When Cap was out of action in the '50s due to being trapped in a slab of ice, the United States still needed a protector. William Burnside was an obsessive devotee of the original Cap, and when he disappeared, Burnside devoted his life to studying him. Discovering secret files about the Super-Soldier program, he offered it to the FBI with the stipulation that it be used to transform him into the new Cap. They agreed, but the serum destabilized his mind even further, making him increasingly violent. After Rogers returned, Burnside followed his fascist sympathies into becoming the "Grand Director," a neo-Nazi leader, before once again taking up the mantle of Cap in an effort to unite America's militias against the government.