After last week’s powerful finish, The Falcon and the Winter Soldier had fans eagerly awaiting more and wondering what was going to happen next. After things reached a breaking point for John Walker, we had to see how Sam and Bucky would react, what happened to Zemo and how the Flag Smashers could regroup. This week’s episode, titled “Truth,” gave us all of that and much more.

Spoilers ahead!

The episode opens with John Walker running after he killed one of the Flag Smashers in public. He finds himself in an abandoned warehouse of some sort and begins screaming to himself as he sees flashbacks of his friend Lemar after his death in last week’s episode. Eventually he picks himself up and says “time to go to work,” telling us he’s not done with his mission.

The music once again calls back to that of Captain America: Civil War as Sam and Bucky enter, foreshadowing the fact that we’re heading toward a superhero showdown. Sam and Bucky try to reason with Walker and get him to turn himself in and explain that he made a mistake. When Sam tells him he needs to hand over the shield though, Walker snaps out of his daze and refuses. That leads to a fight between the three of them.

Walker, now equipped with the super soldier serum, handles himself well against the two Avengers and even gets the better of them for most of the fight. Eventually, Walker pins Sam down and rips his wings off. As he lifts the shield over his head, as he did before he killed the Flag Smasher, Bucky tackles him just in time to save Sam. Together they hold John down and rip the shield away from him, breaking his arm. Walker looks at the two of them and tells them the shield is his before they deliver a knockout blow. Bucky picks up the shield and drops it next to Sam. Clearly, he still doesn’t want to wield it himself.

After the title card, Sam explains to Bucky that the GRC has begun raiding camps looking for Karli but hasn’t been able to find her. Bucky heads out without a word, as Sam asks him if he’s going to take care of Zemo. Torres explains to Sam that after Walker killed the Smasher, “folks higher up on the payroll” are taking jurisdiction, removing him from this situation. Torres examines the broken wings and questions Sam about them but gets not response. Sam looks over both the wings and the shield and opts to pick up the shield before walking out. Torres stops him and tells him he forgot the wings, to which Sam replies “keep ‘em.” This is significant because, in the comics, Torres is the second Falcon.

Next, we see Walker’s military hearing where he tries to explain the incident. The council refuses to let him speak and he becomes frustrated and begins screaming at them that he has dedicated his life to military service and done everything they’ve asked of him. The Senator ignores his complaints and tells him he will receive an other than honorable discharge and will have no rank in retirement. Of course, that means Walker is no longer Captain America.

Walker sits with his wife as she tries to pick him up and explain to him what he needs to do. As they’re talking, a woman approaches and eventually introduces herself as Contessa Valentina Allegra de Fontaine. The character, played by Julia Louis-Dreyfus, is a bit of a wildcard here as she has served both S.H.I.E.L.D. and Hydra in the comics, most notably holding the title of Madame Hydra. Granted, she was never truly in service of S.H.I.E.L.D., but the point remains we don’t truly know who she’s working for here.

She tells John no one is mad at him for killing the Smasher and that he actually did those suits a favor. Olivia asks Val who she is and, without ever taking her focus away from John, she hands her a card. Val tells John taking the serum was a good idea, acknowledging that she knows he took it. She tells him to pick up the phone when she calls and not to worry about the shield. She also explains that the shield technically doesn’t belong to the government because of a “legal gray area.” After she leaves, the Walkers examine the card she left and John tells us there’s nothing on it. Certainly a mysterious first meeting between these characters.

Karli and the Flag Smashers return to their GRC camp, which has been raided and is now completely empty. Enraged, Karli explains that their movement is ready and they’re done waiting. The Smashers are going to make their final move.

We then see Zemo at the memorial in Sokovia. Bucky arrives to see him staring at the statue and Zemo explains that he thought he would be there sooner and tells him he has decided not to kill him, a fairly laughable line given the circumstances. Bucky reveals that he is holding a gun and Zemo tries to explain to him that the only way to stop Karli is to kill her. Bucky refuses, aims the gun at Zemo and pulls the trigger before revealing that he has removed all of the bullets, signifying that he is no longer a killer.

The Dora Milaje arrive to take Zemo away and the former villain tells Bucky he crossed off his own name from his notebook as he holds no grudges. Ayo tells Bucky they will take him to the Raft, where he very well could come in contact with “Thunderbolt” Ross to set up a future storyline. Before they leave, Bucky asks Ayo for one last favor, which will of course reveal itself later.

In Baltimore, Sam meets with Isaiah again. The super soldier tells Sam his story again, this time in more detail. He explains that he was one of several super soldiers in the military but when the others were captured, he overheard the higher-ups saying they were going to blow the POW camp to “destroy the evidence.” Isaiah instead snuck out and saved the men only to have them be killed later on. Afterwards, Isaiah was experimented on for the next 30 years before a nurse had him declared dead so he could sneak away and live out the rest of his life.

Sam tells him he wants to tell someone his story but Isaiah refuses, saying he wants to be left “dead.” He tells Sam they will never let a black man be Captain America and even if they did “no self-respecting black man would ever want to be.” Sam clearly takes those words and Isaiah’s story to heart as he leave with the shield before calling Sarah and telling her he’s coming home.

Back in Louisiana, Sam works on the boat with his nephews. They tell him Sarah said they can’t sell the boat because it’s “too messed up” for anyone to buy it. Sam confronts his sister and they discuss how they can fix the boat and sell it. He tells her a lot of their neighbors owe their family a favor and it’s time to call them in.

Dozens of people arrive to help with Wilsons fix up their boat. One neighbor delivers something heavy and as Sam asks how they’re going to get it off the truck, Bucky easily lifts it off for them. He tells Sam he is there to drop off a case from the Wakandans. Sarah calls out to Sam ad a pipe on the boat leaks some kind of gas. Sam struggles to tighten the bolt and stop the leak so Bucky steps in and handles it. Bucky offers to help with the boat and introduces himself to Sarah, which draws a disapproving look from Sam.

We then get a montage of Sam and Bucky working on the boat, during which they discuss Karli and what she might be doing next. Bucky tells Sam Zemo said there’s only one way to stop her, which Sam visibly doesn’t like hearing but it’s clear he might be starting to think it’s true. After the montage, Bucky gets up to leave and head to a hotel. Sam jokes and tells Bucky to stay with them instead, but warns him not to flirt with his sister.

Walker meets with Lemar’s parents and lies to them about the Smasher he killed being the one who killed Lemar. Lemar’s mother assures John that he did the right thing and that Lemar was so proud of him for becoming Captain America and was honored to be his partner. Walker apologizes to the family again and tells them he’ll always be there for them before leaving.

We then see Sharon Carter for the first time this week as she is on a phone call with Batroc. She tells him she has a job for him and, after he screams into the phone a bit, explains that if it weren’t for her, he’d still be rotting in prison. She tells him she can give him double “this time,” insinuating that they’ve worked together before. Perhaps Sharon is in fact the Power Broker.

Bucky and Sam continue to work on the boat before Sarah kicks them out. Instead, the two work on training with the shield, throwing it into trees in the yard. Bucky apologizes to Sam for his reaction to Sam giving up the shield and explains that when he did, it made him feel like he had nothing left. Sam tells Bucky he needs to actually make amends with the people in his book by trying to be of service to them. Bucky tells him to let him know when he has a lead on Karli and he’ll be there and the two leave on the best terms they’ve had all season.

Now that the boat is all fixed up, Sarah tells Sam they can’t sell it. Sam explains that he is very happy to hear her say that. Sarah asks him if he’s going to let Isaiah get in his head and determine how he handles his own future. Sam assures her that he’s going to keep fighting. Queue: training montage, beginning with Sam picking up the shield. It appears we have our next Captain America.

Karli and one of the Smashers meet in a park with a mystery contact, who turns out to be Batroc. The villain delivers a case full of weapons and shares a smile with Karli. She explains that their arrangement is that she gets Walker and Batroc gets Sam. She also says they’re going to make sure the GRC vote never happens and that they’re going to battle tonight.

We see Sam watching a news report covering the GRC’s vote on the Patch Act, which is taking place in New York, where we just saw Karli and Batroc. Sam gets a call from Torres who explains that he found a ping from Karli summoning her supporters in New York. Sam now knows Karli’s next target.

The GRC convenes in New York to vote on the Patch Act before we see that a security guard is actually in support of the Flag Smashers. The power goes out and alarms begin to sound in the room. Meanwhile, Sam opens up the case from the Wakandans as the music begins to swell, but the screen cuts to black before we can see what’s inside. Looks like we’ll have to wait until next week to see Sam’s new Captain America suit.

That’s not all for this episode though. We actually get a post-credit scene this week, featuring John Walker forging his own Captain America shield. It appears Walker is not out of the fight just yet.

This is it. Only one episode left now and things are set up for an absolutely explosive finale. Sam is ready to take up the mantle of Captain America, with Bucky at his side. Karli is ready to make her final move against the GRC. John Walker is not willing to give up his fight just yet. There’s also the question of when Val will reach out to John, and who she’s actually working for. Plus, there’s still the Power Broker lurking in the shadows and hope that we get one more final glimpse of Zemo and an idea of his future. It’s going to be a very long week.

You can watch The Falcon and the Winter Soldier on Disney+ now.

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