.

She took Steve's apparent death hard. Eventually she fell in love with Steve's friend Bucky and the two married. Gail found it hard to handle when news arrived that Steve was alive and wanted to see her. She initially could not handle seeing him and refused to meet with him.

Steve Gail UA

After the Chitauri attack she did find the courage to see him and met him in his hospital room. They made their peace and the two were able to move on. It is likely they stayed in touch afterwards.

Bucky Barnes

Steve met the young Bucky Barnes during the war. Bucky was a photographer documenting the war. Bucky became enamored by Steve's presence. He always defended Captain America and knew he would come through in the end. The two became good friends.

Seeing Captain America apparently blow up was hard on Bucky. He was more sorrowful than the other soldiers. Likely, he was the one who went to Steve's girlfriend Gail and told her the tragic news. He eventually fell in love with Gail and married her. They lived a long happy life together.

Steve Bucky Reunited UA

When Steve was resurrected, Bucky and Gail were the first two that Steve wanted to see. They were quite glad to see each other. Bucky, then calling himself simply Buck, had to unfortunately tell Steve about the other members of their squad.

After the Chitauri attack, Buck knew that the best thing for Steve and Gail was to finally make their peace. He convinced Gail to see him and happily watched as the two made their peace. It is likely they stayed in touch afterwards.

Herr Kleiser

Kleiser Dents Shield UA

Both being supersoldiers for opposing forces during the war, Captain America and Herr Kleiser are bitter rivals. Neither one can gain a true advantage over the other so that one can be defeated. The two met several times and their victories did little to end their personal war. They were roughly equal in physical capabilities, though Kleiser was able to heal much faster. Both thought that the other died in the nuclear explosion as neither reappeared for sixty years.

The years did little to abate their hostilities. As soon as Kleiser emerged again, their rivalry was instantly ignited once more. Steve became obsessed with taking down his rival once and for all. The two gave it their all during their final bout, and Captain America finally beat him. Seeing Kleiser finally stopped gave Steve great relief.

Gil Kowalsky

Gil had little faith in the image of Captain America. Steve knew that Gil realized that he was just a human, and could die like any normal person. Though he did not allow Gil's lack of faith affect his actions.

When Steve emerged he went to the cemetery where Gil was buried. Of all the people he fought with, Steve knelt next to the man who did not believe in him. He was hard hit seeing that Gil had died during that last battle, never truly seeing the end of the war. Likely, Steve's subsequent obsession with winning came from hoping that no one would ever lose faith in him as Gil had. This is probably one of the factors that led to his depression after the Avengers' first failure.

Nick Fury

Fury Confronts Steve UA2

Fury was Steve's commander after his awakening and thus helped him adjust to the modern world. Steve looked to Fury for help in gaining confidence in missions. Though Fury was a no-nonsense kind of person and told Steve what he needed when he had to. Fury looked out for Steve had helped him when he could.

Natalia Romanoff

Natalia is a highly skilled and very professional soldier, much like Steve. As such, the two respect each other a lot right from the start. They began to depend upon each other when they realized that the other Avengers were not initially the team players that they were. He became quite impressed when she used her skills to help stop the Hulk's rampage.

Natalia Steve Kiss UA2

Natalia was known for her flirtatious nature, but it is unknown just when the origins of their romantic relationship started. After their first failure, Natalia took it upon herself to comfort Steve, though he did not allow it to work. She tried to use her own experiences to help him but he ignored her.

After the Chitauri's first defeat, Natalia helped Bucky make peace between Steve and Gail. Afterwards, she openly showed romantic interest with a passionate kiss at the team's celebration. She was quite enamored by him and he returned the feelings. They eventually started a romantic relationship.

Widow Worries About Cap UA2

However, Steve's subsequent depression strained their relationship and the two drifted apart. Though she tried, Steve once again ignored her attempts to help. When she was given command of the team, Steve did not appear pleased but did not show open anger or disappointment. After Kleiser's defeat, Steve got over his depression and the two made up. Presumably, they continued their relationship.

Bruce Banner

Like many, Bruce grew up hearing of Captain America's adventures. He then spent his time trying to recreate the super soldier serum. Possibly, it was so that he, who was fairly meek and small, could grow big and powerful like Steve. Unfortunately, his attempts produced the Hulk, a powerful beast that is fueled by anger.

Bruce's greatest dream was realized when he met Steve. He thought that Steve was the key to making Hulk controllable. However, Steve was frightened by the concept of Hulk and feared what Bruce could and would do if he did control the beast. Bruce was initially disappointed that Steve did not support him, but after his failure with the Hulk he realized that Steve was right. It is unknown if Steve ever forgave Bruce for willingly transforming into Hulk.

Tony Stark

Tony grew up learning about Steve Rogers. Possibly, Tony made his Iron Man suit to emulate Captain America. Tony was glad to finally meet his hero, though he initially did not believe that Steve could adequately lead a modern day team. At first, Tony refused Steve's orders. But their defeat made him realize that Steve was right. Subsequently, he followed Steve's lead.

Iron Man Cap UA2

In the following months, the two grew closer. Eventually, Tony inquired into how Steve could act so heroic. Tony did not believe that he could act selflessly as Steve had, though he had confident in his armored comrade. Eventually, Tony was able to make such a selfless sacrifice to save Wakanda. Seeing what he did, Steve was the first to help his fallen friend and was glad to see that he was alright.

Hank Pym

Hank took a near instant dislike to Steve. First, it was because his wife found Steve sexy causing Hank to become jealous. He then resented any attempts by Steve to help Janet out, even though Steve was likely just being sincere. Second, Steve was given command of the Avengers when Hank thought that he should be. He felt that he was the smartest person on the team and could best lead the team. It was did not help that Fury had previously removed Hank from the super soldier project at S.H.I.E.L.D. making Hank resentful. Last, Hank felt that as Giant Man he was the most powerful person on the team. He did not think that Steve properly used him in combat.

Hank Yells at Steve UA2

The Avengers first victory over the Chitauri did nothing to help their relationship. Hank still resented Steve and took pleasure when command was taken away from Steve. He showed little care for Steve when he left the ship to pursue an alien soldier. Though he was somewhat justified, he blamed Steve for Janet's coma and angrily yelled at him when he was just trying to help. The two were unable to make their peace before Hank's death. Though Steve was sorrowful at Hank's sacrifice. However, Steve did not appear particularly troubled at Hank's funeral as he spent his time making up with Natalia.


Steve found a kindred spirit in T'Challa, the king of Wakanda and current Black Panther. Both had suffered greatly because of Herr Kleiser's actions. Kleiser had caused the death of many of Steve's comrades and T'Challa's father T'Chaka. T'Challa's first instinct was to seek out Steve's help in defeating their common foe.

Cap Comforts Panther UA2

When in Wakanda, the two found that they were similar in personalities and abilities. The two discussed their histories and how to defeat Kleiser. Steve then found that T'Challa was risking his reputation and title to help Captain America and the Avengers. T'Challa was hard hit upon seeing the Avengers' ship destroyed as he believed they had all died.

The two fought Kleiser together supporting each other. Their combined efforts eventually proved victorious and Kleiser was defeated. Both were happy for each other that they could move on. If T'Challa actually did join the Avengers they would have continued their friendship.

Alternate Version

Cap Dead Vision UA2

Before they gathered to go to Wakanda, Thor had a vision of the future. In this future Thor did not arrive to save the Avengers. Presumably, he left to return to Asgard at the order of his father, Odin. In this timeline, the Avengers were all killed by the Chitauri command ship. Captain America's smokey, skeletal remains crashed to the ground with the rest of the team.

This version was elimanted when Thor came to save the team from the attack.


Captain America was voiced by Justin Gross in both of his appearances.

Cap UA Poster

Like most of the characters, he is combination of his original 616 and Ultimate versions. His physical design is from Ultimate while his personality is closer to his 616 version. One point of contention among fans with the Ultimate universe is that he is seen as more of a jerk than his original version.

The opening sequence of Captain America stopping the bomb is taken directly from the first comic, Ultimates #1. Steve Roger's trip to the cemetery is from Ultimates #3, recreated faithfully.

In Next Avengers: Heroes of Tomorrow, James Rogers's parents were chosen because of this version's relationship with Black Widow. The producers felt that audiences would be familiar with Cap and Widow because of Ultimate Avengers and Ultimate Avengers II. In the 616 comics, Widow did date Steve Rogers but was more romantically linked to Steve's successor Bucky, who took over as Captain America after Steve died.

In the Comics

S.H.I.E.L.D. anticipated that Steve Rogers would wake up from the ice and were there to immediately welcome him. This particular change was kept for the live-action film Captain America: The First Avenger.

It was Bruce Banner, not Steve, who went to recruit Thor.

After Hulk transformed back into Bruce following the battle, Steve angrily knocked him out.

Hank Pym beat his wife and the two separated. Steve went and beat Hank up then removed him from the team before the final battle with Kleiser. Wasp began a relationship with Steve (alluded to in the scene where she first sees him) while Natalia dates Tony Stark.

Captain America defeated Kleiser by convincing Hulk that the villain had molested Betty. Hulk then ate the Chitauri and Bruce's waste was examined by S.H.I.E.L.D.

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