They say to keep your friends close and your enemies closer.

But inCaptain America: The Winter Soldier, its getting harder for the superhero to tell the difference.

But Cap (alias Steve Rogers) is beginning to question whether he and S.H.I.E.L.D.

Captain America: The Winter Soldier

Credit: Zade Rosenthal/Marvel Studios

If theres an overall theme in the movie, its this: Old friends make the worst enemies.

EW visited the set ofThe Winter Soldierlast July.

Its the day after Comic-Con ended.

CAPTAIN AMERICA: THE WINTER SOLDIER, Chris Evans, 2014. ph: Zade Rosenthal/©Walt Disney Studios Moti

Everett Collection

Instead of passing around high fives, the cast members are punching each other in the face.

Evans is feeling the pain.

To make it look good, you gotta get hurt, he says later.

Captain America: The Winter Soldier | For a scene in the finale of the film, Chris Evans dons Cap’s vintage WWII costume, as he boards a state-of-the-art helicarrier with Falcon (Anthony

Zade Rosenthal

Its gotta look a little messy.

Even though this is his third major stint as Cap, the 32-year-old is sorta sweating his Comic-Con appearance.

I wonder if people think Im too skinny right now?

Captain America: The Winter Soldier | For an early scene in Captain America: The Winter Soldier , Cap takes out two guards on an aircraft carrier, which will be digitally created

Zade Rosenthal

Because literally in the past month, Ive probably lost 15 pounds, he says.

Three months leading in, you get this training regimenyou try and get as big as you possibly can.

Then they save the big action sequences for last.

Captain America: The Winter Soldier | Falcon (Anthony Mackie) in a battle fall.

Zade Rosenthal

Theres another, less visible way hes suffering.

I mean, this thing just stinks, he says with a laugh, tugging on his body armor.

He shakes his head.

Captain America: The Winter Soldier | Falcon (Anthony Mackie) minus his wings, which will be added digitally in post-production.

Zade Rosenthal

They spray it with this stuff.

But I mean, they cant throw it in a washing machine.

Anthony Mackies Falcon: Waiting in the wings!

CAP WINTER SOLDIER

Zade Rosenthal

When you get up close, superhero movies are never quite as cool as they look on screen.

The filmmakers just have a smidgen more resourcesin this case, an estimated $170 million.

Thats almost modest for a tentpole movie these days.

Many of them run into the $250 million-plus range.

Clever filmmaking techniques save money, but they can make for a bizarro on-set experience.

That state-of-the-art helicarrier Cap is battling on?

On the asphalt in front of it are a handful of armored crates and deck cannons.

Hes eager to get in the fight.

Waiting in the wings!

Those are my wings, he says, flashing his eyebrows.

Pretty small, right?

Youd think theyd be a lot bigger.

For him, appearing in a comic book film is a serious point of pop culture pride.

Id been asking Marvel once a month for three years about playing Black Panther, Mackie says.

I just wanted to keep my name in the circle.

While Black Panther hailed from the fictional African nation of Wakanda, Falcon was actually the first African-American superhero.

Its more about his relationship with Cap.

In the 1930s and 1940s, there were no relationships like Cap and the Falcon.

That was just unheard of.

I stopped about three feet from the ground.

It was by far the worst experience of my life, Mackie says.

All the way down, I was screaming, FCCCKKK!

Theyre like, Cut!

Lets do it again!

The solution: What they do is, they scan your face, Mackie says.

So they can put whatever emotion they want on you.

Youre heavier than you look, Falcon says as the duo drop to the asphalt.

I had a big breakfast, Cap deadpans.

Cap is sacked by the Winter Soldier, who darts out from behind a crate to tackle him.

(you might see Stan lurking just behind the fellow pulling the camera man on a wooden wagon.)

Virtually the whole movie is mapped out and cut together in these drawings before filming.

In that way, the Russo brothers are directing a live-action remake of their own animated movie.

Theres an adage that you make a movie three times over.

You write it, you film it, you edit it, says Anthony.

In this case, theyve added a fourth layer.

For Joe, a self-described massive comic book collector, this is the culmination of a life-long dream.

From there, the ended up getting work on television, laying the groundwork for shows such asCommunityandArrested Development.

We didArrested Developmentand won an Emmy, and then we were a comedy brand, says Joe.

We loved what we were doing the whole time and we were very fortunate, Anthony adds.

When are we going to do some action?

And its hard to find that opportunity when things are going so well.

Thats what happened with this.

[Marvel Studios president] Kevin Feige was a big fan ofCommunity.

I think he loved the paintball episodes.

So, the window opened, and we fought hard to win the movie.

It was not easy to win.

Now that theyve done it, the duo seem to have made another breakthrough.

Marvel already wants them back forCap 3, due in 2016.

Again, a squad of digital artists will come to the rescue later.

Its gotten more flexible over time, Stan says, working the enclosed limb back and forth.

Its a lot like breaking in a shoe.

I learned to live with it, but it didnt always start that way.

Sometimes, by the end of the day, I forget I have it on.

Just about everyone has their surreal experiences on set.

Sometimes, for instance, you end up sharing a scene with your creator.

It was a little bit surreal for him I think, Stan says.

I mean, the whole look is just so right off the page.

Some superheroes dont make that transition well.

But Winter Soldier didnt have that problem.

I think he was a little bit shocked.

I felt so bad for him and me!

They hoisted me up on poor Sebastians shoulders and I was holding on with my legs wrapped around.

Or, as Evans calls out after overhearing her answer: Sebastians best day at work!

He was like Ow my hair.

Im whipping around him and choking him out.

Its a pretty great Widow move.

Robert Redford: Even Marvel marvels over this one …

Even with a new villain in their midst, though, the costar everyone talks about is Robert Redford.

So howd they talk the star into it?

The real secret to how we got Robert Redford …?

Anthony Russo says, He hasgrandkids.

Hes scared to act against me, Mackie says with comic bravado.

He said, I cant be on screen against Chocolate Thunder!

Of course he couldnt.

Never make a run at upstage a man in hummingbird wings.

This is the extended version of a feature that ran in the April 11 issue of Entertainment Weekly.