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The Falcon And The Winter Soldier Episode 3 Breakdown & Easter Eggs Explained

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In The Falcon And The Winter Soldier Episode 3, we finally saw what happened following that ending from Episode 2.

I’ll be discussing heavy spoilers from The Falcon And The Winter Soldier Episode 3 so if you haven’t seen it or want to avoid spoilers, now’s your chance to stop reading.

Also, if you haven’t, you can check out my previous breakdown and easter egg articles for WandaVision Episode 1 and 2Episode 3, Episode 4, Episode 5, Episode 6Episode 7, Episode 8 and Episode 9.

For The Falcon And The Winter Soldier, you can check out my previous breakdowns here (Episode 1).

If you want a non-spoiler guide to The Falcon And The Winter Soldier, you can head on over here.

Baron Zemo Is Back, And Bucky Breaks Him Out Of Jail

The Falcon And The Winter Soldier meets Zemo in prison to find out more about how the Flag-Smashers are. However, for Zemo to help them out further, Bucky helps him break out of jail.

Zemo Finally Wears His Comics-Accurate Costume And Admits To Being A “Baron”

Helmut Zemo AKA Baron Zemo (Daniel Brühl) is back and he finally dons the iconic purple mask, as well as the fur collar trenchcoat that’s also part of his trademark look. Not only that, he also finally admits to being a “Baron”, which brings the MCU version of the character much closer to the comics.

In the comics, he’s traditionally been both a Captain America and Avengers villain. He was responsible for creating the supervillain group Masters Of Evil and being the leader of a group called the Thunderbolts (which is a group of villains masquerading under the public pretence of being superheroes).

They’re Going To Madripoor

I called it, way back in February 2021 when the Super Bowl trailer just came out. Madripoor is confirmed to be in the Marvel Cinematic Universe. In the comics, Madripoor is essentially the Marvel universe’s version of Malaysia, Singapore, or a Southeast Asian nation.

However, it’s usually a stereotypical den of criminals, with lawlessness and crime rampant. Still, it’s a popular place in the Marvel universe. Perhaps Baron Zemo has somehow escaped prison and is in hiding in Madripoor.

Fun fact: We’ve even seen members of the X-Men eating Malaysian food like laksa and lepat pisang when visiting Madripoor (here’s proof, we’ve covered it).

Who Is The Power Broker?

In the MCU, it seems that the Power Broker is in charge of Madripoor.

In the comics, the Power Broke is Dr. Karl Malus, a mad scientist who had experimented on various superhuman individuals, went to work for the Power Broker Corporation founded by Curtiss Jackson, using technology to augment the strength of paying customers to superhuman levels. The strength augmenting process was tremendously risky, with half the subjects dying or becoming severely deformed, but this information was kept a closely guarded secret. Power Broker and Malus also used highly addictive drugs on their subjects, telling them that the chemical was necessary to stabilize their powers, but in fact, it only served to keep the subjects working for– and paying –the Power Broker.

In the comics, Power Broker was also responsible for the strength augmentation of the John Walker AKA U.S. Agent (the new Captain America) and Lemar Hoskins AKA Battlestar.

Sam’s Disguise As Smiling Tiger Is Based On A Real Supervillain

Zemo gives Sam a new undercover identity for their entrance into Madripoor since he’s arguably the most well-known person between the three. It seems like Conrad Mack AKA the Smiling Tiger exists in the MCU, but he looks a lot different in the comics.

Smiling Tiger in the MCU.

In the comics, Conrad joined the Folding Circle and battled the New Warriors frequently. They even stole an Avengers Quinjet. However, the Folding Circle crashed the Quinjet in Madripoor. There, they became major players in the underworld of crime.

Smiling Tiger is the one crouching in this comic book panel.

Dr. Wilfred Nagel Is Responsible For Recreating The Super Soldier Serum

In the comics, Dr. Wilfred Nagel was a scientist working for Project Rebirth the experiment that created Captain America during World War II. Following the death of Dr. Abraham Erskine (the original creator of the Super Soldier Serum), he was tasked with recreating the Super Soldier Serum by the US Army. He recruited 300 African-American soldiers who were used as test subjects at Camp Cathcart, including Isaiah Bradley (the old man / former Black Captain America who appeared in Episode 2).

However, it seems like the MCU version of the character is different. He wasn’t the one that experimented on Isaiah Bradley, but he did manage to recreate the Super Soldier Serum from the trace amounts of what was left inside Isaiah Bradley. He was initially hired by CIA to recreate the Super Soldier Serum but he was one of the victims of the Blip. He then went to the Power Broker for further funding.

Dr. Wilfred Nagel (as played by Olli Haaskivi).

There Might Be As Many As 20 Super Soldiers Out There

Nagel managed to make twenty vials of the Super Soldier Serum before they were stolen by Karli Morgenthau, the leader of the Flag-Smashers. What this means is that there could be as many as 20 super soldiers running around.

Baron Zemo Kills Dr. Wilfred Nagel

In a shocking turn of events, Zemo shoots and kills Nagel, ensuring that no more Super Soldier Serums can ever be made.

Sharon Carter Is Back

Sharon Carter is in Madripoor since 2016’s Captain America Civil War, since she didn’t have the support of the Avengers to bail her out of hiding.

Ayo From Wakanda Has Been Following Sam, Bucky & Zemo

The final twist of The Falcon And The Winter Soldier Episode 3 is the sudden appearance of Ayo (with Florence Kasumba reprising her role), a member of Wakanda’s elite Dora Milaje. She’s here for Zemo, but it’s unclear if she’s here on direct command of T’Challa AKA the Black Panther or if she’s been tracking Sam, Bucky and Zemo by her own accord.

Looks like we’ll find out next episode.

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