|Alias(es)|| Peggy Carter|
Miss Union Jack
|Appeared in|| Captain America: The First Avenger|
Marvel One-Shot: Agent Carter
Captain America: The Winter Soldier
Agents of S.H.I.E.L.D.
Avengers: Age of Ultron
|Actor|| Hayley Atwell|
Gabriella Graves (young)
Margaret Elizabeth Carter was born in London, England, to Harrison and Amanda Carter. She had a older brother, named Michael. As a child Peggy play slaying dragons with Michel, their mother would break the two up. The two grew up very close. In the earlier days in the Second World War, Peggy was a Codebreaker at Bletchley Park and were engaged to Fred Wells, a soldier working for the home office. She was offered a chance to join the SOE. She's unsure if she's meant for field work, and says she'll discuss it with her fiance. Later, at her engagement party, Peggy introduces Fred to Michael, who has been fighting the Nazis on the front lines. The news that Peggy is going to turn down the SOE offer disappoints Michael, as he was the one who recommended her for the job. He wanted to provide his sister with the life of adventure that she wanted, not the domestic life that everyone else drummed into her. Some time later, her mother helps Peggy into her wedding dress when soldiers arrive at the front door. Peggy watches from the window as her mother collapses. She knows this could only mean one thing Michael died in the fighting. Peggy calls off the wedding and joins the SOE.
Margaret Carter was an agent of the British Secret Intelligence. In November 1940, she infiltrated Castle Kaufmann, the headquarters of the SS general Johann Schmidt, leader of HYDRA, Adolf Hitler's top secret science division. Disguised as a maid Eva, she freed the captured scientist Abraham Erskine and brought into the Strategic Scientific Reserve.
- "I do, actually. I might, even when this is all over, go dancing."
- ―Peggy Carter[src]
After Project Rebirth proved to be a success, Peggy developed a crush on the physically-enhanced Steve Rogers, though she referred to it as "having faith in him." However, following Dr. Erskine’s murder and the loss of the last copy of the serum, Peggy went on with the S.S.R. and was separated from Rogers, who was sent to tour America and became a famous icon amongst the masses as Captain America.
Peggy was reunited with Rogers when he flew to Italy to advertise war bonds and attempt to boost morale. She was unofficially on-site at the time and soon discovered that Rogers was feeling stifled once more, wanting to use the gifts Dr. Erskine had given him to serve his country as a soldier. Their conversation was interrupted when an ambulance arrived and Peggy let slip that the injured soldiers were from the 107th, at which Rogers instantly rushed to see Colonel Chester Phillips and demand the status of his friend, Sgt. James "Bucky" Barnes. Phillips confirmed that Barnes was missing, and when Rogers learned that no rescue mission was being planned, Peggy realized he was about to do it himself. Wanting to give him a fighting chance, she helped him enter enemy territory by cajoling Howard Stark into flying them there.
Later, she entered Phillips’s tent in time to hear him declare Rogers dead, after which Philips reprimanded her for her part in Rogers’s scheme. Before he could finish, a commotion drew them both out of the tent, where they found Rogers leading the formerly HYDRA-captured troops back to base.
After his incredibly successful rescue, Rogers was drafted into the S.S.R. and began to serve in a more active capacity, putting him in close contact to Peggy, who tried to remain professional around him. Her attempt largely failed when she caught him and a female lieutenant kissing, leading her to shoot him while he was trying out a new shield. She was, however, quite pleased when a film of Rogers' efforts in the field revealed that he kept a picture of her in his compass.
Following the death of his friend Bucky, Peggy found Rogers attempting to get drunk in a bar she had once found him and Barnes in. She informed him that Dr. Erskine had presumed his body processed the alcohol too fast, preventing him from his goal, then told him to respect Barnes’s choice of following him until his death.
When the S.S.R. planned for a full-frontal attack on HYDRA, Peggy went along, saving Rogers from a soldier wielding flame-throwers before reminding him to go after the Red Skull. She and Colonel Philips later appeared in Schmidt's car to help Rogers get to Schmidt's plane, The Valkyrie, which was already leaving the hangar.
Following their defeat of the remaining HYDRA soldiers, Rogers called in, reporting that Red Skull was dead but that the plane was heading for New York with no way of stopping it. Rogers decided to put the large plane in the water. Peggy, believing that this would result in his death, doesn't give up hope and insists on the matter, implying that there would be time for them to sort the situation out. Rogers claims that there isn't enough time and proceeds with the landing, and Peggy attempted to distract him from his impending death by setting a date with him, promising to teach him how to dance.
Finally, The Valkyrie is found decades later, and in an unexpected twist, Steve Rogers was discovered to still be alive. The experiments that he underwent in the past had allowed him to survive in the ice, which had cryogenically frozen him, allowing him to retain his youthful appearance. Later, after Nick Fury reveals that he’d been asleep for almost 70 years, inquiring if he would be all right, Rogers mentions his date with Peggy.
In 1945, Agent Carter led the SSR and the Howling Commandos in capturing one of HYDRA's last outposts in Austria. As the outpost's senior officer, Werner Reinhardt was taken into custody, he reminded her of HYDRA's motto "cut off one head, two more shall take its place." As Carter's men boxed up the dangerous devices at the facility, including the Obelisk, she suggested that there should be a peacetime organization dedicated to keeping such devices in their care, and to keep an eye on those who would use them.
After his capture, Reinhardt was taken to the Rat, a secret SSR facility. Seeking to find out more information, Agent Carter visited the Rat to interrogate him. They talked about the pen that she had left in his cell to find out what he would do with it. As many former Nazi scientists were already recruited by the US Government, Reinhardt expressed the wish to be recruited as well, as he considered himself far more valuable than those who would make parlor tricks by sending rockets into space. Agent Carter then mentioned his many war crimes, but he offered to help her understand the items the SSR has confiscated from his last commanding post. He told her about the myth about the "stars" and revealed that the artifacts were of extraterrestrial origin. However, after the horrors that were found in his laboratory, Dr. Reinhardt's offer was not only declined, but he would be isolated in the Rat for the rest of his life.
Alone in her apartment, Peggy makes herself a cup of tea. She looks at the headlines of Howard Stark, who is on trial for selling weapons to the enemy. Peggy roommate Colleen walk in. Colleen went to bed with the flu, working the swing shift. Peggy puts her gun in her purse and heads to "the office." At New York Bell Company she walks past the operators and waits for the secret door to open. She walks into her real office, Strategic Scientific Research. The SSR agents gather to watch news reels of Howard testifying before Congress, saying he didn't knowingly sell technology to enemies of the US. So far, six pieces of his technology have turned up in enemy states. The final day of the hearings was yesterday and he didn't show. Peggy's boss Roger Dooley orders the agents to find him. When she tries to defend Howard, she's treated to a hearty round of sexism and implications by Ray Krzeminski that her only role with Captain America was as lover. Agent Daniel Sousa defends her but just ends up being mocked for his trouble. She thanks him, but tells him she can handle them. Agent Jack Thompson dumps paperwork on her, saying she's better at it.
That night, at L&L Automat Peggy gets lunch at the diner where her friend Angie works. When she gets up for pie she returns to a note telling her to meet in the alley in five minutes. She goes outside, where a man tells her she's coming with him. She decks him then runs. She fires at the car that corners her, but the driver is Howard. In the car, he explains that a month ago someone broke into the vault where he kept his "bad babies," the inventions too dangerous to sell. He wants her to clear his name. They out at the dock howard warns her that an implosive he invented called Nitramene could be hitting the market in a day. He offers the services of his butler, Edwin Jarvis to help her.
The next day, Peggy reports to work with renewed purpose. Sousa tells her Thompson has a lead on a fence, Spider Raymond, peddling Stark's latest. She brings the coffee in the room to eavesdrop and hears that Spider likes blondes. Peggy asks for a sick day for "lady's things." That night at Le Martinque club, Peggy goes there on her own disguised as a Blonde woman. She starts to seduce Raymond after talking her way into his office, who goes in for a kiss when one of his guards barges into the room. The guard leaves, but her knock-out lipstick that she put on earlier has already knocked out the gangster. She looks inside his vault, and discovers a small, glowing ball. She calls Jarvis, he tells her that Nitramene emits Vita-Rays to create explosions with a blast radius of 500 yards. Peggy leaves with the Nitramene, dodging they eyes of Agent Thompson and the other SSR agents who have since arrived at the club. Peggy returns home, where her roommate is sick in bed. She whips up the disarming formula in the bathroom with some household chemicals but hears a crash from the other room. She finds Colleen in bed with a bullet hole in her head and the Nitramene buyer lurking behind her. Peggy turns and kicks him, grabs his gun and comes out swinging. As he holds her against a wall, she notices a red mark with three points on the man's neck. She fends off his knife then whacks him with a burner grate and tosses him out the window. Despite the several story drop, he disappears after he hits the ground. Peggy meets with Jarvis at Angie's diner. They take the bomb to Anton Vanko who says only Roxxon chemicals was cabable of making it.
Later that night, sneaks into the factory and finds a Roxxon scientist talking to someone selling the Nitramene. A radio from Jarvis, who is still outside, alerts the two of them to her presence, and they go after her with guns drawn. Peggy uses a flash to disorient the scientist, but the seller heads to a dairy truck and opens the back to reveal dozens of Nitramene devices. Agent Carter aims her gun at the seller as he picks up one of the devices, threatens to blow both of them up if he didn't give any information. He loosens his collar, revealing he has the same scar on his neck as the man who attacked Agent Carter in her apartment, and pulls a device out of his pocket to help him He gives her a warning, "Leviathan is coming," and throws down the device. Peggy hurries out of the factory, and watches its destruction as she and Jarvis speed away. The next day, at the diner, Peggy intimidates a fellow customer being abusive towards, Angie. Peggy uses a well-placed fork to encourage him to find somewhere else to eat.
At L&L Automat, Peggy tells Angie to turn off a radio program that was about the adventures of Captain America where "Betty Carver" a female character that was supposed to represent Peggy's role, was constantly kidnapped by Nazis, screamed, complained and being smitten with Captain America, she talks to Angie about finding a new apartment. Angie notices Peggy looking for an apartment and mentions one open down the hall from her. But Peggy sees her former roommate Colleen's obituary and worries about putting another friend at risk.
Peggy goes to Howard's mansion for a place to stay. Jarvis has found nothing on Leviathan and her efforts to track men with their voice boxes removed haven't turned up anything either. She wants to track down the milk truck that Leet Brannis drove off in. Jarvis tries to insist on going with her, bu she declines. Peggy goes to Daisy Clover Dairy Farm as a health inspector to scan for Vita rays. When she comes up empty, the boss says an employee named Sheldon McPhee has been out sick for two days and has the truck at home. Meanwhile, at SSR HQ, the entire contents of Roxxon chemical are brought in on the back of a flatbed. Dooley thinks Howard Stark is behind it. Back at SSR HQ, Peggy starts talking to Agent Sousa when he gets back the developed film that possibly has the blonde woman seen with Spider Raymond, who unknown to the SSR is actually Carter herself. Peggy tries to get the photos out of Sousa's desk when she is called to the Roxxon offices. Roxxon's CEO, Hugh Jones, agrees with Chief Dooley that Stark was behind the attack, and correctly thinks his factory was destroyed by a Nitramene device Stark was previously working on. The Vita-Rays emitted by the device should still be on anyone who was in the factory at the time the device went off, and Chief Dooley wants Agents Carter and Thompson to test Roxxon's employees for them. Before she starts, She takes the counter into the bathroom with her, and finds the radiation is strongest in her clothes. While the employees are being screened for Vita-Rays, Peggy notices the scientist who was in the factory that night. The scientist is cleared, but as he is walking away, Peggy asks Hugh Jones if his employees change their clothes when they arrive at work. Because they do, she suggests that they should screen the employees' clothes in the locker rooms rather the employees themselves. Realizing he's been caught, the scientist, Miles Van Ert, starts to run away, and Dooley and Thompson chase after him. Peggy, on the other hand, asks where the hallway Van Ert ran down leads to and intercepts Van Ert by attacking him with an employee's briefcase.
Later that night, Peggy and Jarvis arrive at Sheldon McPhee's remote house and Carter finds the milk truck full of Nitramene. She sneaks up on Sheldon inside and tosses the giant man around. She's handcuffing him to a chair when she hears the milk truck starting outside and finds Leet Brannis trying to start it. Peggy is annoyed to find Jarvis still there. He disabled the truck. She holds a gun on Brannis and asks him about Leviathan, his former employers. Brannis wants protection to tell them what Leviathan actually wanted from Howard Stark. Peggy holds a gun on Brannis as he drives the milk truck full of explosives into town. They're driving through woods when missing Nitramene buyer. Nitramene buyer out onto the truck roof and starts firing. Meanwhile, Thompson and Dooley are driving up to McPhee's place when they see him running down the road with the chair he's handcuffed to hanging behind him. They find it suspicious. Peggy climbs on the roof of the milk truck and takes on the Nitramene buyer, who fires down into the truck again, hitting Brannis. He slumps at the wheel, knocking an orb of nitramene loose. On top of the truck still careering down the road, Peggy sees a sign for a cliff and sharp turn ahead. She shouts at Jarvis inside to grab Brannis and jump free, then she stakes the Nitramene buyer to the roof with a knife through his hand.
When the truck goes straight, Brannis, she and Jarvis jump to the road, leaving the buyer to go off the side with it as the explosives crash into the water below. There's a blinding light and trees are sucked into the blast. Brannis is near death, and uses his final moments to draw a symbol resembling a heart into the dirt. Peggy and Jarvis notice the lights of Thompson's car getting nearer, and erase Brannis' symbol and get out of there. When stitching up a wound Peggy received when fighting with the Nitramene buyer earlier, Jarvis confronts Peggy of her refusal to accept his help. She admits that she is still hurt about Colleen and Steve's death, feeling that everyone in her life will die at some point of because of her. Jarvis says that no one could bear the weight of the world alone, not even Captain Rogers and asks her to accept his help, even compare Peggy's action to her SSR co-workers. She apologizes and promises to accept his help from now on. She then decided to accept the invitation by Angie to have an interview at the Griffith Hotel. Angie introduced Peggy to the other tenants before her interview with Miriam Fry. Peggy worked out the sort of women Fry wanted at the hotel and lied about her dependance on men and desire to be married. Pleased with these answers Fry told her the rules of the hotel and allowed her to move in next door to Angie.
At the Griffith Hotel, Peggy goes through books looking for the heart with the squiggle through it that Leet Brannis drew in the dirt before he died. The next morning, Peggy drops by Jarvis' house next to Howard's with an idea to find out how the thieves broke into Howard's "impenetrable" vault. Jarvis reports a storm knocked the alarm on it out for two hours. Suddenly, there's a knock on at the door, it's Agents Sousa and Thompson. They ask Jarvis to come downtown. At SSR HQ, Thompson talks to Jarvis in an interrogation room. Peggy watches from behind the one-way glass. Chief Dooley holds the stolen car report, which he plans to "lose in the system" to hold against Jarvis. Thompson mentions that Jarvis was charged with treason and dishonorably discharged, although he doesn't have the details. He threatens to tell everyone and have Jarvis deported. Dooley thinks Jarvis is about to crack. Peggy leaves to grab some paperwork then returns to interrupt Dooley for his signature. Thompson and Dooley conference in the hall then when they open the door to talk to Jarvis, Peggy makes sure Jarvis can hear her as she apologizes to Dooley for mistakenly taking his stolen car report. Understanding what's going on, Jarvis takes the opportunity to leave. Later, Dooley chews out Peegy for blowing it with Jarvis as every man in the office listens.
That night at the boarding house, Peggy is about to head out when Angie stops by wanting to gab. Angie gets miffed when Peggy tries to get her to leave. Mrs. Fry introduces them to the newest resident, Dottie Underwood. Later that night, Peggy meets with Jarvis, who doesn't feel like sharing about his past. They get right to rappelling down into the hole blasted through the floor from the safe room. There's a storm tunnel below and Carter suggests with enough rainfall, Brannis could have just used a boat to float the hundreds of pounds of Stark inventions out to the river. Peggy tells Jarvis she needs to know his past. He's hesitant but explains that before the war he traveled with a general and ended up in Budapest, where he met a Jewish woman named Anna. The general refused to sign papers that would guarantee her safe passage out, so Jarvis forged his name. Howard Stark saved him from being hanged for treason. He married Anna.
They reach the end of the storm tunnel and look out to the harbor. They see a boat with Brannis' symbol on it. She had Jarvis call in an anonymous tip to the SSR, who managed to recover Stark's technology. While transporting one of Brannis' associates guarding the technology back to the SSR's office, Agent Ray Krzeminski was gunned down by an unknown person. The next morning, Peggy comes in to work to see everyone somber and sullen. She sees the flowers on Krzeminski's desk. Sousa is bothered that the anonymous tip came to SSR directly and thinks it means they were targeted. Dooley addresses everyone, reminding them Krzeminski's death is Howard Stark's fault. Later, Peggy drops by the diner where Angie works and gets a cold reception. She asks to tell Angie about her day.
Peggy and Jarvis conducts a transaction with representatives of the smuggler Mr. Mink. They fight off Mink's goons when they try and extort more money out of them. Peggy and Jarvis go a luxury shipping container housing Howard who smuggles himself back into the US. They drive back to Howard's penthouse, but Peggy sees SSR surveillance parked outside. The SSR is now more determined to catch Howard, believing him responsible for Ray Krzeminski's death. Instead, they head to the Griffith. Peggy sneaks him in through the basement and up the dumb waiter. Miriam finds Peggy in the laundry and escorts her to her room. Meanwhile At SSR, Chief Roger Dooley prepares to leave for Germanay to talk to Ernst Mueller, a Nazi war criminal who is scheduled to be executed in two days. He was at the battle where the dead Russians supposedly previously died and Dooley wants answers. He leaves Agent Thompson in charge.
In Peggy's room, Howrad is planning to leave for Rio in three days. He wants to know which of his inventions the SSR has so he can determine which are still on the black market. He gives Peggy a camera pen to take in to work. Peggy reports to work on no night's sleep and Thompson is laying down the law. Sousa leaves to pull prints from the pay phone where the anonymous call about the boat came from the call Jarvis made. Peggy gets to take lunch orders. She uses the assignment as cover to head to the lab and snap pen photos of everything the lab guys are testing. Peggy returns home to give him her photos and has to drag him out of another neighbor's bedroom. Howard tells her all of his inventions are at SSR, but he needs her to steal one back. All of his inventions can cause large scale destruction but none are active, except one, the Blitzkrieg button.
Jarvis picks up Peggy outside the Griffith. Jarvis drives Peggy but he's acting squirrely. She asks Jarvis what would happen if she pushed the button on the Blitzkrieg device and sees him nervous. Peggy sneaks into the SSR and swaps out the Blitzkrieg device from the lab. But her curiosity gets the better of her. She flips the switch. The lights stay on and the orb pops open, revealing a vial of red liquid inside. Back at the Griffith, Peggy confronts Howard about what he really had her bring back to him. He reveals the vial is Steve Rogers' blood and Peggy punch him. Howard tells her he has the vial from working on Project Rebirth that turned Steve Rogers into a super soldier. The government got 11 vials, he got one. The government is almost through their supply and he knew he'd never get his back. He says it could be the answer to curing innumerable diseases, but she accuses him of only wanting it for profit. She lays into him, allowing her to act as his corporate spy. She storms off, telling him to be gone when she returns. Later that night, Peggy hammers a hole in her wall for her to hide the vial of Steve's blood.
Peggy has breakfast with her neighbor Dottie. Dottie "accidentally" knocks over her purse and swipes her keys. After, Jarvis finds her at a newsstand and tries again to apologize. But she is still angry at Howard for using her to get Steve's blood. Jarvis asks if she honestly thinks her male colleagues will ever give her a chance. When She arrives at SSR HQ, it's a beehive of activity following the magic typewriter spitting out a message. A code breaker is having no luck with it, but Peggy decodes it quickly and finds map coordinates and a message setting a time to exchange a purchase. It references Leviathan and a havoc reactor. The message ends with saying the payment is for Howard Stark. She has to argue with Chief Dooley to get to go on the mission to Russia, where she spent three years during the war. Agent Thompson argues against her going, and Dooley is about to agree. Peggy suggests she can get the 107th regiment, who know the terrain better than anyone, and Dooley agrees to let her go if she can. She does with one phone call. Peggy has to use the men's locker room because there's no place for women to change into tactical gear. When Agent Sousa comes in, Thompson tricks him into walking in on Peggy changing. He takes note of two scars on her shoulder.
On the plane over Poland, Thompson is visibly nervous before his first real parachute jump. On the ground, they meet up with Dum Dum Dugan, Pinky Pinkerton, Junior Juniper and Happy Sam Sawyer, the Howling Commandos. The SSR agents are in awe that they fought alongside Captain America, and Dugan points out Peggy fought with him longer. Meanwhile back at the SSR office, Sousa pulls Peggy's medical records and sees that her shoulder scars are gunshot wounds. He compares them to the photos from the club of his mystery blonde and finds the same scars. Gathered around the campfire, Peggy gets a reluctant Thompson to tell the story of why he was awarded the Navy Cross. He fell asleep on night watch in Japan and found six Japanese sneaking into his camp. He shot them all before any of his men even woke up. The next morning, Thompson listens to Peggy's suggestion about how to go into the meeting spot. It's the old school where the girls were trained to be assassins. They see handcuffs on beds in the next room and find a young girl crying. Dugan approaches her gently and the second he looks away sticks a knife in his chest. She grabs Dugan's gun, shoots Juniper and ninjas around the and out a secret passage. Peggy stops Dugan from lobbying a grenade after her his vest stopped the knife. Juniper is dead.
Peggy and the others found men in cells. The prisoners explain that Leviathan acquired some plans on the black market and are using them to build what's in them. One man is a scientist named Nikolai and the other is his doctor, helping him keep it together. They have Stark's plans but say they've never seen him and the plans are stolen. When Leviathan soldiers arrives, the team releases the captives and runs for it. They get pinned in the boiler room, where the young girl shoots Agent Li in the head. Nikolai grabs Happy and offers him up as a hostage. His doctor tries to talk him down and Peggy gives Nikolai until the count of three to release Happy. Peggy takes control in the firefight as Thompson cowers. Finally Dugan busts through a wall, providing them with an escape route. When Thompson is still paralyzed with fear, Peggy runs through gunfire to grab him and get him moving. She insists on staying behind to keep taking out Russians as everyone else makes it to safety. She made it to the truck. Later, Dugan says his good-byes to Peggy. She declines his offer to join him in the field. The doctor agrees to come back to New York to join the SSR in stopping Leviathan. On the plane back, Thompson grudgingly admits that Peggy saved a lot of lives, including him. She tries to make him feel better by saying everybody freezes sometimes. He admits the soldiers he killed in his camp in Japan were carrying a white flag, but he didn't realize it until it was too late. He buried the flag before anyone else saw it. Back at SSR, Thompson gives Peggy credit for bringing Doctor Ivchenko back. Thompson still thinks Leviathan might have gotten the plans from Stark himself. As the agents head home for the night, Thompson invites Peggy to join them at the bar. Sousa stays behind, unsure of what to make of Peggy as his mystery blonde.
At SSR HQ, Peggy questions Dr. Ivchenko about the young girls trained to kill until Dooley hauls her out of the room. She thinks one of those girls grew up and killed Agent Krezminski. The gun that was used was Russian, and small, best suited to a woman's grip. A woman is also the most plausible explanation for how Howard was manipulated. Dooley shocks her by telling Peggy to investigate her hunch. At the diner, Angie gives Peggy her replacement key for the one she lost. Angie is bummed after her seventh failed audition. Jarvis arrives and tells Peggy that Howard was upset when he returned following the battle of Fornau and got to work on the items in his vault. Peggy tells Jarvis about the under cover female Russian operatives and asks Jarvis for a list of Howard's recent conquests. Meanwhile, Agent Sousa goes to visit Sheldon, the guy who had the nitromene and said a woman beat him up and tied him to a chair. Sousa shows him a picture of Peggy and he IDs her. Peggy and Jarvis visit a jeweler who made custom diamond tennis bracelets for all of Stark's women. He gives them a list and Peggy crosses off all the famous starlets. Tracking down the names on the list, Jarvis doesn't want to face the women that Howard made him dump. Peggy thinks the spy might have scars on her wrist from being chained to the bed, just like the girl in Russia. Woman after woman chews out Jarvis and slaps him. They move on to the next name on the list, Ida Impke, a dancer.
When no one answers at Ida's Peggy lets herself in and finds it empty, with mail piled up. She sees handcuff marks on the bed post. Peggy and Jarvis break to talk to neighbors and the landlord about Ida. Back at the diner, Peggy and Jarvis both came up empty on Ida. Peggy notices people clearing out of the diner and SSR agents replacing them. She tells Jarvis to block the front as she punches out the nearest agent, kicks another and cracks another with a well thrown plate. Jarvis blocks the door with a chair and he and Peggy head out the back, where Agent Thompson stops them with a gun. Thompson tells them a witness places Peggy with Leet Brannis the night he died, she's in a photo taken at Spider's club and now she's with Jarvis. Thompson tells Peggy to turn herself in, but she apologizes and knocks him out instead. Peggy tells Jarvis to meet her after she stops by the Griffith for Steve's blood. As she's rounding the alley corner, she runs into Sousa. She tells him he doesn't have the full story, then walks past him, knowing he won't shoot.
Peggy reaches her room at the Griffith just ahead of Thompson and Sousa and a team of agents. Peggy gets Steve's blood but hears Miriam in the hallway protesting about her. Peggy hides on the ledge outside her room as the agents search inside. She inches along until she reaches Angie's window just as Thompson knocks on Angie's door. When they ask her if Peggy talked about her job, Angie says Peggy "complained about her fathead male coworkers a lot." When Angie sees Agent Thompson getting near the window, Angie breaks into fake tears over Peggy's sick grandmother. She makes them uncomfortable enough that they leave to search the rest of the building. Angie hauls Peggy in from the ledge. "I knew you didn't work at the phone company," Angie says triumphantly. Angie calls her brother to leave a car for Peggy at the Dublin House. Peggy leaves and runs into Dottie in the hallway. Dottie kisses Peggy on the lips with Peggy's Sweet Dreams lipstick and Peggy notices the scars on Dottie's wrists as she passes out. Dottie is taking out a knife when Agents Thompson and Sousa find her. Dottie plays innocent as they handcuff Peggy and take her away. Peggy is woozy on her feet as they put her into a car. At SSR, Sousa sits down with Peggy in interrogation room. Dooley tells Thompson and Sousa not to go easy on her because she is a woman.
Peggy is interrogated by both Chief Dooley and Agent Sousa as Dr. Ivchenko watch. She desperately tries to convince Sousa that there's a trained killer till out there, Dr. Ivchenko says she's a pathological liar. Agent Thompson interrupts Dooley to tell him Agent Yauch was hit by a truck coming out of a bar. Thompson chafes at Dr. Ivchenko watching Peggy. Thompson, Sousa and Dooley take turns talking to Peggy as she calmly tries to explain that Howard Stark is not the man they're after and she's not involved with him. Dooley asks about the Battle of Finau and Peggy explains she didn't see any action there. "You think you know me, but I've never been more than what each of you has created. To Dooley I'm a stray kitten left on your doorstep to be protected, to Thompson the secretary turned damsel in distress, to Sousa the girl on the pedestal transformed into some daft whore. You're behaving like children. What's far worse is that this is just shoddy police work," Peggy says, telling them they should be after Dottie Underwood.
Jarvis showed up at the SSR HQ with a fake confession. Dooley agreed to let Peggy and Jarvis go only when Howard Stark turned himself in, and he fired Peggy from the SSR. While they were cleaning out her things, Peggy and Jarvis noticed Dr. Ivchenko sending a message in Morse code with hand signals to someone in the building across the street. From what they could gather Leviathan was going to attack the office in 90 minutes. Realizing she had little time to work, Peggy gave up everything to the SSR even Steve's blood so they would believe her about Dr. Ivchenko. Although Dooley and Thompson were skeptical, Sousa believed her and sent a team across the street to find any evidence of an impending attack against the SSR.
While they were gone, Dr. Ivchenko, a psychologist, hypnotized Chief Dooley into isolating Peggy and Jarvis, and into giving him access to the recovered Howard Stark technology in their lab. Peggy and Jarvis were eventually found by Agent Thompson, who came back to the office after Dottie attacked Sousa's team. Once he let them out of the interrogation room, they found Chief Dooley locked inside his office, asleep and wearing a glowing vest. Jarvis recognized the vest as a prototype thermal armor Howard developed for winter warfare, but the vest's power source was faulty and volatile. Since the armor's circuitry ran throughout the vest, it could not be cut off Chief Dooley without it exploding. Chief Dooley realized he was about to die, and promised Peggy to get the people who did this two him before he jumped out of the office's window and exploded before he hit the ground. Later, amid the wreckage, Peggy blames herself for bringing Dr Ivchenko to SSR. But Jarvis says Howard is to blame, the vest was his invention. Peggy remembers back to Howard's inventions starting the whole thing and what Leviathan originally charged Leet Brannis with stealing. They race to find Steve's blood. In the SSR lab, Peggy finds that Steve's blood is still there. They search to find what Dr. Ivchenko took the only thing missing is item 17, Peggy ask what item 17 does but Jarvis has no idea.
Peggy and Agents Thompson and Sousa arrive at the movie theater where Item 17 was released and see corpses covered in scratches and claw marks inflicted by their fellow movie goers. Sousa finds the baby carriage and poison container and manages to accidentally gas himself. When Thompson checks on him, Sousa attacks him, then Peggy, and shows no signs of stopping until a cop knocks him out. Later at SSR HQ, Sousa wakes up chained to a hospital bed. He only remembers wanting to kill everyone. Peggy suggests Dr. Ivchenko has a specific target in mind, Howard Stark. He walks in SSR and Thompson quickly arrests him. Howard brought files on the Battle of Finau and explains that the gas was supposed to be "Midnight Oil" to keep soldiers awake for days at a time but it failed and caused psychosis intead. His lab was raided on the order of General McGuinness and used on the Russians at Finau. Howard explains that it causes asphyxiation, which explains the laryngotomies on Leet Brannis and his cohort. The files also reveal that Dr. Ivchenko is really Johann Fenhoff, a psychiatrist with a specialty in hypnosis. Howard volunteers himself as bait to catch Johann Fenhoff. Peggy suggests to Howard that he's taking an unnecessary risk, but he feels responsible for everything that has happened.
The next day on the steps of city hall, Thompson declares that all charges against Howard have been dropped. Peggy scans the crowd for Dottie but sees nothing until the shots start coming. Jarvis hustles Howard into the waiting police car, but it speeds off without Jarvis. The driver is the policeman who pulled over Dottie, clearly under Ivchenko's hypnosis. Peggy and Thompson find the shooting from across the street was being done by an unmanned rifle that wasn't even aimed at Howard. They realize it was a diversion moments before they hear the broadcast about Howard being kidnapped. Knowing grabbing Howard had to be a last minute plan, Peggy and Thompson realize it's VE Day and Dottie and Fenhoff are going to hit Times Square.
Peggy and the SSR agents pull up at the hangar Howard was being held just as he is taking off with the "Midnight Oil". Thompson and Sousa can't fly, Jarvis volunteers to fly the plane after Howard and might have to shoot him if he have to in case they could not be freed from Fennhoff's control. Peggy confronted Fennhoff and Dottie in the air control room. Fennhoff managed to escape when Dottie fought back, but Agent Sousa apprehended him before he could leave the hangar. Dottie tried to intimidate Peggy with the threat she would infiltrate the SSR, but Peggy kicked her out of control room's window, seemingly to her death. Peggy got on the radio to try and bring Howard back to reality, but had little effect on him until she brought up Steve. Once she had him accept that Steve Rogers was dead, Howard was freed from Fennhoff's control, and turned the plane around. On her way out of the hangar, Peggy noticed Dottie's body was gone. The next day, Peggy was greeted at the SSR's office as a hero, however her thunder was taken from her when a senator arrived to give all the credit for apprehending Fennhoff to Thompson. Sousa seethes, but Peggy says that she knows her own value and no one else's opinion matters. Sousa screws up his courage to ask Peggy out for a drink after work, but she says "another time" and that she has to meet a friend. Without a place to live since she was arrested at the Griffith, Howard allowed her and Angie to move into one of his nearby homes. While Angie was exploring the place, Jarvis gave Peggy the vial of Steve's blood she recovered. Later, Peggy goes to the Brooklyn Bridge and pours the blood out into the river below as tears stream down her face. "Bye, my darling," signifying her moving on from Steve death.
Peggy and the SSR set a trap for Dottie Underwood who disguised as Peggy, was trying to robs a bank with a team of Communist agents. Dottie has the bank teller take her to the vault where he would open a specific security box containing a lapel pin. The SSR, however, was aware of Dottie's plan, was ready for them and Peggy is waiting inside the vault for Dottie with a shotgun. The bank teller reveals himself to be with the SSR, as are the bank's patrons Dottie's accomplices hold hostage, one of whom is Chief Jack Thompson. The chief and his men take care of them while Peggy fights Dottie in the vault. Peggy knocks her out with a blow to the back of her head with a bag of coins.
The SSR takes Dottie back to their office. While Peggy interrogates her, Chief Jack Thompson receives a call from Daniel Sousa, who is now the chief of the SSR's newly-opened West Coast branch. Detective Andrew Henry of the LAPD contacted him with a murder committed by the infamous "Lady in the Lake Killer" when the victim's body was found frozen in a lake despite a current heat wave. Sousa wants Thompson to send a man over to aid in the investigation, and Thompson tells Peggy to pack her bags for Los Angeles, telling her that Sousa asked for her specifically. Jarvis picks up Peggy when she arrives in California. Howard Stark has moved to Los Angeles on a contract from the War Department, but is currently away scouting locations for a movie. Peggy will stay at his mansion with Jarvis and his wife, Ana, while he's gone. Jarvis takes her to the SSR's West Coast office. Sousa is shocked to see her, but regains his composure and catches her up on the case. Peggy thinks that the ice and the body aren't connected; that the lake freezing only revealed the corpse to the police. Peggy, Sousa, and Det. Henry see the SSR's medical examiner, who shows them that not only is the corpse frozen through, but is also emitting a blue glow. Another lab tech confirms for them that the deceased must have come into contact with a substance that could have only come from a particle accelerator, and the nearest one is in Pasadena with Isodyne Energy.
Peggy, Sousa, and Det. Henry go to Isodyne's headquarters to investigate; however, the receptionist stops them at the front door for lacking a warrant. Sousa distracts the receptionist while Peggy sneaks into the labs. She bumps into an African-American scientist, Dr. Jason Wilkes, who takes Peggy into his lab to test a synthetic wine he's developing. Peggy shows him a picture of the deceased, who he identifies as an Isodyne scientist named Jane Scott. According to him, Dr. Scott was having an affair with Calvin Chadwick, Isodyne's owner currently campaigning for a senate seat. Before he can say anymore, Peggy is discovered and is asked to leave. Dr. Wilkes shows her out and gives her his business card and personal number. Det. Henry doesn't want to go after Chadwick due to his political connections. Peggy, however, independently confronts Chadwick at a racetrack while Jarvis distracts his wife, Hollywood actress Whitney Frost. Peggy at first poses as one of his supporters before bringing up Jane Scott and dropping the act. Chadwick denies he knows about Scott's death, and says that he cannot reveal any of Isodyne's secrets due to the company's numerous government contracts.
Peggy returns to office with Jarvis. She and Sousa find the medical examiner frozen like Jane Scott's corpse. His body falls over and shatters into tiny pieces of dark glass. They call Dr. Wilkes to see if he can offer any advice as to what happened to their medical examiner, but he can't offer much help. Meanwhile, the results of Dr. Scott's autopsy arrives, and reveals that her organs failed prior to receiving the knife wounds, meaning the substance that caused her to freeze killed her and her body was made up to look like a victim of the Lady in the Lake Killer. Since the details of the killer's style were only known to a few individuals, their suspicions turn to Det. Henry, who since discovered he's been infected by the substance that killed Dr. Scott and the medical examiner. He kidnaps Dr. Wilkes in hopes that Wilkes could "fix" him.
Peggy, Sousa and Jarvis follow in pursuit, and find his car abandoned with the steering column frozen from his worsening condition. Det. Henry has Jason at gunpoint under a bridge, and reveals that he disposed of Jane Scott's corpse and made her look like a victim of the Lady in the Lake Killer to revive the case. Gunshots from the police gives Dr. Wilkes the distraction he needs to run away and is soon found by Peggy. She radios the other officers, telling them not to fire on Det. Henry due to his condition. Sousa, meanwhile, runs into Det. Henry, who pulls a gun on him. He tries to shoot the chief, but the gun has completely frozen. Peggy tries to get him to stand down, tries to assure him that he can be helped, but he says "they" won't let him. Before he can explain who "they" are, a rookie cop shoots Det. Henry, and his body shatters like the medical examiner's.
Peggy sees how Dr. Wilkes is doing after this traumatic event. He says they don't need to worry about being infected by the substance, since Det. Henry and the medical examiner were likely only infected because they came into contact with her blood. Jason offers to "thank" Peggy for what she did for him by taking her out for dinner and a dance, but Peggy says she cannot get involved with people involved in her work. Peggy and Chief Sousa return to the office and discuss the case. Peggy realizes she'll be in Los Angeles for a while longer, and gets her things while Sousa leaves. From a window, she sees him meet with a woman.
Peggy sees Jarvis by the pool lifting weights in a leotard. She's surprised that he's doing this, and Jarvis says he's taken up such rigorous activities since their last adventure. He says he's also taken up training of the "deadly arts," recently becoming a boxer and a judoka. He keeps pestering Peggy to let him show off his judo skills until she flips him onto his back. Jarvis, however, takes Peggy by surprise and flips her onto the ground, too, and gets on top of her. Ana interrupts the sparring match, and says her husband is most dangerous when he's on his back. Arriving at the office, Peggy met Violet, Daniel Sousa's girlfriend. She and Violet laughing over a plate of cookies. Violet insists Peggy join her and Sousa on their date that night before leaving for her shift. With Violet gone, Peggy and the chief start talking about the Jane Scott case. Her body is supposed to be transported to the SSR office, but as her body is being put in a truck, the agents responsible for moving her are ambushed by an assassin.
The SSR finds the car that was supposed to carry Jane Scott abandoned in the Los Angeles River with the two dead agents inside. Since the agents were highly trained, Chief Sousa recognizes this is a professional hit. He then finds out that Jack Thompson got them a warrant to search Isodyne. When they arrive, however, they find that there has been a contamination leak that shut down most of the lab. They try and have Dr. Wilkes get them inside, but he's unable to do so. He does, however, write Peggy a note in secret to meet him at the Dunbar Hotel, a popular place for Los Angeles' Black community, later. Sousa wants to go with her, but she reminds him of his date with Violet. Before he can say anything else, Peggy finds the engagement ring he plans to give to Violet.
Peggy meets Jason at the Dunbar Hotel, and it quickly becomes clear that he's treating this as more of a date. He makes Peggy tell him about herself, and dance with him when a singer starts singing his favorite song. He then takes her to the Griffith Observatory, one of his favorite places in the city. Dr. Wilkes tells her that he was raised in the orange groves, and that, because of his race, Isodyne was the only company that would hire him to work in their labs. He then takes her inside the lab to show her a film reel. One of Isodyne's nuclear tests failed, instead creating a tear in the fabric of reality. The tear sucked in all of Isodyne's nearby employees and cars, leaving only behind a substance they call "Zero Matter." The substance is always taking in the energy around it, making it always the coldest substance in the room. Dr. Wilkes believes Jane Scott must have come into physical contact with Zero Matter.
As the reel ends, they find themselves ambushed by a team of hitmen, unbeknownst to them led by the same man who took Jane Scott's body. They manage to escape the Observatory, but find the wheels on their car have been slashed. Peggy activates a tracking beacon in the car steals one of the hitmen's, but the hitmen follow after them. Peggy realizes they have to leave the car when its damaged in their escape, so Jason directs her to an alleyway they can hide in. Once the hitmen's car passes them, they get out and try to find a way to contact Chief Sousa. They try to get change to use a payphone from a nearby bakery, but the baker thinks something is wrong because a White woman is with a Black man. He refuses to give them change when he sees nothing is wrong, so Jason buys a doughnut so they can get the change that way. Unfortunately, the phone doesn't work. They hide in the phonebooth when a car drives up. When a regular person gets out, Peggy realizes they're safe, and the two of them kiss.
They steal the man's car and make their way to Isodyne. The break in, but soon realize someone else is there. Peggy tells Jason to get the Zero Matter while she deals with whoever else is there. She take down Rufus Hunt and his men while Jason retrieved the Zero Matter. However, once the men were defeated, Isodyne facility explodes. Peggy find the SSR waiting for her. Jarvis was able to alert Sousa to Peggy's situation, causing him to miss his date with Violet. She's visibly shaken, and asks Jarvis to take her home. Ana gives Peggy a glass of whiskey and talk about Jason.
Peggy and Sousa and other SSR agents investigate Dr. Wilkes' house. The find evidence inside that he is a Russian spy, including a weapon similar to the one that killed the SSR agents moving Jane Scott's body. Although the cops and the media buy into this story, Peggy believes Isodyne is trying to set Dr. Wilkes' up as a patsy to cover their research into Zero Matter. To clear Jason's name, Peggy and Jarvis recruit Howard Stark, who is busy shooting a film based on the comic book character Kid Colt. They show him what they've found in their investigation so far, including the film reel of Zero Matter's discovery, but Howard takes a particular interest to the tie pin. He recognizes the symbol as belonging to the Arena Club, a social organization of rich, white men who have sought after his membership in the past.
Peggy and Chief Sousa arrive at the office the next day to find Jack Thompson in Sousa's office. Thompson has taken it upon himself to close the case and edit Peggy's report of the incident at Isodyne labs so Peggy isn't labeled a Communist and embarrasses the SSR. A furious Peggy leaves the office without noticing a keychain floating on her desk. Peggy continues the her investigation despite Chief Thompson's orders. Howard goes to the Arena Club and pretends he wants to join before he has Jarvis bring in a large group of women, of which Peggy is one. Peggy slips by the club's employees and goes to their back rooms to start planting bugs. She sees Calvin Chadwick and a group of other men leave a board room behind a secret door. Once they've all left, she sneaks into that room, and finds two newspapers dated for the next day that show Calvin Chadwick's opponent is dropping out of the election. She also finds there are some sort of counter measures in place that short out all of her devices. While she's under the table trying to plant a bug, Rufus Hunt, the club's muscle who tried to kill her and Dr. Wilkes, comes into the room. Peggy manages to get by him, but once she's back in the hallway she comes face to face with another guard. Jarvis shows up just in time to make it sound like she was simply separated from the rest of Howard's group.
Back at the office, Thompson is furious that Peggy would investigate the Arena Club despite the case being officially closed. When she has no evidence to back up what she saw, Thompson accuses her of letting her emotions cloud her judgment, so Peggy accuses him of simply being a coward, of being afraid to get on the bad side of any powerful person. Thompson orders her to clear out her desk and return to New York. Sousa follows her out of the office to calm her down. They notice that certain items on Peggy's desk are levitating, leading Peggy to realize she could be contaminated by the Zero matter.
Peggy and Sousa go to Howard Stark, who finds out the contamination is only on one side of her body. They go to his lab, where Howard comes up with a silver nitrate solution that should reveal the source of the contamination. To their surprise, the contamination is Jason Wilkes, who has been made invisible and intangible by the Zero Matter. Jason tells them about what happened at Isodyne, including that Whitney Frost was there, before the silver nitrate wears off and he disappears again. While Howard and Jarvis work to make Jason corporeal again, Peggy confronts Whitney Frost about the night of the explosion. Frost is able to evade all of Peggy's questions before her director interrupts them and tells they're ready for her on set.
That night at the Stark mansion, Peggy is exercising late when a masked Rufus Hunt ambushes her from behind and starts to strangle her. Peggy gets out of his hands by dropping the both of them into Howard's pool, but Hunt is still more than a match for her. Luckily, Jarvis is nearby to distract Hunt, giving Peggy the space she needs to crawl over to her gun. She sends a bullet through Hunt's hand before he runs away.
The next morning, Peggy finds Howard who hasn't slept and Jason still in Howard's lab. Howard says he's leaving for Peru to find his mentor in hopes he could help Jason. Jason also wants to leave to protect Peggy, but she insists that he stay. At the office, Sousa brings Peggy up to speed on his investigation. He's uncovered Isodyne's "secret weapon," a woman named Agnes Cully who developed the technology that put the company on the map. But what's most interesting about her is that she's more famous for her stage name Whitney Frost.
Peggy Carter and Jarvis stake out Calvin Chadwick's campaign office while on the hunt for Whitney Frost. No one has seen her since her director disappeared, and she isn't at her husband's office, either. When Calvin Chadwick leaves, Peggy sees that his driver has a wound similar to the one she gave to the man that tried to kill her. She finds out that the man is Rufus Hunt, a veteran of the Pacific Campaign who was dishonorably discharged for Black Market profiteering and the current head of security at the Arena Club. Peggy and Jarvis come up with a plan to capture him. Jarvis pounds on his front door, pretending to be a police officer. When Hunt runs out through his back door, Peggy is waiting for him with Jarvis' tranquilizer gun. The solution isn't enough to take Hunt down, however, as he rips the dart out of his side and lunges at Peggy. He knocks her to the ground, but she's close enough to grab the dart and sticks him in the arm again. The tranquilizer takes him down this time, and Peggy and Jarvis stuff him in the trunk of Jarvis' car. Before they drive away, Hunt pops out of the trunk and sticks Jarvis with the tranquilizer before Peggy shoves him back in.
Sousa is waiting for Peggy when she returns to Stark's mansion. Sousa quickly finds out that she has Rufus Hunt in the back of her car, and is livid that she would so something so reckless without going to him first. They tie Hunt up in Stark's basement to interrogate him. When Sousa's attempts to get anything out Hunt fail, Peggy injects him with one of Howard's relatively harmless cold cures that she tells him is malaria that will kill him in twenty minutes. Hunt cracks, and gives up Thomas Gloucester and Hugh Jones as members of the Council of Nine, a group of powerful industrialists who meet at the Arena Club and orchestrate national tragedies from behind the scenes.
Sousa gets a warrant to search the Arena Club with Hunt's information. However, the FBI swarms the SSR's West Coach Branch office and stops the raid. Vernon Masters, acting as a representative of the War Department, presents Peggy and Sousa with an executive order for an audit of the branch's cases. As the FBI goes through the SSR's files, Masters talks with Peggy in the chief's office in private. Peggy realizes Masters is with the Council of Nine when he demands she reveal the source of her information. When she refuses, Masters implies that he could have her, Sousa, and the entire SSR branded as Communist traitors to the United States.
After, Sousa meets Peggy outside the office. He assures her that he's still with her to the end despite Masters' threats, and shows her the one piece of evidence they still have a tissue sample from Jane Scott's autopsy he had Dr. Samberly hide from the FBI. They go back to Stark's mansion and let Rufus escape. He doesn't realize he has a device on his back that lets them listen to everything he says when he runs to Calvin Chadwick's house. Peggy with Sousa and Jarvis and Jason listen to Rufus talk to Whitney. Frost realized that Hunt had revealed information to Peggy killed him with the Zero Matter. Peggy heard Hunt scream and his frequency went dead, shocked, Peggy asked the other what Frost had done to Hunt.
Peggy is awakened by Jason, who asked to show her something. He bring her to the vial of Jane Scott's tissue sample. peggy watched as a drop of Zero Matter exited the sample and tried to reach Dr. Wilkes. Suddenly, the droplet broke the container and entered Wilkes' body to Carter's shock, Jason became substantial for a heartbeat, but his eyes became solid black before the effect wore off. As she watched, Wilkes turned and told Peggy he knew where Scott's body was being held. Peggy wake up Jarvis, who brought a map upon which Jason marked a location. She called Rose Roberts, who told her that the location was a warehouse owned by Thomas Gloucester.Peggy hung up the phone and returned to Jason and Jarvis. Jason told her that Whitney would be trying to reach Scott's body as well. She and Jarvis made a plan to infiltrate the warehouse.
The next day, Peggy and Jarvis sneak into the storage facility through the ventilation to steal Jane Scott's body in hopes that the Zero Matter in her corpse is enough to make Dr. Wilkes tangible again. As they approach the room holding her body, they find Whitney and Calvin Chadwick have already beaten them there. They go back to Stark's mansion to come up with a plan to stop Whitney Frost. Jason says Roxxon currently has the remainder of Isodyne's atomic bombs, and Jarvis knows where Roxxon might be keeping them from Howard Stark's own research into Roxxon's projects. This one storage facility is so heavily guarded that Howard considered it "impenetrable."
Seeing no other way in, Peggy comes up with a plan to steal a key from Roxxon's president, Hugh Jones. She goes to the office to run her plan before Chief Sousa first, but finds everyone celebrating his engagement. She takes him aside and tells him her plan, and the two of them get a new gadget, a memory inhibitor, from Dr. Samberly in the lab. Sometime later, Peggy while disguised as a ditzy Roxxon employee sneaks into Hugh Jones' office when his secretary leaves for lunch. Hugh Jones comes out of a back room into the office while she's searching for a key, and, since he doesn't recognize her from their last encounter, starts flirting with her. He leaves her to go to lunch, but on his way down he remembers she's an SSR agent. Jones storms back into his office, but Peggy stops him from calling the police by using the memory inhibitor on him. He doesn't know who she is when he comes to, but again remembers while on his way to lunch. She uses the device on him again, and while he's down Peggy realizes the key is probably on his body somewhere. She uses the inhibitor on him a few more times as she searches him, eventually finding the key in his belt buckle.
Peggy and her team come devise a plan to break into the Roxxon facility and disarm the bomb when they realize they will need more help. Although the Council may have compromised the SSR, Peggy reasons they can still trust Rose, who despite lacking experience in the field has received the same training as the other agents. They then go to the office's labs to retrieve some gadgets to help them on their mission, but Dr. Samberly walks in on them and demands an explanation for why they're there. Although he at first wants them to leave, Dr. Samberly insists he go with them once Rose flirts with him. Sousa agrees to bring Samberly with them to the Roxxon facility, seeing how he knows how to use all of his gadgets and that there's no chance he's with the Council because everyone hates him.
Peggy and her team drives to the Roxxon facility that night. Rose and Dr. Samberly, posing as husband and wife, get out of the car and talk to some guards. Samberly uses a device that takes them out with a powerful electric shock, giving the rest of the team enough of an opening to sneak in. As they make their way deeper into the facility, they find signs that Whitney is already there and making her way towards the atomic bomb. They find the room where the bomb might be stored from a map on the wall when Samberly remotely deactivates the locks on the doors. Rose splits from the rest of the team to fight one of Manfredi's henchmen accompanying Whitney while the rest of the team go for the bomb.
Peggy splits from the rest of the team to stop Whitney Frost. She hears her and Calvin yelling at each other because they cannot find the atomic bomb. Peggy approaches them from behind, and after making herself known offers Whitney Frost the SSR's help in curing her of the Zero Matter. Whitney, however, loves how powerful the substance makes her, and tries to kill Peggy. She gets out of the way and punches the actress, but it barely affects her. Whitney now realizes the Zero Matter also enhances her strength. Sousa contacts Peggy over a transceiver with their progress. When Whitney hears this, she grabs Peggy's arm. She kicks her way out of Whitney Frost's grip before the Zero Matter can envelop her, but the kick sends her flying through a railing. She grabs hold of what's left of the railing and dangles over construction materials. Whitney Frost reaches down to grab her hand, but Peggy lets go and falls onto the construction materials below. Sousa rushes over to her, and sees her abdomen impaled on rebar.
Sousa and Jarvis rush Peggy to Violet's since they can't go to a hospital without risking the Council of Nine finding them. Violet tends to Peggy's wound, but realizes that her fiancé has feelings for Peggy. Jarvis takes the bandaged Peggy back to Stark's mansion and tucks her into bed. Jason tries to comfort her by pointing out that the place the Zero Matter comes from is so much more painful than what she feels now, but doesn't say how he knows this. Peggy turns on the radio, but Jason disappears as his song plays.
Peggy's voice pulls Dr. Wilkes back into the corporeal world. They realize he needs to get his hands on more Zero Matter soon before he disappears entirely, but the only place they know they can find more is in Whitney Frost. Peggy comes up with a plan to take it from her at a campaign event for Calvin Chadwick that night by sticking her with a modified syringe. Sousa, however, points out that there's no one who could carry out this mission. Whitney would recognize Peggy and Jarvis, Sousa wouldn't work as Jarvis' date, the tickets for the event being Howard Stark's, Jarvis would have to go anyway, and Rose is out of town. Out of any other options, Peggy comes up with a "terrible idea", Dottie Underwood.
Peggy, disguised as a psychiatrist, sees Dottie while she's imprisoned in the Cube. Dottie immediately sees through Peggy's act and realizes she needs her help. Peggy tells her she needs her help in bringing down the Arena Club, and in return Peggy promises to get rid of the red tape preventing her from being deported back to the Soviet Union. Dottie, however, sees through this, too, and with the mutual understanding that they're both trying to get the best of each other, Peggy gives Dottie a device she can use to break out of her cell and instructions on how to get out of there. Dottie breaks out not long after Peggy leaves. Once she's outside, Dottie goes in the opposite direction Peggy told her to go, only to run into Peggy and Sousa. Sousa captures her in an electrified net, which brings her to the ground much to Peggy's enjoyment.
Peggy prepares Dottie for the mission, giving her a diamond choker with a tracking device and a neurotoxin if she tries to remove it, and a hat with a radio in it so they can communicate with her. Jarvis' communication device is in a pair of glasses. That night, Jarvis and Dottie get into Calvin Chadwick's campaign event while Peggy and Sousa stay by the radio in a van outside. When Dottie's radio went dead. Peggy went to see what had happened, she accidentally ripped open her stitches trying to open the door to the van. Sousa checks Peggy's wound, and when Peggy brings up Violet he tells her she broke off the engagement. Peggy wants to try and convince her to get back with Sousa only to find out she's the reason she called it off. Just as Peggy and Sousa are about to kiss, something crashes onto the truck, breaking the equipment inside. They leave the truck to see a dead body on top of it, a body Dottie threw out of a window. Jarvis meets Peggy and Sousa outside. But Dottie isn't with him, but he managed to get the vial of Zero Matter before hotel security escorted him out. Peggy and the others returns to Stark's mansion by sunrise and gives Dr. Wilkes the vial of Zero Matter. Dr. Wilkes tries to give them instructions on how to build a containment chamber for the substance, but Sousa and Peggy are more focused on finding Dottie Underwood before she can hurt anyone. Jarvis informs Peggy that Thompson is there to see him. She changes into a nightrobe, but Thompson knows what she's really been up to. He tries to convince her to drop the case and return with him to New York before the Council comes crashing down on her. Peggy, however, is adamant about seeing this case to the end.
Peggy and Sousa attend the press conference, but they know she's responsible for their deaths. They also think that Whitney Frost has Dottie Underwood, but will probably keep her alive. They go back to Stark's mansion to come up with a plan to rescue her. Dr. Wilkes, however, think they should just activate the neurotoxin in her choker and kill her rather than waste time trying to find her. The rest of the team recognizes his frustration and tries to calm him down, but he says he's facing something worse than death. They put the search for Dottie aside for the time to finish building Jason's containment chamber. Once it's done, he gets inside and absorbs the Zero Matter. The shock of absorbing the substance knocks him down, where he's surprised when he doesn't go through the ground. Peggy reaches out to grab his hand, and Jason pulls her in to give her a kiss.
Peggy and the team receive Dottie's signal. Now that they know where she is, Peggy calls Sousa to give him this information, but Vernon Masters is within earshot. She and Jarvis plan a rescue using the "Jitterbug," a creation of Howard's that sends out a powerful, concussive blast. Ana, however, is concerned for her husband's safety. Before they leave, she makes him promise her he'd stay safe. During the drive to the Chadwick Ranch, Jarvis tries to get Peggy to bring up her feelings for Dr.Wilkes and Sousa, but Peggy is clearly uncomfortable talking about such things.
They arrive at the ranch after nightfall. Jarvis goes in first, distracting a guard so Peggy can knock him out. His gun fires when it hits the ground, alerting the rest of Manfredi's men to their presence. Jarvis prepares the Jitterbug, but he can't seem to get the sequence code right. Manfredi's men surround Peggy and Jarvis, forcing them to surrender. They take the two of them down to the basement where they're holding Dottie, who is surprised to see them launch an, albeit failed, rescue. The men tie them up as well and leave them. Peggy notices Dottie's been tortured. She tries to get Dottie to reveal what information she gave them as they try to escape their bonds, but Dottie only says Vernon Masters got nothing out of her. Jarvis, however, manages to get out of his bonds before them, and suddenly realizes he was putting in a code for a different function of the Jitterbug, a delayed explosion. The Jitterbug goes off, taking down all of Joseph Manfredi's men, giving the three of them their chance to escape. While on their way out, Peggy realizes Whitney Frost tortured Dottie too. Dottie tells them Whitney had set a trap, but it wasn't for them.
Peggy and Jarvis realized that Ana and Jason are in danger. On the frantic drive to Howard Stark's Mansion, Dottie noted that Peggy looked scared. As they approached the Mansion, She and Jarvis saw Ana laying on the ground from a gunshot wound to the abdomen as the car with Frost and Jason sped away. Peggy and Jarvis hurry Ana to the hospital, where she's immediately taken to the ER. As the hospital's staff separates them from Ana, they find out Dottie escaped from the trunk of their car. Peggy, stay at the hospital with Jarvis, tries to call Sousa only to hear Vernon Masters on the other end. She hangs up without saying a word, and tries to console the visibly distraught Jarvis.
At the hospital, Jarvis tries in vain to find Ana's favorite radio station in hopes it would awaken her out of coma. Peggy, aware of Jarvis' distress, reminds her friend that Ana's condition is stable, and that he should get cleaned up so he looks like himself when she wakes up. Peggy returns to Howard Stark's mansion to find Chief Sousa outside with the news that Vernon Masters is looking for the nuclear rods for Whitney Frost. He suggests they go after Joseph Manfredi, Whitney's old boyfriend, as men working for him were with her at the Roxxon facility. They go to Manfredi's restaurant, and, after beating up his goons, sit down with him and his rambunctious grandmother. Chief Sousa threatens to spread a rumor that Manfredi gave up another gangster to the state if he doesn't deliver a message to Whitney Frost. Back at the hospital, Ana finally wakes up from her coma. Her physician takes Jarvis out of the hospital room to give him the news that, while Ana will otherwise be fine, the damage done to her body makes her unable to have children. Jarvis tells the doctor that he'll tell Ana about her injuries himself, but later lies to her by saying she's perfectly fine.
Meanwhile, Whitney has Dr. Wilkes chained up in a warehouse so she can observe the effect the Zero Matter has on him. Jason tries to buy time until he would be incorporeal again and phase through the handcuffs, but Whitney sees right through his plans. She then starts hearing voices, and reaches down to touch Jason. Later, Whitney has Dr. Wilkes read her research notes, but he still only thinks of her as a maniac. As she tries to teach him to control the Zero Matter, Joseph Manfredi arrives with Peggy's message - she'll give Whitney Frost the nuclear rods in exchange for Dr. Wilkes.
Dr. Samberly delivers fake nuclear rods to Stark's mansion for Peggy to trade for Dr. Wilkes. Jarvis arrives at the mansion soon afterwards. Peggy takes Jarvis aside to have a private word with him about Ana when Howard Stark wires them information that Dr. Samberly recognizes as schematics for a gamma-powered weapon that could reverse the effects of Zero Matter and possibly cure Jason. With Samberly stuck at the mansion building the device, Jarvis offers to drive them the exchange, but before they leave, they find Jack Thompson upstairs. Thompson shows Peggy a redacted file supposedly reporting war crimes she committed during World War II, and threatens to expose her as a war criminal if she doesn't go back to New York with him. Peggy, recognizing the document as a forgery, calls Thompson's bluff and leaves with Sousa and Jarvis.
Peggy and the team meet with Whitney Frost as planned. Whitney drags a handcuffed Jason Wilkes out before Peggy, who's surprised to see he is still tangible. Peggy hands over the fake nuclear rods, and after Whitney verifies they're real (Dr. Samberly made them give off a radioactive signature), she passes Dr. Wilkes over to them. One of Joseph Manfredi's men accidentally drops the rods, revealing them to be fake. Peggy and the team make their getaway with Jason Wilkes safe in his containment chamber. However, once they notice Whitney Frost's men are keeping their distance from the truck, Dr. Wilkes pulls a gun on them and demands they give him the real rods. Sousa tells him they're at the SSR's lab when he holds the gun to Peggy's head, and Dr. Wilkes phases through the side of the car. Jarvis stops the truck in time for the team to see Dr. Wilkes drive away with Whitney Frost.
Back at the SSR's office, Thompson shows Vernon Masters the file he found on Peggy's wartime activities. As Masters congratulates him for his findings, Thompson says he questions the document's validity. Thompson leaves Master's office when he gets a call from Whitney Frost, telling him where the nuclear rods can be found and the location of where to meet her with them. Thompson hears the entire conversation from a phone at one of the desks. That night, Thompson confronts Masters as he attempts to take the rods. Peggy and Sousa arrive at the office some time later to recover the nuclear rods before Whitney could get her hands on them, but they find the rods gone and a shocked Jack Thompson on the floor. They realize Masters used Dr. Samberly's memory inhibitor on him, but Thompson's memory soon comes back to him. Thompson decides to go with Peggy and Sousa to stop Whitney Frost. As Thompson is on his way out the door, Sousa makes sure Peggy knows that Dr. Wilkes is no longer a hostage but a hostile. The two of them argue over how they should treat Dr. Wilkes until Thompson interrupts and reminds them they have to stop Whitney Frost. Meanwhile, in the downstairs office, Dr. Samberly flirts with Rose before Jarvis gives her some of his possessions, instructing her to look after Ana in case something happens to him. Before he leaves, he gives her one last item, his will.
Frost and her men set up the atomic bomb in the desert to recreate the event that brought the initial supply of Zero Matter to their world. Jason has his doubts this will work, but Whitney says they know it will work because the voices in his head says it will. Vernon Masters detonates the bomb, and Peggy and Jarvis from their car see the sky crack like it did in the film reels. Jason and Whitney leave their car to see the crack themselves, but Whitney is surprised to not hear any of the voices that Jason does. The rift draws Jason into it, leaving Whitney behind. Meanwhile, Dr. Samberly sets up the gamma canon and fires it into the rift, but he was able to make a battery powerful enough for only one shot. Jarvis, unsure of their chances with the gamma canon, drives towards the rift to prevent Whitney Frost from getting away. Peggy follows him in the truck, and watched as the gamma canon fires into the rift, causing it to collapse. Jason Wilkes falls to the ground with Zero Matter pulsing through his face. Whitney hurries to where Jason lands, but Jarvis drives up behind her and shoots her. Peggy is right behind him, and they see Whitney's bullet wounds heal before their eyes. Before they can get away, Joseph Manfredi and his men surround them and hold them at gunpoint. Whitney realizes that the best way to get what she wants out of Jason is to keep them alive. Manfredi's goons knock Peggy and Jarvis out with a blow to the backs of their heads.
Peggy finds herself in a dream after being knocked out by Joseph Manfredi and his goons. The dream is in the SSR's New York office, and entirely in black-and-white. Her dead brother Michael sits in the chief's office. The dream soon turns to color and s he then finds herself at Dottie's counter. The dream then evolves into an elaborate song-and-dance number where Jason, Sousa, Angie, and Dottie ask her what she really wants and what she'll do about it. Jarvis interrupts to tell her to wake up, and Rose punches her in the face. The dream ends when a bump in the road causes her to wake up. Peggy uses one of Dr. Samberly's gadgets, the hotwire, to break her and Jarvis out of the back of the truck. Once the cars have driven off far enough, Peggy and Sousa make their way back towards civilization. The two of them argue over their life choices and the meaning of loss on the way back. Whitney Frost discovers her prisoners have escaped when she tries to intimidate Dr. Wilkes into going along with her plan. She has two of Joseph Manfredi's men go back and find them, but Peggy and Jarvis manage to take them out and steal their car.
Thompson, Sousa and Samberly try to figure out what to do now that their car is gone. Samberly sees a car in the distance, but Sousa recognizes the car as belonging to two SSR agents working for Vernon Masters. Thompson comes up with a plan to get them all out of there alive. Sousa and Dr. Samberly hold Thompson at gunpoint when the agents arrive. Sousa tells them to take Thompson away, but they turn their guns on him instead. Thompson convinces them to take them away alive by making them believe he was out there to stop Carter. They're taken back to the SSR offices where Vernon Masters asks why Sousa and Samberly aren't dead yet. Thompson says they need them to repair the Gamma cannon for Whitney Frost. When Vernon suggests Whitney could repair it herself, Thompson proposes they use the cannon on her instead. Vernon knows how dangerous she is, and agrees to go along with Thompson's plan. Peggy arrives at the office shortly thereafter and starts pummeling Vernon Masters, demanding to know what he did to Sousa and Samberly only for Sousa to pull her off him. Sousa and Thompson bring Peggy up to speed with their uneasy alliance with Vernon Masters to bring down Whitney Frost. Peggy reluctantly agrees to go along with their plans, and Thompson leaves to see Whitney Frost and buy more time to fix the Gamma cannon.
Meanwhile, Whitney Frost has set up a lab in a waste disposal facility running as a front for Joseph Manfredi's criminal activities. She has Jason strapped to an operating table, torturing him by using every kind of painful instrument to try and fail at extracting the Zero Matter from his body. Manfredi interrupts one torture session involving a large syringe to let her know one of Vernon Masters' men is there to see her. Whitney is surprised to see Chief Thompson instead of Vernon Masters, while Manfredi gets jealous at Thompson's blatant flirting with her. Whitney eventually asks Joseph to leave them, and once Thompson is alone with her he reveals that Vernon Masters is planning on using the Gamma cannon on her. In exchange for his help in punishing Masters for his betrayal, Thompson asks for a seat on the Council of Nine.
The team delivers the Gamma cannon to Whitney Frost once Dr. Samberly is finished repairing it. Chief Thompson and Vernon Masters leave with the cannon, but Sousa and Peggy find their car has been sabotaged and won't start. Believing Masters plans to betray Thompson to Whitney Frost, they hurry into the office and asks Samberly for his car. However, Samberly says Thompson told him Sousa wanted the Gamma cannon to become a Gamma bomb, revealing that Thompson plans to take out Whitney Frost, Vernon Masters, and Jason Wilkes in one fell swoop. The three of them hurry to Whitney Frost's lab to stop him. Samberly and Sousa work on a way to deactivate the bomb/cannon while Peggy goes in to apprehend Thompson. She finds Dr. Wilkes still strapped to the table. When she frees him from his bonds, he begs her to leave him, saying he's too dangerous to be around. Peggy refuses to leave him behind, but while on their way out Jason closes a security door to separate them.
Masters prepares to use the Gamma cannon on Whitney Frost when she abruptly puts an end to the presentation. Thompson reveals his betrayal by pulling a gun on Masters. Vernon begs for Thompson to think about what he's doing and help him take down Whitney Frost, but Thompson leaves him at Whitney's mercy. He attempts to detonate the bomb on his way out of the building, but when the bomb doesn't go off he realizes Peggy Carter is there and interfering with his plan. Thompson finds Sousa and Samberly and demands he reactivate the bomb, but Peggy comes back to the car before he does. Peggy accuses him of wanting to sacrifice innocent lives like Dr. Wilkes' and for not having the courage to bring Vernon Masters to justice, but Thompson says none of the people inside are innocent and by doing this he's making the tough decision none of them have the strength to make. Samberly reactivates the bomb when Thompson pulls a gun on him, but Peggy pulls a gun on Thompson before he can detonate it. Inside the building, Whitney Frost starts to use the Zero Matter on Masters when he realizes Thompson's tricked her into standing in front of the now-reactivated Gamma cannon. Just as Whitney realizes she, too, has been played, a deteriorating Jason Wilkes barges into the room. Before Whitney could stop him, the Zero Matter bursts out of his body.
Peggy holds Chief Thompson at gunpoint, threatening to shoot him if he doesn't put down the detonator for the Gamma cannon. Before Thompson can push the button to detonate the bomb, an explosion of Zero Matter comes from inside the waste facility. Peggy, Thompson, and Sousa go inside to investigate. They find Zero Matter on the floor and Dr. Wilkes knocked to the ground and free of the Zero Matter. As he gets to his feet, Whitney Frost absorbs the Zero Matter that left his body in the explosion. Realizing their guns are no use from Whitney Frost, they run out of the building only to find Samberly and the car are nowhere to be seen. As Whitney Frost catches up to them, she's run over by a car driven by Jarvis with Howard Stark in the back seat. They catch up with Samberly and go back to the SSR's office. While Sousa and Thompson weed out the agents who worked with Vernon Masters, Jason describes the Zero Matter's dimension to Howard and Peggy. He says that world was empty, completely devoured by Zero Matter, and the substance was using himself and Whitney Frost to infect other worlds.
Whitney Frost locks herself inside a room in Joseph Manfredi's house to begin work on another method to open another rift to the Zero Matter's dimension. However, her all-consuming dedication to her work greatly disturbs Manfredi. The next day, he goes to Howard Stark's mansion to get his help, interrupting Howard, Peggy, and Dr. Wilkes' breakfast by pretending to hold Jarvis at gunpoint before revealing himself to be a friend of Howard's. He says they should all work together because they are all concerned about Whitney, even if they're concerned for different reasons. Howard says they should, as all great scientists do, steal her work so they can open a rift before she can, and then hit her with the gamma cannon. That night, Manfredi tricks Whitney into leaving her room to intimidate one of his disloyal men, giving Peggy and Sousa the opening the get inside and take pictures of her formulas. Her writing covers the room's walls, giving the two agents insight into her megalomania. They sneak out her window just before she comes back into the room. Before they leave, Sousa changes one of the numbers in her formulas to slow her down.
Peggy and Sousa take Whitney's work back to the SSR's labs, where the collective minds of Howard, Samberly, and Dr. Wilkes deduce she's working on a device that connects the space-time of her world to that of the Zero Matter dimension's. With Peggy's encouragement, they come up with a way to make rift generator work, and Jarvis suggests they turn it on in Howard's film lot to keep the rift away from any innocent bystanders. While the rest of the team finishes building the device, Thompson shows up to offer his help, but they decide the best thing for him to do is collect their dinner orders. While Thompson orders their dinner, he finds Vernon Masters' portfolio and the redacted file about Peggy's activities during the war. He also finds his Arena Club pin that, when twisted, becomes a key.
Peggy and her team sets up their trap at the Stark Pictures lot. Whitney Frost feels the rift to the Zero Matter's dimension open once they turn the device on and is compelled to come to it. While they wait for Whitney to arrive, Thompson shows Peggy the Arena Club pin he turned into a key. They hear Samberly scream, alerting them to Whitney Frost's presence on the lot. She approaches the rift, walking right into the SSR's trap. Howard fires the gamma cannon at her, causing the Zero Matter to leave her body and go back through the rift. With Whitney de-powered, Peggy, Sousa and Thompson take her under arrest while noting that the scar on her face has vanished.
Just as everything seemed to be running smoothly, Howard Stark realizes he cannot remotely shut down the generator. The only way to close the rift now would be to do so manually, but the person who does that would be sucked into the rift as it closes. While the team argues over which of them will sacrifice themselves, Sousa anchors himself to a pole and goes in to close it. As they try to figure out a way to close the rift without losing Sousa, the rope Sousa used to anchor himself unties, sending him flying into the air. Peggy grabs the rope before he falls in, and Howard, Thompson and Dr. Wilkes hold on to her to anchor her to this world, as well. Jarvis comes up with an idea and leaves to find Dr. Samberly. When he comes back with him, he has Dr. Samberly put the gamma cannon's core in Stark's hovercar, and Jarvis send the hovercar flying into the rift. Once on the other side of the rift, the car and the core explode and close the rift. Sousa, surprised he's still alive, faints.
The next day, Peggy finds out over breakfast that Howard hired Dr. Wilkes to head a new operation in Malibu. Howard leaves to take a swim, and Peggy and Jason say their goodbyes. She takes her bags outside as Jarvis comes up the driveway with Ana. They say goodbye, and Ana convinces Peggy to let Jarvis drive her to the airport instead of taking a taxi. Jarvis drops her off at the office so she can close the Isodyne case. Since she'll get a ride with Thompson from there, Jarvis tries to convince her to stay in Los Angeles before he leaves her. In the office, she closes the case with Sousa before the chief teases her for not letting him sacrifice himself. Rather than try to make a come back, she kisses Sousa.
Joseph Manfredi visits Whitney in an asylum. Since losing the Zero Matter, Whitney's mental state has deteriorated to the point that she believes she's sitting in front of her mirror and next to Calvin Chadwick. Manfredi wants to give her flowers, but her attendant says she'll only use them to carve her face to resemble her Zero Matter scar. Meanwhile, Jack Thompson is packing in his hotel room preparing to go back to New York alone when he hears a knock on his door. He answers it, but an unseen assailant shoots him in the chest. The assassin takes Carter's redacted file from his luggage as Thompson bleeds out on the floor.
After catching the criminal known as Zodiac; Carter was invited to become a charter member of S.H.I.E.L.D. alongside Howard Stark and Timothy Dugan, much to the chagrin of her misogynistic peer John Flynn.
In 1963, Carter was still working as a S.H.I.E.L.D. agent. She met Dr. Henry Pym, a young scientist who invented particles and a suit that could shrink a human being to the size of an ant, yet maintain his original strength. When a group of radicals in the Soviet-controlled East Berlin discovered a piece of old HYDRA technology, Howard Stark wanted to send an agent to Germany and stop them from reverse-engineering it.
However, Pym was unwilling to give his suit to anyone else, so Carter convinced him to go to Berlin personally. To see if the suit actually worked, she fired a few bullets at Pym, and he became small like an ant in the blink of an eye, proving he was ready for the mission. He left for Berlin later that day.
When Pym returned from his mission in Berlin, he informed Carter and Stark about what had happened there. Stark tried to prohibit Pym from being able to do any further missions, but Pym stated that the only way the organization could use Pym's particles was if he was using them. Pym then implied that he was willing to help in any future missions available to him.
In 1989, Peggy, Howard Stark and Mitchell Carson were having a meeting at S.H.I.E.L.D., when Hank Pym angrily walked in and gave his resignation to them because he found out that S.H.I.E.L.D. was trying to re-engineer the Pym Particles. Howard said that the Pym Particles were the most important discovery in science and Carson planned to use the particles for war. However, Peggy disagreed with both of them and Hank vowed that no one would discover how to create the particles.
While training, Steve Rogers thinks back on his past, and has visions of Peggy and the other friends he's lost.
In the files Rogers studies, Peggy is reported as "Retired".
- "The world has changed, and none of us can go back. All we can do is our best, and sometimes, the best that we can do, is to start over."
- ―Peggy Carter to Steve Rogers[src]
Wanda Maximoff used her powers to make Steve see visions of the life he could have had with Peggy after war.
- "Margaret Carter was known to most as the founder of S.H.I.E.L.D. But I just know her as Aunt Peggy. She had a photograph in her office: Aunt Peggy standing next to JFK. As a kid that was pretty cool. But it was a lot to live up to, which is why I never told anyone we were related. I asked her once how she managed to master diplomacy and espionage at a time when no one wanted to see a woman succeed at either. And she said, "Compromise where you can. Where you can't, don't. Even if everyone is telling you that something wrong is something right. Even if the whole world is telling you to move, it is your duty to plant yourself like a tree, look them in the eye, and say, 'No, *you* move'.""
- ―Sharon Carter[src]
Peggy is a strong woman and a great agent, one of the first female agents in US Army. Because of her uncomfortable primacy, she's always put to the test to prove male soldiers she's worthy of her position, thus becoming a defensive character type. Peggy also has a sarcastic streak, and can also become close to a select few people, such as Steve Rogers, Howard Stark, Edwin Jarvis, and a few others. Though she believes in morality, she will lie, if the situation calls for it. Such times include the period while she was hiding her involvement with the SSR.
Peggy is a skilled agent, able to stand confrontations with her male colleagues, and a trained agent, who usually wields firearms in battle. She's got an incredible aim. She will do whatever is needed to get the job done, very nearly having Howard Stark shot out of the sky, when he was endangering the city of New York. Such sacrifices wound her; Peggy does not enjoy it. Being somewhat no-nonsense, Peggy does not take kindly to messing about during a mission or when there is work to be done. She is also quite clever, always able to work her way out of a pinch at a moment's notice. Though her number of dear friends is slim, Peggy is exceedingly appreciative to those she has.
- Expert Operative: Peggy was an experienced field operative having worked various undercover operations under the Strategic Scientific Reserve nose.
- Expert Tactician: Though they were all seasoned war veterans, the Howling Commandos took instruction from Peggy on how to infiltrate the Red Room Academy, following her leadership on how to divide the men and what to do in a given situation.
- Master Hand-To-Hand Combatant/Martial Artist: Peggy was extensively trained in armed and unarmed combat through Military Combatives. She was able to defeat Dottie Underwood, a highly trained Black Widow Program assassin. Peggy was also able to silently subdue the guards of the Zodiac.
- Expert Marksman: Peggy was extremely accurate marksman and can handle most type of firearms, having been trained in the army.
- Master Seductress: Peggy shown to be an expert in the field of seduction. Peggy dons a disguise as a blonde woman to La Martinique, a nightclub run by a fence called Spider Raymond. She seduces Raymond into revealing that he had the Nitramene.
- Michael Carter - Older brother.
- Fred Wells - Former fiancé.
- Steve Rogers/Captain America - Ally and love interest.
- Bucky Barnes - Ally and friend.
- Dum Dum Dugan - Ally.
- Montgomery Falsworth - Ally.
- Jim Morita - Ally.
- Gabe Jones - Ally.
- Howard Stark - Friend and ally.
- Edwin Jarvis - Friend and ally.
- Ana Jarvis - Friend
- Daniel Sousa - Friend, Ally and Love interest.
- Jason Wilkes - Ally and former love interest.
- Jack Thompson - Ally and co-worker.
- Bernard Stark - Nephew.
- Chester Phillips - Commander.
- Sharon Carter - Niece.
- Red Skull - Enemy.
- Arnim Zola - Enemy.
- Heinz Kruger - Enemy.
- Dottie Underwood - Enemy.
- Whitney Frost - Enemy.
- Rufus Hunt - Enemy.
- Henry Pym - Friend.
- Mitch Carson - Former ally and co-worker.
- Marvel Cinematic Universe (6 films)
- Captain America: The First Avenger (First appearance) - Hayley Atwell
- Marvel One-Shot: Agent Carter - Hayley Atwell
- The Avengers (Flashback only) - Hayley Atwell
- Captain America: The Winter Soldier - Hayley Atwell
- Avengers: Age of Ultron - Hayley Atwell
- Ant-Man - Hayley Atwell
- Captain America: Civil War - (Mentioned only)
- Marvel Cinematic Universe (2 TV series)
- Agents of S.H.I.E.L.D.
- Agent Carter
- Season 1 - Hayley Atwell
- Season 2 - Hayley Atwell and Gabriella Graves (young)
- Marvel Cinematic Universe (1 Web series)
Behind the scenes
- Hayley Atwell based her performance as Peggy Carter on Ginger Rogers: "She can do everything Captain America can do, but backwards and in high heels."
- Before Hayley Atwell was cast as Peggy, Alice Eve, Gemma Arterton and Keira Knightley were considered for the role of Peggy Carter. Emily Blunt turned down the role.
- Peggy was originally going to appear in The Avengers where she encounters Steve in the present day, but it was ultimately cut from the final film by director Joss Whedon.
- Hayley Atwell was aged using computer-generated imagery and the use of an old woman stand-in for her appearance as Old Peggy. Anthony Russo commented that "all the old people have looked the same [in movies] since the 80s when you go down the make-up route." Joe Russo said: "We changed her face and her muscle structure and all of those things that change when you age".
- A deleted scene in the Avengers features Steve Rogers looking at her old files. According to them: her birthday is 4/9/1919, she is 5'6", 120lbs, was educated at St. Martin's Fields High School for Girls, and had experience as a British Air Force Nurse and in Special Air Services before working for the S.S.R.
- In the comics, Peggy is American. In the film, she's British. In real life, Atwell has a duel citizenship for the US and the UK.
- In the movie Peggy works for the US Army, in the comics she fights with the French resistance.
- In the comics, Peggy is the aunt of Sharon Carter, who partners up and develops a romantic relationship with Steve Rogers in the future.
- In the comics, Peggy eventually dates Gabe Jones of the Howling Commandos.