“How the MCU Was Made” is a series of deep-dive articles that delve into the ins and outs of the development history, production, and release of all the Marvel Studios movies.
IfThor: The Dark Worldwas a step in the wrong direction for Marvel Studios in trying to expand the MCU followingMarvel’s The Avengers, thenCaptain America: The Winter Soldierpaved the way for the future. Indeed, one could almost look at theCaptain Americatrilogy as the narrative spine of the Marvel Cinematic Universe, and withThe Winter SoldierMarvel delved deeper than ever before into the world these superheroes inhabited. The end result remains a fan-favorite film, one that pulled from a surprising tone and genre to forge a path forward that would upend the MCU forever.
Given that Captain America is, well, Captain America, Marvel already began preliminary work on a sequel beforeCaptain America: The First Avengerwas released. The studio brought back writersChristopher MarkusandStephen McFeely, who initially considered littering the sequel with flashbacks for more World War II stories before ultimately landing on the conspiracy genre as a unique take on the sequel that would contrast with the “war film” elements ofThe First Avenger.
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Markus and McFeely had mostly free reign to tell the story they wanted, but Marvel Studios presidentKevin Feigehad two major beats he wanted included: the helicarriers at the end of the movie, and the fall of S.H.I.E.L.D. To that end, Markus and McFeely pulled from films likeThree Days of the Condor,The Parallax View, andMarathon Man, forcing Steve Rogers to face an America he doesn’t recognize while in the belly of a shadowy governmental organization. The end result? Dismantling S.H.I.E.L.D. altogether and removing the Avengers' safety net whenAge of Ultronrolled around.
When it came time to hiring a director, Marvel Studios moved away from the big names of Phase One likeJon FavreauandKenneth Branaghand narrowed theWinter Soldierpool toGeorge Nolfi(The Adjustment Bureau),F. Gary Gray(The Italian Job), andAnthonyandJoe Russo, with the latter directing team having helmed a couple of films (You, Me, and Dupreebeing their most notable) but having most notably spent a lot of time directing and producing television.
In April 2012, Gray took his name out of the running to instead directStraight Outta Compton, and by June the Russo Brothers had the job. The Russos directed the pilot forArrested Developmentand a number of episodes of that groundbreaking series, but it was actually their work onCommunitythat put them on Marvel’s radar—specifically directing the action and Western spoof episodes “A Fistful of Paintballs” and “For a Few Paintballs More.” When they got a meeting with Marvel, they expressed their intense love of the comics and the Captain America character, and their mentorSteven Soderbergheven called up Marvel and put in a good word.
The decision proved fortuitous, as the Russos would not only directThe Winter Soldierbut alsoCaptain America: Civil Warand the massive two-partAvengers: Infinity WarandAvengers: Endgame. But we’ll get to those later.
Marvel confirmed the Russos and revealedCaptain America 2’s title at San Diego Comic-Con 2012, causing the audience to erupt with applause when “Captain America: The Winter Soldier” graced the screens in Hall H. This signaled that the film would be an adaptation of theEd BrubakerstorylineThe Winter Soldier, which brings Bucky Barnes (Sebastian Stan) back to go toe-to-toe with Steve Rogers as a brainwashed assassin.
The filmmaking team wanted to give Steve Rogers some other characters to play off of, and explored different iterations. At one pointJeremy Renner’s Hawkeye was in the film, and at another point he was in it in addition toScarlett Johansson’s Black Widow, until eventually it was decided to simply pair Steve up with Widow and then add Falcon to the mix. For the latter role, Marvel hiredAnthony Mackie, while the search then began for an unnamed female lead that would eventually be revealed to be Sharon Carter.
While Sharon Carter ultimately doesn’t have a major role inThe Winter Soldier, nor in subsequent MCU movies, the possibility was there for more, and Marvel considered a number of actresses for the part.Emilia Clarke,Alison Brie,Imogen Poots,Teresa Palmer, andJessica Brown Findlayall reportedly testedfor the part, but it eventually went toEmily Van Campwho was hot off the ABC seriesRevenge.
For the part of villain Crossbones, who ended up being slightly more significant than Sharon Carter in the MCU, Marvel consideredJosh Holloway(Lost) andNikolaj Coster-Waldaubefore settling onFrank Grillo.
Samuel L. JacksonandCobie Smuldersreprised their roles as S.H.I.E.L.D. agents in a major way, but a huge casting surprise was saved for just before filming began, when it was announced thatRobert Redfordhad joined the ensemble. Of course, in hindsight we learned that Redford was playing the surprise Big Bad, but at the time it was curious to see an actor of his caliber added to the mix as a high-level S.H.I.E.L.D. agent. This would not be the last time an extremely famous, award-winning actor joined the MCU.
Filming onCaptain America: The Winter Soldierbegan on June 28, 2025 and set up shop in Cleveland, Ohio, which also served as a major filming location forMarvel’s The Avengersthanks to a generous tax break. And in contrast to the production ofThor: The Dark World, the entire process onThe Winter Soldierran incredibly smoothly. Which explains why Marvel kept rehiring the Russo Brothers again and again (and also why this installment ofHow the MCU Was Madeis, frankly, a little boring).
But before they could get to another sequel, Marvel embarked on its biggest gamble since perhaps the firstIron Man. A space-set movie in which two of the main characters are a sentient tree and a talking raccoon.
If you missed my previous How the MCU Was Made articles, click the links below:
Editor’s note: This feature was originally published on July 22, 2025.
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