Following their battle with the Red Skull, Captain America and the Falcon have returned to America. Accompanying Falcon back to his native Harlem, Captain America bids him farewell, and wishes him luck with his new career fighting crime in the troubled part of New York City. Finally back in his own body, Cap decides the first thing he needs to do is speak with Sharon Carter. He considers the fact that Sharon has turned down his offer at a relationship because she is unable to give up her job working for the spy agency SHIELD, however the Star-Spangled Avenger has come up with a compromise. Heading to the barber shop which is secretly a front for SHIELD's headquarters, Captain America seeks an audience with Nick Fury.

He demands to see Sharon, however Fury tells him that she has been busy pouring herself into her work since Captain America and her broke up and is away on a mission. He offers the fatigued Captain America to sit on a newly developed SHIELD Slumber Seat. Cap complies and the device is activated, it refreshes Cap, however he is unaware that Fury had implanted in his mind to apply for a physical education teachers position at Manning University. That night, in his hotel room, Cap comes across the classified ad and decides to apply for the job.
The next day he arrives at the university and witnesses a rather animated student protest led by Mart Baker. When Renown expert on atomic equations, Professor Paul Fosgrave, attempts to leave a nearby building, Barker entices his protest into violence toward Fosgrave. Steve steps in the way and stops the fight, and upon learning who he rescued introduces himself as Roger Stevens. Later while meeting with the dean of the school, he learns about Mart and how as of recently he has become more of a rabble rouser and becoming more extreme with his protests leading the Dean to fear that there might be a full out riot someday soon.
It proves to happen sooner, as some of the other members of the student union not sold over to Baker's extreme views tries to talk him out of enticing violence. This leads out to a full out fight between the two factions of students, prompting Steve to bolt off and change into Captain America in order to try and stop the fight. Unknown to Captain America this entire chain of events has been manipulated by MODOK and his minions at Advanced Idea Mechanics as a part of a plot to steal Professor Fosgrave's most recent atomic equations for their own personal exploitation. As the battle rages on, some AIM agents posing as students run into the school and attempt to kidnap Fosgrave. When Captain America sees that one of the fake students is carrying a high tech weapon he realizes AIM's involvement and rushes up to stop them from capturing the noted scientist. Behind him is Mart Baker, having also seen the high tech weapon and realizing that he's been used as a dupe.

Chasing the AIM agents to the roof of the school, Captain America and Baker work together to bring one of the goons down, however the other manages to board his miniature helicopter and attempt to escape with Fosgrave. Taking the other agents gun, Captain America blasts the rotor of the chopper with it and catches Fosgrave as he falls. With the two AIM agents rounded up and turned over the authorities, Fosgrove and Baker make a truce and Baker agrees to be more assertive in his protests. Later, Captain America returns to SHIELD HQ where Nick Fury commends him for a job well done. When Fury asks Cap why he didn't take the job as a gym teacher at the university, Cap quips that he's it's "too tough for an old codger" like him.

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