The film starts in 1930's New York, with a young Steve Rogers being woken up early in the morning by his parents fighting. He looks out his bedroom door, and witnesses his father hitting his mother. When Steve's father leaves, his mother notices Steve, and comforts him. She suggests that Steve walks to his grandfather's house, and so he does. On his way there, the neighborhood bullies corner him, and mock him for coming from a poor family with an alcoholic father. The bullies start to beat Steve up, when another kid comes and fights them off. The kid helps Steve up, and introduces himself as James Buchanan Barnes, but says that his friends just call him "Bucky."
Years later, Bucky has enlisted in the military, and Steve goes to visit him as he is stationed at Pearl Harbor in Hawaii. Also at Pearl Harbor is German scientist Abraham Erskine, who is pitching his "super soldier formula" to General Chester Phillips and Peggy Carter. As Steve is about to arrive at Pearl Harbor, he notices planes coming in from the distance. Japanese soldiers attack Pearl Harbor, and Steve heroically rushes into the base. Steve rescues Bucky and a few other people, including Erskine, Phillips, and Carter. He looks back as the rest of the base is destroyed by the attackers. The next day, Erskine convinces Phillips that Steve is the perfect candidate for the super soldier treatment, as he is scrawny and meek, but he has the heart of a hero. After Steve returns to New York, he decides to sneak into a museum to get a look at some military uniforms, when suddenly Abraham Erskine reveals himself, telling Steve he has an offer to make. The scene jumps to Steve being tied down to a table, with several needles being put into each of his arms. Dr. Erskine tells him to find something to bite down on. Steve looks up at Bucky, who gives him a reassuring nod. Steve then braces himself as a strange blue liquid is injected to his arms, and his body starts to shake. In modern day, Steve awakens in a cold sweat, lying on a couch in the living room of Avengers Mansion. He startles the butler, Edwin Jarvis, who is dusting off a nearby shelf.
In Wakanda, a panther is seen running through the jungle. It leaps across a river, and keeps on running. Eventually, it catches up with its prey, a gazelle. The panther pounces on the gazelle, and tears into it, before being impaled with a spear thrown by someone unseen. The panther falls to the ground, and Prince T'Challa, in traditional Wakandan clothing, walks up and takes the spear from the panther. He kneels down next to it, and places his hand on the animal's wound, making eye contact with it as it dies. He takes some of the blood from the panther and smears it over his face. He stands up, and turns around to see his uncle S'Yan, and royal guard member M'Baku, who tell him that he has completed the final task of his training, and he is ready for "the ritual". They return to the beautiful kingdom of Wakanda, arriving back at the royal palace, where the King T'Chaka and some high-ranking Wakandan council members are discussing something. T'Challa interrupts the conversation, and sees that the legendary Serpent's Crown has been found in the vibranium mines. M'Baku says that it must be destroyed, as they can't risk it falling into the wrong hands. M'Baku explains how, in the ancient legends, the Serpent's Crown was made using scales from the multi-headed serpent god Set, who tried to destroy Wakanda but was stopped by the panther goddess Bast. T'Challa dismisses these legends as ancient fairy tales, and tells M'Baku that he needs a reality check. This leads to an argument, with M'Baku telling T'Challa that he needs to learn respect for Wakandan tradition. T'Chaka breaks up the fight, and sends M'Baku and the other members of the royal guard to seal the crown away in the royal vault until further notice. T'Chaka dismisses the council members, and leaves, ignoring T'Challa when he tries to talk to him. S'Yan tells T'Challa that M'Baku has a point, as the time will come when he, as Wakanda's ruler, will have to uphold and embrace his nation's traditions. T'Challa tells S'Yan that he doesn't disrespect the Wakandan traditions, but he simply refuses to let them rule over his life. One of the council members, B'Tumba, watches as the royal guard members lock the crown away in the vault. One of the guards ask B'Tumba what he thinks the crown is worth, and B'Tumba says "More than anything in the world".
Back in America, a Stark Industries truck carrying parts of an Iron Man suit is driven off the road by two armored cars. The driver crawls out from the wreckage, and sees a gang of French thieves looting the truck. The gang's leader, Batroc, shoots at the driver, but Captain America arrives just in time to stop the bullet with his shield. One of the thieves grabs the arm of an Iron Man suit and uses it to fire an energy beam at Cap. Cap is caught off guard and sent flying back. The thief cannot figure out how to turn off the energy beam, and the force of it sends them flying back as well as the beam shoots out uncontrollably, taking out two other thieves. Cap gets back, only for Batroc to grab his shield and hit him over the head with it. Cap falls to the ground, and Batroc prepares to shoot Cap, but not before Cap can sweep his legs and knock him to the ground. Cap jumps over Batroc, grabbing his shield and smashing it into the criminal's face. Cap throws the shield against the side of the overturned truck, causing it to ricochet and take out the remaining thieves before flying back into Cap's hand. Cap interrogates Batroc, telling him that he was on a list of known Hydra affiliates. Batroc confesses, stating that he and his men were hired by Hydra about a year ago to try and steal an artifact called the Serpent Crown. However, the Crown they stole turned out to be a fake. Cap asks him who hired them, but the scared and beaten criminal loses consciousness. Cap looks over at the truck driver, who asks him if he knows Spider-Man. Cap sighs.
The next day, Batroc is being interrogated by Maria Hill in the newly rebuilt SHIELD Triskelion, in Washington, DC. In the next room, Steve is watching the interrogation. Maria learns from Batroc that his crew was hired by a man named Heinrich Zemo, who SHIELD has a few records on. Steve recognizes the name from the SHIELD file, and meets with Maria outside of the interrogation room, demanding all of SHIELD's info on Zemo. Maria brings Steve into SHIELD's archive, where she brings up the file on Zemo. Heinrich Zemo was a German arms dealer involved with several international crime rings, who eventually joined Hydra. She also points out that he has a son, but there doesn't seem to be any information on him. Steve asks Maria why Zemo would want the Serpent Crown. Maria says the Serpent Crown is a legendary artifact, said to hold some sort of unknown power. Nick Fury enters the room, and asks Steve what he's doing at the Triskelion. Steve tells Fury that he's just brought in a wanted criminal. Fury scolds Steve for leaving SHIELD to work with some dangerous costumed vigilantes, even though Steve reminds him that the Avengers were the ones who saved him from Graviton. Steve storms out of the room, walking down a corridor. He looks through a large window down into a training room, where rookie SHIELD agents are being put through a training simulation. Short-tempered agent Clint Barton gets into a fight with another trainee, and is kicked out of the training room. Out in the hallway, he runs into Steve, and starts to curse him out, until he recognizes him. Barton is excited to meet Captain America. Steve tells Barton he shows potential, but he needs to learn co-operation. Maria approaches them, and gives Steve a flash drive containing all of SHIELD's information on Zemo, telling him Fury doesn't have to know. At the Avengers Mansion that night, Steve is looking through all the information on one of Stark's computers, though he has to have Jarvis help him with the technology. Steve learns that Zemo's supposed hideout is in "Castle Todesritter," though the castle's location is unknown. Steve claims the name seems familiar.
In Wakanda, T'Challa looks over a mural which depicts a battle between Bast and the gorilla god Ghekre. T'Challa is approached by his sister Shuri, who tells him she heard of his "outburst." She tells him he should appreciate his role as the future Black Panther, since there are many who would do anything to don the age-old cowl. T'Challa laughs it off, jokingly telling her that she can have it if she really wants it. The two have a brief conversation about their father's policies, with T'Challa wondering why they don't just open their borders to the rest of the world. Shuri tells him that the last Americans that came to America were colonialists who tried to conquer it and steal all of their resources. Back in World War II, Captain America and Bucky are playing poker with some of their fellow soldiers at an American military base. General Phillips comes in and tells them they need to get ready for their next mission. They've located the base of the Red Skull, one of Hitler's top men and Hydra's own super soldier. Peggy Carter steps in, adding that Hydra's entire supply of the imitation super soldier serum is being kept there. If they retrieve it, they can create more super soldiers and stop Hydra from mass producing an army of their own. As Steve gears up, Peggy tells him to be careful, mentioning a close call he had on his last mission. Bucky interrupts, telling her he'll always have Steve's back. As Steve and Bucky head on the helicopter, Steve asks Peggy where exactly they'll be going. She hands him a map, with the location of Castle Todesritter marked on it.
In modern day, Steve Rogers arrives via Stark Quinjet at the Triskelion. He meets with Maria Hill, telling her he thinks he knows the location of Zemo's hideout. Fury once again interrupts, telling Steve to leave. Steve gets into an argument with Fury, telling him he's letting his own stubbornness get in the way of catching Zemo. Steve ends up storming out of the room, running again into Clint Barton, who is heading home. Clint asks Steve what he's up to, and Steve tells him he's going by himself to capture a high-ranking Hydra member. Clint tells Steve he's going to need back-up, but Steve tells him to stay out of it, even though Clint sees this mission as a chance to finally prove himself. As Steve gets back into the Quinjet and starts it up, Clint gears up and sneaks on board, stowing away in the back of the jet as Steve takes off. In Wakanda, T'Chaka and S'Yan are discussing T'Challa's training as they walk into the royal vault. T'Chaka tells him that T'Challa still has a long way to go, as he does not believe in all of the ancient traditions and legends, citing the Serpent Crown as a specific example. As they walk up to where the Crown should be, they are both shocked to see that it is missing. At Castle Todesritter, Heinrich Zemo arrives via helicopter and meets with his henchman, Hydra agent Eric Williams, who has now been turned into the cyborg assassin Grim Reaper, complete with a cybernetic hand and an imposing suit of armor. The Reaper tells Zemo that their contact in Wakanda has successfully stolen the Serpent Crown, but they need to go to Wakanda to make the transaction. In another WWII flashback, Captain America and Bucky arrive at the castle. After fighting through an army of guards with their fellow soldiers, only Cap and Bucky manage to make it inside. They sneak into a room and observe from afar as Hydra grunts load nuclear missiles onto a large plane. They briefly discuss their next move, when suddenly they are caught and tranquilized by two guards, who carry them off. The two of them awaken, tied up atop the castle. Johann Schmidt appears before them, pulling off his face to reveal himself as the Red Skull underneath. As he speaks to them about Hydra's superiority, Bucky uses his pocket knife to cut his ropes, breaking himself and Steve free as they charge at the Skull. On the Quinjet, which is set to auto-pilot, Steve gazes out the window, reminiscing, when Clint reveals himself. Steve and Clint get into a heated argument, with Clint insisting that Steve is going to need his help. Suddenly, they arrive on the island, just outside the castle. Steve tells Clint to guard the Quinjet, and heads in.
Two guards are standing at the front of the castle, talking about a movie they saw, when Steve gets the drop on them, taking them both down with ease. Steve sneaks into the castle, evading guards. As he quickly takes cover behind a corner to avoid being seen by the Grim Reaper, he looks up and realizes they have him on camera. An alarm goes off, and guards swarm the hallways. Steve begins to fight his way through them, as Clint sits in the Quinjet, reading a magazine. Back in the castle, the Grim Reaper informs Zemo that Captain America has arrived. Zemo is rushed into the jet, along with several of his men. Captain America storms into the room, engaging in a brief battle with the Reaper. The Reaper's cybernetic hand suddenly morphs into a large scythe, catching Steve off-guard and allowing the Reaper to temporarily take him down. The Reaper quickly gets onto the jet and it takes off. Steve runs and jumps onto the back of the jet, hanging off of it. He tries to climb inside the jet, when he begins having traumatic flashback of himself and Bucky confronting the Red Skull on top of the castle back in WWII. As he sees Bucky get thrown off of the castle by the Skull and seemingly killed in the icy waters below, Steve loses his grip on the jet. He falls off, and begins falling down into the water, until the Quinjet zooms underneath him, catching him in midair. Steve is knocked out, but Clint puts the Quinjet on auto-pilot and pulls him into it. Clint sets the Quinjet to follow Zemo's jet, as Zemo orders his men to set course for Wakanda.
In Wakanda, a meeting of the royal council is held to discuss the Serpent Crown's disappearance. M'Baku says that the thief must be found and executed. T'Challa once again disagrees with M'Baku's extremist ways, leading into yet another argument that is interrupted by T'Chaka, who tells them that the council will decided what punishment is necessary when they find whoever is responsible. B'Tumba sneaks away from the council meeting. On his way out of the royal palace, he is stopped by S'Yan, who briefly questions him. B'Tumba tells him that he's feeling sick, likely from all the stress of the Crown being stolen. S'Yan lets him go, and so B'Tumba returns home, heading down into a secret chamber, where the stolen Serpent Crown is being stored. He begins to have second thoughts, but knows it is too late to call the whole deal off. Outside the gates of the kingdom, guards are standing watch, when the Hydra jet suddenly appears and lands down. Guards surround it to investigate, telling the pilot to step outside. The jet opens up, and as the guards gather around, the Grim Reaper leaps out, attacking them. Several Hydra soldiers also rush out of the jet, opening fire. All of the guards are either killed or immobilized, allowing Zemo and his men to break into the kingdom. Shortly after, on the Quinjet, Clint manages to wake up Steve, who asks him where they are. Clint tells him they followed the Hydra jet, and that they're somewhere in Africa. As they land down, Wakandan guards surround them, forcefully pulling them out of the Quinjet and arresting them.
At the royal palace, T'Challa meets with T'Chaka to discuss his training as the Black Panther. T'Chaka tells T'Challa that he doesn't think he is worthy of the mantle, upsetting T'Challa, who ends up storming out of the palace. S'Yan and M'Baku then rush into the room, telling T'Chaka that a group of terrorists have just wiped out a whole group of guards and have made their way into the kingdom, and they believe they've captured two of them. The entire kingdom goes on high alert, as T'Chaka goes to oversee M'Baku's interrogation of Steve and Clint. Clint gets into a heated argument with M'Baku, insisting that he and Steve came to stop Zemo. Steve tries calming Clint down, insisting that he does all the talking. Steve tells M'Baku that he is Captain America of the Avengers, but M'Baku doesn't seem too familiar with him. T'Chaka hears this, and interrupts the process, telling Steve and Clint that if they can help the royal guard track down Zemo and his men, they'll be let go. M'Baku, at first, isn't sure about letting outsiders work with the royal guard, but T'Chaka, as king, orders him to co-operate. As panic spreads throughout Wakanda, B'Tumba rushes to his large home in the mountains. Inside, he sees the Grim Reaper waiting for him. In the Temple of Bast, T'Challa is looking at a painting on the wall of the first Black Panther, his ancestor Bashenga, when Shuri approaches him. T'Challa tells her he's given up on becoming the Black Panther. Shuri tells him that, as much as she's envied him, he needs to go through with it. Now that Wakanda has been infiltrated by outsiders, the nation needs its guardian more than ever. T'Challa tells her that he still has yet to go through the final ritual, in which the juices of the mystical Heart-Shaped Herb are to be applied to his body. Shuri tells him she's been studying the ritual. T'Challa doubts whether he's ready to become the Panther or not, be Shuri assures him that he's fully prepared in all the other areas, he just needs to embrace his destiny.
In B'Tumba's home, Zemo comes out and confronts him. He has his men prevent several suitcases full of money to B'Tumba, but B'Tumba changes his mind, wanting out of the deal. Angry, the Reaper is about to decapitate B'Tumba, when Zemo stops him, asking if a little persuasion could change his mind. At the royal palace, Steve is given his shield back by M'Baku, and Clint is given his gun, but he instead chooses a traditional Wakandan bow he sees, telling Steve that he became a great marksman through professional archery training as a youth. As Zemo keeps upping the payment in hopes to change B'Tumba's mind, one of his men is looking around the house, and accidentally stumbles upon the cellar. As Zemo and his men gather around, B'Tumba uses the diversion to break free from the Reaper's grasp, though the Reaper still manages to injure B'Tumba by slicing his stomach. B'Tumba runs out towards the city, eventually falling down. He is found by S'Yan, who was on his way to question him, and he tells him that the outsiders are in his home, along with the crown.
As Zemo breaks the Serpent Crown out of its glass case and takes it for himself, he tells his men the legend of Set. Royal guard members suddenly surround the building, along with Steve and Clint. Clint takes a Vibranium-tipped arrow and aims it toward the front door, as M'Baku calls out to Zemo and his men, telling them to surrender. The Grim Reaper walks out, and Clint gets ready for the kill. The Reaper's cybernetic hand then morphs into a laser blaster, and he opens fire on them. Clint lets the arrow go, and it hits the Reaper in the shoulder, piercing through his armor. The Reaper turns his hand back into a scythe, and charges into battle, as the rest of Zemo's men attack, excluding one who goes with Zemo himself into their jet, taking off with the Crown. As Steve and Clint battle the Reaper, Steve notices the jet flying away. The Reaper nearly catches Steve off-guard, but M'Baku blocks his scythe with a Vibranium shield. As M'Baku and Clint take on the Reaper, Steve runs after the jet, throwing his shield at its engine. He misses, and the shield falls back down into his hand. Clint runs up behind him, aiming with another Vibranium arrow. Steve asks what he's doing, but Clint says just to trust him. Clint pulls back, and then lets go, the arrow flying into the engine of the jet and damaging it. The jet goes lop-sided, flying lower and lower, until it crashes off in the distance. As the last of Zemo's men are finished off by the royal guard, the Reaper gets the drop on M'Baku, slicing at his leg and knocking him to the ground. The Reaper prepares to finish him off, but, out of nowhere, the Black Panther jumps down, knocking the Reaper to the ground. They have a brief duel, but the Panther manages to knock the Reaper out with a kick to the face. All the guards look up in awe at the Black Panther, who reaches up and takes off his mask to reveal himself as T'Challa. He helps M'Baku up off the ground, but M'Baku just stares at him, speechless. Back at the royal palace, T'Chaka meets with the recovering B'Tumba, who takes full responsibility for his actions and begs for forgiveness. Before T'Chaka can respond, B'Tumba succumbs to his injuries, passing away in his hospital bed. The remaining guards arrive back at the palace, along with T'Challa. T'Chaka is stunned to see his son standing before him as the Black Panther. Before T'Chaka can say anything to him, T'Challa decides to leave. M'Baku tells T'Chaka that his son has violated tradition by suiting up as the Panther and having the Heart-Shaped Herb applied to him before they can officially carry out the final ritual, but after hearing what he did, T'Chaka is too proud to be angry with him. M'Baku, on the other hand, is outraged, and storms off. S'Yan approaches T'Chaka, and tells him that the two American heroes seem to have run off after the remaining invaders. Out on the balcony, T'Challa stares at his Black Panther mask, when Shuri walks up to him. He tells her he is finally ready to defend his nation, and she urges him to go with the two Americans to finish off the invading forces. As S'Yan and T'Chaka come out onto the balcony to speak with him, T'Challa dons his mask and leaps out onto a nearby rooftop.
Out in the isolated mountains, Steve and Clint come across the flaming wreckage of the Hydra jet. Steve approaches the wreckage, but Clint tells him that it's too dangerous, and since they clearly didn't survive, there's no point in checking. Steve doesn't listen to him, and goes further to the jet, Bucky's final screams echoing through his head along with visions of the Red Skull's face. Clint tells Steve that it's over, but Steve tells him it'll never be over until he makes sure the last remnants of Hydra are gone for good. As Steve walks up to the burning wreckage, the flames reach the jet fuel and sparks a large explosion, sending Steve flying back. Clint runs up to him, and is relieved to see that he's fine. Steve, barely conscious, starts repeating Bucky's name. Clint tries to snap him out of it, but Steve begins having a complete breakdown. Off in the distance, T'Challa arrives, and sees Steve and Clint sitting by the wreckage. He also notices a shadowy figure on the other side of the fire, crawling away with the Crown. The figure manages to get up and limp over onto a nearby cliff, standing over violent waters. T'Challa yells out, gaining Clint's attention. Clint and T'Challa watch as the figure, revealed by the light of the fire to be Zemo, places the Crown on his hand. Zemo laughs, and proceeds to summon the serpent god Set. Thunder clouds roll in and the water becomes more and more violent as a green light glows beneath the surface. Clint and T'Challa watch in horror as several gigantic serpent heads rise up from the water, looming over them as a thick fog rolls in. Zemo laughs maniacally, and Clint aims his bow at him, taking the last of the Vibranium arrows and shooting it directly into Zemo's chest. Zemo falls to his knees, and looks up at Clint, saying "it has already begun." Zemo falls forward and finally dies, the Crown falling off of his head and resting on the cliff. As one of Set's mouths slowly open, blue flames appear in its jaws. Set blasts the cliff with otherworldly flames, completely obliterating it. As the end of the cliff crumbles and starts to fall into the ocean, T'Challa quickly leaps over and grabs the Crown. Clint grabs him and pulls him to safety as the entire cliff sinks into the ocean below. The waters start to rise, building up more and more until Set pushes forward a giant wave. Clint grabs Steve, pulling him to his feet and fleeing from the giant wave with him and T'Challa. A Wakandan chopper arrives, with M'Baku throwing down the ladder and saving them as the mountains are flooded with rushing water.
They arrive back at the royal palace, where a breathless Clint informs T'Chaka and S'Yan on what he saw, with M'Baku confirming his words. Everyone is shocked, but then T'Challa comes forward with the Serpent Crown, asking them if it's possible to stop Set with it. S'Yan tells T'Challa that, according to the legends, if one is strong enough they can mentally overpower Set and force him back into slumber. Steve moves away from the group, stumbling out onto the balcony. He looks out over the surrounding city, and sees members of the royal guard attempting to calm the public. Suddenly, a large tidal wave comes in from the distance, flooding Wakanda. Panic breaks out, with the royal guard rushing to save all the civilians, bringing them all into the palace. Steve looks down and sees two young children, accidentally left behind and yelling for help from the roof of their house. Steve dives down from the balcony into the rising waters. As the waters start to reach the roof of the house, Steve quickly swims through the flooded village, reaching their roof. He holds both of them in his arms, and looks back at the palace balcony, which has vines that hang from it down into the streets. Steve swims both of them to the vines, climbing up and carrying them to the balcony. As all entrances are sealed off to prevent water from pouring in, the rescued civilians are gathered. Steve brings the children to the crowd, where they quickly recognize and reunite with their parents. Steve is approached by Clint, who takes him aside and asks him what happened. Steve looks back at the children and their overjoyed parents, then looks back at Clint. Steve says that, back in World War II, he failed to save someone important to him, and ever since he woke up back in the modern day, he's carried that guilt with him. Clint apologizes, but Steve says that he's alright now, or at least he believes so. S'Yan gathers the members of the royal guard, who head to the top of the palace, where T'Chaka, T'Challa, and M'Baku stand. As T'Chaka gives a speech to the royal guard, telling them this will be the most dangerous mission they'll ever have, T'Challa steps aside with M'Baku. T'Challa apologizes for how he previously acted towards M'Baku. The two shake hands, and M'Baku tells him that, at the end of the day, their kingdom's safety is what matters most. Shuri runs up to T'Challa, handing him the Crown. He thanks her. She starts to cry, hugging her brother and promising him to be safe. T'Challa promises he'll come back to her. As the royal guard heads out and T'Challa heads onto one of the helicopters, Steve and Clint get on board with him. T'Challa thanks them for their assistance, telling them they are true heroes. He asks Steve if he's ready for this, and Steve simply nods. They all head out, flying off to confront Set.
As Set rampages through the flooded mountains, heading towards the city, the helicopters fly in, with Wakandan archers firing their arrows upon the serpent. It doesn't seem to have much effect on Set, who proceeds to breathe flames upon them. Before the side of their chopper can be engulfed in flames, Steve leans out and holds up his shield, holding back the flames. As Steve starts to become overwhelmed by the flames, T'Challa dons the Crown, climbing out onto the side of the chopper and clinging onto it with his claws. T'Challa crawls over onto the front of the chopper, calling out to Set. One of the serpent's heads ceases it's fire-breathing and turns to T'Challa. T'Challa hears Set's voice in his head, telling him everything he knows will fall. T'Challa struggles to resist Set's thoughts. As the mental anguish becomes physical pain, T'Challa starts to slide off the front of the chopper. As T'Challa tries to cling on, one of Set's heads hits the chopper, causing it to spiral out of control. T'Challa starts falling, and as he watches, Steve starts to flash back to Bucky falling into the ocean. Steve leaps out, grabbing T'Challa by the leg and barely hanging on to the bottom of the chopper. Another chopper, piloted by M'Baku, flies by. Steve and T'Challa are pulled inside, with Clint and the pilot jumping out of their chopper and joining them. The out-of-control chopper crashes into the water, exploding. As Set starts taking out the other choppers, M'Baku's flies up above the serpent's heads. T'Challa, hanging down on a ladder, gets Set's attention once again, continuing their psychic battle. T'Challa struggles to overpower Set, when he starts to remember what Shuri said, and the promise he made to her, prompting him to resist more against Set. Set is visibly weakened by T'Challa, and recoils in pain. As Set starts to sink back into the water, he lets out a fiery explosion that pushes back the remaining choppers. To finish the job, Steve leans out of the chopper and throws his shield, which flies down into one of Set's heads. The serpent lets out an Earth-shaking hiss, before falling back into the water. M'Baku flies them away, as Steve pulls back T'Challa back up into the chopper. T'Challa takes the Crown off of his head and pulls off his Black Panther mask. He looks out as the water level starts to go back down. As Clint applauds his victory, T'Challa says that, once again, the Panther has risen to save Wakanda. Steve leans outside, gazing back down into the water. Clint asks him if he's okay, and Steve leans back inside, telling him that, for the first time in a long time, he thinks he is. M'Baku silently looks out upon the destruction caused by Set, and then back at T'Challa's Black Panther mask.
Three months later, King T'Chaka speaks in Washington, D.C. about the possibility of Wakanda opening up its borders, saying that meetings will be held to discuss potential trading with the U.S. Outside, T'Challa looks over the city, seeing a nearby statue of Captain America. Steve, with a new shield given to him by the Wakandans, walks up behind T'Challa, calling him a true hero. T'Challa says the same to Steve, and they shake hands. He hands T'Challa a card, telling him to visit him the next time he comes to America. Steve walks away, and T'Challa looks down at the card, which has the Avengers logo on it. Outside the building, Steve is met by Maria Hill, who tells him Fury wants to talk with him. At the SHIELD Triskelion, Steve approaches Nick Fury, who is observing a SHIELD training session, with Clint Barton actually instructing the trainees. For their target practice, all the trainees are using standard SHIELD guns, whereas Clint has his own personalized bow and arrows. Fury tells Steve that the Wakanda incident really sparked a change in Barton, though he always had great aim, jokingly suggesting the code-name "Hawkeye". Steve asks Fury what he brought him in for. Fury tells Steve that he heard all about the incident in Wakanda, and it made him reflect on how he's acted towards Steve ever since he left SHIELD. Fury apologizes, telling Steve that the few true heroes left mustn't be taken for granted. He offers Steve the chance to work on a special project, training other superhumans. Steve tells Fury he'll sleep on it. As they walk off, Fury asks Steve what the Wakandans ended up doing with the Serpent Crown. Steve claims he doesn't know. In Wakanda, the restoration effort is going great, thanks to the nation's advanced technology. That night, T'Chaka and T'Challa observe as the Serpent Crown is permanently sealed away in an underground vault. T'Chaka apologizes to his son for ever doubting him, saying he will make a great leader some day. T'Challa says that he believes an important part in their country's future will be respecting tradition, but embracing innovation. T'Chaka jokingly says good luck, and walks off. Suddenly, there is a loud siren, and members of the royal guard rush past T'Challa. At the royal prison, several dead guards are scattered throughout a cell block. As the Black Panther arrives, he sees an injured guard, who tells him that he's too late... the Grim Reaper has escaped. The Grim Reaper, having retrieved his cybernetic hand, hijacks a helicopter, flying off into the night sky.
In a post-credits scene, SHIELD agents raid Castle Todesritter, uncovering top secret Hydra files. One of the agents splits off from the rest of the group to read through a file labeled "Department X", with a picture of the Soviet Union flag on the front. The agent turns around, only to be killed by a gunshot to the chest. The agent falls to the ground, dropping the files. The unseen shooter walks up, reaching down with a metal arm and lifting them up to his face, revealing himself to be Bucky Barnes.
- Robert Buckley - Steve Rogers / Captain America
- Omar Sy - Prince T'Challa / Black Panther
- Aaron Paul - Clint Barton
- Morgan Freeman - King T'Chaka
- Peter Mensah - S'Yan
- Djimon Honsou - M'Baku
- Teyonah Parris - Shuri
- Rolf Hoppe - Heinrich Zemo
- Tom Felton - Eric Williams / Grim Reaper
- Isaach de Bankolé - B'Tumba
- Kate Beckinsale - Maria Hill
- Liam Neeson - Nick Fury
- Jensen Ackles - James "Bucky" Barnes (flashbacks)
- François Arnaud - Batroc
- Stephen Fry - Edwin Jarvis
- Robert Carlyle - Johann Schmidt / The Red Skull (flashbacks)
- Richard Schiff - Abraham Erskine (flashbacks)
- Emilie de Ravin - Margaret "Peggy" Carter (flashbacks)
- Harrison Ford - General Chester Phillips (flashbacks)
- Stan Lee - Stark Industries truck driver (cameo)
- This film took over a year to finish, due to the writer's frequent bouts of severe writer's block and random hiatuses from the wiki.
- To simplify and streamline the plot, many other elements were removed, such as the villains of Madame Hydra and the Serpent Squad, who were meant to be the film's true antagonists with Zemo and the Grim Reaper just being minor villains. Another removed plot element was the character of Diamondback, who was going to be a member of the Serpent Squad and in the end be revealed as the undercover SHIELD agent Sharon Carter. At one point, the character of Daisy Johnson / Quake was also intended to appear.
- The Pearl Harbor sequence at the beginning of the film was intended by BIONICLEToa to occur in the previous Captain America film, but instead was left out and reused here.
- The character of B'Tumba is based on a minor character from the comics, who only ever appeared in Avengers #87, which detailed the origin of the Black Panther, with B'Tumba being a childhood friend turned rival who went to work for AIM, but eventually turns against them and redeems himself in his final moments. The name was taken for the traitorous Wakandan character, mainly because ElectricMayhem didn't want to use up any potential villains for a Black Panther solo film or have to make up an entirely new name, opting instead to pay homage to a classic issue from the comics.
- Castle Todesritter is named after the German word "death knight", which seemed fitting for the evil organization of Hydra.
- There were three potential post-credits scenes ElectricMayhem had in mind for the film: the first having Grim Reaper locate Heinrich Zemo's son to get revenge on Captain America, the second setting up the villain for the Black Panther solo film, and the third, which ended up being used in the film, teasing the Winter Soldier. The first potential scene seemed repetitive after already having the film end with the Grim Reaper's escape, the second scene was decided against as it conflicted with plans for the Black Panther solo film, and so, by process of elimination, the third scene was chosen.