The Falcon and the Winter Soldier episode 3 recap: the MCU meets James Bond

The Falcon and the Winter Soldier episode 3
A Captain America: Civil War reunion in The Falcon and the Winter Soldier episode 3. (Image credit: Marvel/Disney)
About this episode

- Episode 3 (of 6), 'Power Broker'
- Written by Derek Kolstad
- Directed by Kari Skogland

Spoilers for The Falcon and the Winter Soldier follow.

If, by some unlikely turn of events, ‘Power Broker’ turns out be someone’s first exposure to the Marvel Cinematic Universe, they might wonder if they’re watching a superhero franchise at all. Comic book-inspired costumes and superpowers are kept to an absolute minimum in an episode that amplifies the real-world elements of The Falcon and the Winter Soldier’s story arc. 

In fact, this third instalment has more in common with Jason Bourne and the edgier, grittier James Bond movies than it does with the more outlandish extremes of the MCU – even some of the music has an appropriately John Barry edge.

This is Sam and Bucky going off the grid to take their mismatched detective duo act to the seedier corners of the world, with the recreated Super-Soldier Serum as their McGuffin. The best thing about the gear shift is that it works.

There’s hints of The Silence of the Lambs as Bucky confronts the incarcerated Baron Zemo through a plexiglass wall. There’s little time for psychological probing and quid pro quo, however, because within minutes they’ve come to a mutually beneficial agreement. They don’t even wait for Sam’s sign-off on an audacious prison break sequence that comes packaged in an Ocean’s 11-like voiceover wrapping. Sam’s (justified) scepticism about the loyalties of their new ally is mollified by Bucky requesting he back him up the same way he followed Steve in opposing the Sokovia Accords. 

The fact that Zemo is the owner of a private jet doesn’t hurt, either – the butler is just the icing on the cake. Besides, the presence of the wonderfully ambiguous Zemo creates an extra source of conflict in the already fractious Falcon/Winter Soldier dynamic.

The first target on their mission is Selby, a mid-level fence operating from the South-east Asian island nation of Madripoor. Getting to her requires Sam to masquerade as a criminal known as Smiling Tiger, while Bucky reassumes his Winter Soldier persona – complete with an impressively destructive bar brawl for show.

That display of strength is particularly important because he’s the collateral in a deal to get information on the Super-Soldier Serum. Selby reveals that a Dr Wilfred Nagel has been working on the wonder-drug, but she won’t give them any more intel without payment. She’s not the sort of person you argue with either, as she proves when she forces Sam to answer an incoming phone call from his sister, Sarah, on speaker – or die. The chat goes surprisingly well – aside from the explaining Sam would have to do for Sarah later – until she says his name…

Luckily, they have a guardian angel who kills Selby before she can kill them. Unluckily, there’s now a sizeable bounty on their heads, and the whole of Madripoor’s criminal underworld is on their tail. In other words, it’s at times like these you need a friend, and she materializes in the form of former SHIELD agent Sharon Carter. Sharon’s been living off the grid since helping Steve Rogers in Captain America: Civil War, and was keeping an eye on what was going down in the bar before Sam, Bucky and Zemo met Selby.

She’s not the woman they remember, however. As well as being a successful hustler and black market art dealer, she has been left (understandably) embittered by her years on the run – she no longer believes in the idealism that led her to defy her orders and follow Cap. It’s immediately clear that she’s not going to join Sam and Bucky’s mission out of any loyalty – misplaced or otherwise – and even Sam’s offer of a government pardon is met with cynicism. 

It’s still enough to persuade her to use her contacts to track Nagel down to a laboratory hidden in a shipping container – and single-handedly fight off legions of gunmen as Sam, Bucky and Nemo go after the rogue scientist.

Held at gunpoint, Nagel admits he was hired by HYDRA to continue their Winter Soldier program. When they fell, he continued the work for the CIA, successfully isolating the Super-Soldier Serum from the blood of a test subject – Isaiah Bradley. Unlike the Serum that created Captain America, the Nagel variant wouldn’t require “clunky machines” or create jacked-up bodies – but his work was left incomplete when Thanos’s finger snap turned him to dust. When Nagel returned five years later, he wound up working for the Power Broker. He made 20 samples of the Serum, which were stolen by Karli Morgenthau and the Flag Smashers.

The Falcon and the Winter Soldier episode 3

Things are about to kick off inside Zemo's prison in The Falcon and the Winter Soldier episode 3. (Image credit: Marvel/Disney)

He’s unable to tell them much more, however, as Zemo unexpectedly puts a bullet through the scientist’s brain – as a rocket launcher destroys the lab. Zemo’s true motives remain unclear, but the way he’s able to escape from the lab invisibly, before taking possession of a super-charged car that looks perfect for a getaway, suggests he may know more about what’s happening than he’s letting on. Either way, it’s safe to assume he’s not to be trusted.

But that feels entirely appropriate in an episode that revels in playing with our perceptions. It’s clear that neither Sharon nor Zemo are exactly who they claim to be, while Sharon’s loaded comment about the hypocrisy of superheroes ties into Sam’s doubts about becoming the new Captain America – he even says later that he’s now wishing he’d destroyed Cap’s shield.

Then there’s new Captain America John Walker, whose methods – bullying, torture – are a shocking contradiction to Steve Rogers’ rules of engagement. He may be willing to break the rules, doing whatever it takes to bring the Flag Smashers to “justice”, but is that sort of behavior worthy of the uniform?

It’s certainly harder to sympathize with Walker than it is with the Flag Smashers. Having introduced them as a group of souped-up terrorists, The Falcon and the Winter Soldier has subsequently explored the reasons they do what they do. Once you’ve realized it’s all about providing food and medicine to the millions made homeless by the Blip – and you see Karli’s grief over the death of Donya Madani – you start to see them as heroes. And then Karli blows up a building with people inside – saying “This is the only language these people understand” – and your perceptions shift again.

The Falcon and the Winter Soldier is developing into a show of impressive moral complexity – and although they share plenty of DNA, that’s rarely something you could say of James Bond.


The Falcon and the Winter Soldier episode 2

(Image credit: Marvel/Disney)

Get all the intel on what's happened to Sam and Bucky so far with our recaps on The Falcon and the Winter Soldier episode 1 and The Falcon and the Winter Soldier episode 2.


Bucky’s show of strength in the bar and Zemo donning his famous comic-book mask may be the episode’s only real superhero trappings, but you never feel there’s anything missing from ‘Power Broker’. The Bond/Bourne espionage edge really meshes with the characters, while themes about the Flag Smashers’ motives, the new Captain America’s disrespect for human rights, and what it means to be a hero lift this way above average beat-’em-up fare.

There’s also plenty for long-standing fans of the MCU, with returns for Zemo and Sharon Carter, more intel on the post-Captain America Super-Soldier program, and a brief cameo from the Dora Milaje’s Ayo. Now it seems Black Panther is in the show’s orbit too…

The Falcon and the Winter Soldier episode 3

Helmut Zemo makes himself noticed in The Falcon and the Winter Soldier episode 3. (Image credit: Marvel/Disney)

Marvel-ous facts

  • Longing, rusted, seventeen… These “words” (in Russian) are part of a sequence HYDRA used to activate the Winter Soldier after they had reconditioned Bucky’s mind. Zemo used this information to weaponize the Winter Soldier in Captain America: Civil War.
  • It surely can’t be an accident that Zemo is reading a book by Machiavelli – a man who’s name has become synonymous with scheming and duplicitous behaviour. As signposting goes, it’s far from subtle.
  • Seeing as Zemo has always been credited as a Baron, it’s not a massive stretch that he should have a butler (Oeznik) and his own private jet.
  • The Sokovia Accords are an international treaty designed to regulate the activities of superpowered individuals. A dispute over their implementation created the schism in the Avengers team that led to the in-fighting of Captain America: Civil War. Sam and Bucky (unsurprisingly) both sided with Steve Rogers in opposing the Accords.
  • 'Trouble Man’, the classic album Sam recommended to Steve and Bucky, is the soundtrack Marvin Gaye wrote for the 1972 blaxploitation movie of the same name.
  • “Do we want to live in a world full of people like the Red Skull?” asks Zemo. The Red Skull was Captain America’s arch-enemy in the comics and The First Avenger. He later returned to guard the Soul Stone on Vormir in Avengers: Infinity War and Endgame.
  • Bucky describes Madripoor as “an island nation in the Indonesian archipelago” and a “pirate sanctuary in the 1800s”. This tallies with the island’s history in the comics, where it made its first appearance in New Mutants #32 in 1985. Both versions have a Hightown and a Lowtown, and a Princess Bar – Wolverine was a regular patron under the alias of Patch.
  • When Sam says it feels like Sam and Zemo are building Madripoor up to be Skull Island, he’s referring to the infamous home of King Kong.
  • Madripoor may be fictional, but that city skyline looks a lot like Hong Kong.
  • Conrad Mack, “the sophisticated, charming African rake” Sam impersonates in Madripoor, is a supervillain in Marvel comics. Also operating under the codename Smiling Tiger, he literally dresses like a big cat.
  • There is a Selby in Marvel comics, but there doesn’t seem to be any connection with the character who appears in the show. The comic-book version is a mutant who can communicate with computers.
  • Dr Wilfred Nagel, however, is a direct lift from the comics. In the original stories he took over Dr Abraham Erskine’s work on the Super-Soldier Serum, and was responsible for the experiments that led to Isaiah Bradley becoming a Super-Soldier.
  • SPECULATION! Could Sharon be the Power Broker? Her large apartment suggests she’s incredibly successful and she’s certainly disillusioned enough to go rogue. Plus, the way she tells her driver that she has “a couple” of “big problems” suggests she sees Sam and Bucky as more of a threat than Zemo. Zemo himself is another possibility, of course – that may be why he’s “looking forward to coming face to face with Karli” after she stole from the Power Broker.
  • The woman who Bucky meets at the end of the episode is Ayo, a member of the Dora Milaje – Wakanda’s elite team of royal bodyguards. Played by Florence Kasumba, she’s previously appeared in Captain America: Civil War, Black Panther and Avengers: Infinity War.
  • Although Torres doesn’t appear in the episode, actor Danny Ramirez gets a credit because we briefly hear him speaking to Sam on the phone.
  • Supervising sound editor Matthew Wood has a prominent role in Star Wars history, having voiced General Grievous in Revenge of the Sith, and played Bib Fortuna in The Mandalorian season 2 finale.

New episodes of The Falcon and the Winter Soldier are available on Disney Plus every Friday.

Richard Edwards

Richard is a freelance journalist specialising in movies and TV, primarily of the sci-fi and fantasy variety. An early encounter with a certain galaxy far, far away started a lifelong love affair with outer space, and these days Richard's happiest geeking out about Star Wars, Star Trek, Marvel and other long-running pop culture franchises. In a previous life he was editor of legendary sci-fi magazine SFX, where he got to interview many of the biggest names in the business – though he'll always have a soft spot for Jeff Goldblum who (somewhat bizarrely) thought Richard's name was Winter.