(Cover Date: September, 1969)

Summary: After arriving at their island, Cap (as Red Skull) fights against the Exiles & gets away, thanks to Redwing's help. Cap takes off the Red Skull mask. Red Skull (as Cap) decides to show off to the public. Cap runs into Sam Wilson, who takes him to the village. The villagers are treated as serfs by the Exiles. Sam came to the island to work as a falconer for the Exiles but left them. Cap creates Sam's Falcon identity to fight against the Exiles.

Wacky Moment: Cap uses clay to disguise his features.