Appearing in 1st story
- Sharon Carter
- Wasp (Hank Pym)
- Falcon (Sam Wilson)
- Black Widow (Natasha Romanoff)
- Ronin (Clint Barton)
- Vision (Jonas)
- Red Skull (Johann Schmidt) (Death)
- Crossbones (Brock Rumlow)
- Sin (Sinthea Shmidt)
- Arnim Zola
- Norman Osborn
- Victoria Hand
- Winter Soldier (Only appearance; dies)
- Black Widow (Only appearance; dies)
- Thor (Only appearance; dies)
- Spider-Man (Only appearance; dies)
- Luke Cage (Only appearance; dies)
- Steven Rogers (Earth-36310) (Mentioned)
- Sharon Carter-Rogers (Earth-36310) (Mentioned)
Races and Species:
- Martian Masters (Of Earth-10363)
Synopsis for 1st story
During the battle, Henry Pym enters the Red Skull's ship and frees Sharon Carter. Meanwhile, Rogers, determined to stop the Skull at all costs, tackled the representation of his enemy's consciousness and began to strangle him in hopes of killing his body. Surprised that Rogers would go that far, the Red Skull consciousness evacuated Rogers' body, allowing Rogers to reassert control. He then swats Sin away, before reconciling with Bucky. They then join with friends to defeat the M.O.D.O.K.s.
Back in the A.I.M. ship, Pym and Carter fight their way to Arnim Zola and prevent him from hacking into Vision's operating system and obtaining all their secrets. Just then, the Red Skull reemerges back in his robotic body. Enraged about being trapped again in his robotic shell, the Skull swears that Rogers will pay. To prevent him from escaping the area, Sharon Carter uses Pym's size changing technology to enlarge Red Skull into a giant. While Rogers leads the Avengers into a coordinated attack on the giant menace and thus holding him in place, Vision accesses the ship's weapons systems to fire on the Red Skull. As the Skull falls against the attack, Rogers is seen by the civilian bystanders for the first time and they cheer his return. Although Rogers is certain that The Red Skull's consciousness was destroyed along with the robot body, Black Widow reminds the team that Norman Osborn and his Avengers will on the scene momentarily and they leave the area immediately; Rogers himself is surprised to hear about that.
Back at the H.A.M.M.E.R. Helicarrier, Osborn is briefed on the incident, and begins his plans to deal with his newly strengthened enemies. He also comments on Sin, who was too close to the destruction of Red Skull, and caught in the explosion. She is alive, but her face was burned in the explosion, leaving her with a Red Skull face just like her father.
In Brooklyn, Rogers broods about the apocalyptic visions of the future he experienced and wonders how to avert it. As he ponders, Sharon arrives to take him to the party in his honor downstairs, but Rogers asks for one peaceful moment with her first.
The story so big we needed another issue to finish it! The return of Captain America! The fight for the body and soul and mind of Steve Rogers! Avengers versus the Red Skull and his cronies! The biggest finale of the year is finally here! Brought to you by Ed Brubaker, Bryan Hitch and Butch Guice!
- The alternate future that Captain America had seen bears a resemblance to the Martian Invasion of Earth-691.