Debris floats above the ground after a wreck.
"What happened?" Steve asked.
"You'll see." Was all Carol said.
Carol opens her eyes, she's lying on the ground and her nose is bleeding. She sits up and looks at her hand which is also bleeding.
"You bleed blue? I thought you were human." Bruce said.
"I'd really rather not talk about it." Carol answered.
Mar-vell looks back at her. Carol notices a man walking toward her with a weapon before she wakes up.
"So it was a dream then?" Wanda asked.
"Yeah, not exactly." Carol said, still refusing to give any information beyond what they were seeing.
"I know how that is." Bucky muttered.
Carol sits up in bed, a device in her neck glows softly, her hands glow slightly.
"What?" Tony asked.
"My powers." Carol answered.
"What's that thing in your neck doing?" Sam asked.
"An inhibitor." Carol said, the tone of her voice unclear.
Carol looks out the window at the city. 'Hala: Capitol of Kree civilization' appears on the screen.
"You're Kree?" Valkyrie asked.
"Where have I heard that before?" Ned asked.
"Ronan was Kree." Quill said.
"Okay we know that but like... who are they?" Peter asked.
"The Kree are one of the most technologically advanced races in the universe and they're also very militaristic." Valkyrie said.
"Not to mention that they're complete assholes." Carol added.
Carol knocks on Yon-Rogg's door. He asks if she knows what time it is.
Carol says she can't sleep.
"Been there." Tony muttered.
Yon-Rogg says there are tabs for that.
Carol says she'd be sleeping if she took them.
Yon-Rogg realizes it was dreams keeping her up.
Carol asks if he wants to fight.
"Who is this guy?" Happy asked.
"Don't worry about it." Carol answered.
Carol gets knocked to the ground and claims she slipped.
Yon-Rogg says she slipped as a result of him punching her in the face.
"Damn." MJ said.
"I didn't punch him, he fell on my fist." Ned referenced.
Carol gets up and says she was slipping when she punched him and says the two events aren't related.
"Either way, you still fell." Thor said.
Yon-Rogg asks about the dream and they start sparring again. Yon-Rogg dodges her blows She starts kicking and he dodges those as well. He twists her arm behind her back.
"Ouch." Clint said.
Yon-Rogg tells her tp let go of the past.
Carol says she doesn't remember her past.
Bucky glanced behind him at Carol, a look of understanding briefly flashed in his eyes before he turned back around.
Others were wondering what exactly happened to Carol to cause her to forget her past.
Yon-Rogg says it's causing her doubt and doubt will make her vulnerable.
Carol glared at Yon-Rogg.
Yon-Rogg flips her over his shoulder. Carol goes to punch him, her hands glowing. He tells her to control it and she lowers her hand. He says if she loses control again she would have to speak with the supreme intelligence.
"Okay what is the supreme intelligence?" Rhodey asked.
"It's kind of like an artificial intelligence that... governs the planet." Carol answered.
A few people were shocked to hear that they had actually allowed a non-living thing to govern them, but they didn't say anything about it.
Yon-Rogg says there's nothing more dangerous to a warrior than emotion.
"I've heard that before." Natasha muttered.
They laugh and he pushes her and says humor is a distraction.
"Everything is a distraction to these people it seems." Pepper said.
They start sparring again. He twists her arm and says anger only serves the enemy.
"I feel like that isn't always true." Peter said.
Yon-Rogg pushes her down. A burst of energy is emitted from carol's fist and knocks him back.
"Whoa!"
Yon-Rogg looks at her, she looks back with a guilty expression.
"Judging by the look on your face, you defiantly hadn't meant to do that." Strange said.
"Let me guess... you have to talk to the supreme intelligence now." Clint said.
An announcer says it's been 121 days since the last Skrull attack.
Coulson and Fury glanced at each other but didn't say anything.
"Who are the Skrulls?" Peggy asked.
Carol asks if anyone has ever seen what the supreme intelligence actually looks like.
"It appears different for everyone." Carol explained before anyone could ask questions.
Yon-Rogg says no one can look upon the supreme intelligence in its true form.
"That sounds a little suspicious." Bruce said.
Yon-Rogg says their subconscious chooses the way it looks and says it's sacred and personal and no Kree divulges it.
"Interesting." Ned commented.
"Personal... so it takes the form of someone you know?" Shuri asked. After she said this, people in the room started speculating who the supreme intelligence might appear as for them.
Carol asks who he sees the guesses it would be his brother, father or his commander. Yon-Rogg tries to get her to stop by calling her name 'Vers.'
"Vers?" Coulson asked/
"Kree name." Carol said.
Carol then asks if its her that he sees. Yon-Rogg says he sees what she's trying to do.
Carol asks if it's working to which he replies that it is but she won't succeed in trying to change the subject.
Carol asks what the point in giving her powers if they don't want her to use them.
"That's a good question." Bruce said.
Yon-Rogg says he wants her to use them and the supreme intelligence gave him a responsibility of showing her how to use them.
"How can you show someone how to use powers when you yourself don't have those same abilities?" Strange wondered.
Carol says she knows how. Yon- Rogg says if that were true she'd be able to knock him down without them.
Loki rolled his eyes after hearing that. Carol's powers gave her an advantage over Yon-Rogg so why shouldn't she be allowed to use it?
Yon-Rogg tells her to control her impulses and tells her to stop using her heart over her head because he wants her to be the best version of herself.
"Wow, I'm really starting to not like this guy." Clint said.
'Supreme Intelligence: AI leader of Kree civilization' appears on the screen. Carol walks into the buildings, steps on a glowing hexagon and blue tendrils surround her.
"What the hell?" Rhodey said.
Carol appears in a vast grey room, Mar-vell appears in front of her.
"Isn't that the woman you saw in your dream?" Steve asked.
"Her name is Mar-vell." Carol replied.
They greet each other. SI says Carol's commander insists she's sit to serve.
Carol says she is.
SI says she struggles with her emotions and her past which fuels them.
Carol rolled her eyes.
A planet materializes near them. SI says Carol is just one victim of the Skrull expansion that's threatened their civilization for centuries. SI says they're imposters who silently infiltrate and take over planets.
"What exactly are Skrulls?" Sam asked.
"They're shapeshifters and they can assume the identities of anyone they come across." Carol said.
Carol sees the Skrull from her dream. SI says there are horrors she remembers and so many she doesn't.
Carol says her life is all blank and says the SI is supposed to take the form of who she admires most but she doesn't remember who the person is.
Everyone felt a pang of sympathy for Carol. To not remember someone immensely important from your past had to hurt.
SI suggests it's a mercy sparing her from a desperation and freeing her to do what all Kree must.
"Or... trying to keep me as you saw fit." Carol muttered.
SI tells her to put her people's needs before her own. SI tells her that they've given her a great gift which is the chance to fight for the good of all Kree.
Bucky was reminded of something he say was said to him in a previous film.
'Your work has been a gift to mankind. You shaped the century, and I need you to do it one more time.'
"Something doesn't seem right here." Natasha whispered to Clint who nodded in agreement. They were spies, they were trained to notice these types of things. Even the supreme intelligence appearing as someone they admired seemed like a red flag.
The device in Carol's neck glows, as does her fist. She says she wants to serve.
SI tells her to master herself and says what was given can be taken away.
"Wait- can they really do that?" Peter asked.
"This defiantly seems like a control tactic." Peggy said.
Carol lowers her fist and says she won't let SI down.
SI says they'll know soon enough and tells her she has a mission and she should serve well and with honor. Carol opens her eyes and the tendrils retract.
"Wonder how this mission is gonna go." Sam said.
A team of Kree soldiers, including Carol get onto a ship. Korath says it must be another Skrull attack.
"Wait is that Korath, as in the Korath that works for Ronan and tried to steal the orb from me on Morag?" Quill asked.
Minn-Erva asks Korath if a Skrull's ever assumed him.
Korath says one did and it was deeply disturbing.
"I can imagine." Valkyrie said.
Carol asks why.
Korath says he stared into the face of his mortal enemy and the face staring back was his own.
"Yeah, I can defiantly see how that would be weird." Rhodey said.
"Sounds like something straight out of a B horror movie." Tony said.
Carol says it might be less disturbing if he was more attractive.
"Boom, roasted." Ned said.
Korath says Carol thinks she's funny but he isn't laughing.
Att-Lass says he never laughs.
"Like Wong." Strange said.
Korath says he laughs on the inside and he's not doing that now.
"He has a tight lid on his emotions." Clint observed.
Bron-Char says it's funny because objectively speaking Korath is quite handsome. Korath thanks him.
"I mean... Korath is a pretty decent looking dude." Quill agreed.
Yon-Rogg enters and points at Carol and tells her to knock it off.
"Fun killer." Shuri said.
Yon-Rogg shows a hologram and tells the team to prepare for a search and rescue pf their spy soh-Larr and says the Skrulls have invaded a border planet called Torfa. He says Soh-Larr sent a warning but the signal was intercepted and his cover was blown.
"Sucks when that happens." Natasha said.
Yon-Rogg says the Skrull general Talos sent kill units to find him and says the intelligence Soh-larr acquired will be gone if the Skrulls reach him first. He says the accusers will bomb a Skrull stronghold while they slip in find Soh-Larr and leave.
The guardians froze slightly at the name 'Accusers,' Remembering that Ronan was called 'Ronan the Accuser.'
"Seems simple enough but we know from past experience that it never actually is." Steve said.
Yon-Rogg says not to interfere with the Torfan population and nothing compromises the security of the mission and tells them to proceed with caution and follow protocol. He says they must be ready to join the collective if that is their fate.
"Wait what? Is he saying that you should prepare for death?" Sam asked.
They arrive through the jump point. 'Torfa: Kree boarder planet' appears on the screen. The accusers bomb the planet while the other land in the water.
Everyone's eyes widened as the bombs were released. Why were they needed at all if this was a simple search and rescue? Fury tensed, remembering how Earth almost suffered the same fate.
Yon-Rogg tells Carol to track Soh-Larr's beacon and tells At-Lass and Minn-Erva to find elevation.
They set themselves up in various places around some mountains. Minn-Erva spots some locals, and tries to contact the team but it doesn't work.
"This won't end well." Natasha said.
Carol and 3 others stand on the edge of a cliff. She says his beacon is coming from a nearby temple and says they should move.
Yon-Rogg tells her this is a perfect spot for an ambush because there's one way in and one way out.
"He's right, you have the tactical advantage." Steve said.
Bronn-Char says they can get past the locals.
Yon-Rogg says they don't know if they are locals.
"Paranoid much?" Quill asked.
"Well when you're in enemy territory and your enemies happen to be shapeshifters I feel like you can never be too careful." Gamora said.
Carol says they don't have to go with her she can go alone.
Yon-Rogg tells her no.
"No need to be rude about it." MJ said.
Yon-Rogg says they should keep a close radius and return to the Helium if they lose comms. They steadily walk over the bridge.
Minn-Erva spots a group of people following. At-Lass jumps from his spot.
"Uh-Oh."
The team walks toward the beacon, the locals aren't happy to see them. The team point their weapons at them.
"I don't think pointing weapons is going to de-escalate anything." Bruce said.
Yon-Rogg asks Minn-Erva is she has ayes on this. Minn-Erva's comms stop working. Yon-Rogg tells the local that he doesn;t want to hurt him.
"It sure looks that way to them." Fury said, a little sarcastically.
Minn-Erva gets ready to shoot. At-Lass lowers her weapon says they're locals and he found 2 dead with no green and they're just starving.
"I thought he joined everyone else." Tony said.
"He did." Carol said.
Minn-Erva looks through her scope tp see At-Lass arriving to where the rest of the group is. She quickly stands up and shoots the imposter next to her, causing the Skrull to revert to it's original form.
"That was a close one." Sam said.
Carol walks further through the cave, stopping when the signal stopped. She says a verification code and the Kree in the corner responds and reveals himself to be Soh-Larr.
"Now here comes the hard part. Leaving." Clint said.
One of the locals goes to shoot but gets shot instead. Minn-Erva shoots 4 of them, revealing them to be Skrulls.
"So If Skrulls can assume the identity of anyone they come across, can they also speak the language of the species they assume?" Peter asked.
The rest of the Skrulls take their original forms and prepare for battle. The starforce does the same and they start fighting. Yon-Rogg uses his gun to send 4 of them into the wall and calls for Carol.
Upon seeing Yon-Rogg's weapon, Peter was reminded of the weapon the bank robbers used on him one time.
Carol gets the message but Soh-Larr shoots her with his weapon and leaves.
"Wait what? He was a Skrull the whole time?" Ned asked.
"Which means that Soh-Larr is most likely dead." Strange said.
"If Soh-Larr is already dead, and they presumably have whatever information he had, then why lure you guys there?" Rhodey wondered.
"Also how did he know that code?" Hope asked/
The Starforce continue fighting the Skrulls. A Skrull ship enters the atmosphere and starts shooting.
"Oh Shit." Scott said.
Yon-Rogg orders everyone to get to the Helion.
Carol asks the Skrull, revealed to be Talos how he knew the code.
Talos says he'll share his secret when she shares hers. Then shoots her again.
"Well I guess we know why the Skrulls lured them to Torfa then, I guess the only question now is why did they want you?" Rocket asked.
Later, on the ship. Talos says to open her up.
"I hope that doesn't mean what I think it does." Peter said.
Carol, dressed for air-force duty walks up to a plane.
"What the hell!?" Everyone shouted, all confused and having a multitude of questions circling their heads.
"You were in the Air Force?" Rhodey asked.
"You're from Earth?" Ned asked.
"How the hell did you end up with the Kree?" Valkyrie wondered.
Maria walks up to her and asks where her head is at.
Carol smiled slightly at her friend.
"Who's that?" Natasha asked.
"Her name is Maria Rambeau." Carol answered.
Carol says her head is in the clouds and asks where Maria's is.
Maria says hers is on her shoulders about to show those boys how they do it and asks Carol if she's ready. They each get into their planes.
"Is Talos reviewing your memories or something?" Coulson asked.
Talos says to go back further.
Young Carol is racing in a Go-kart at a fair.
"Oh I loved Go-kart racing as a kid." Scott exclaimed.
The Kid next to Carol tells her to slow down a bit because she's going too fast which only makes her want to go faster so she steps on the gas and flips the Go-Kart.
Everyone collectively winced. That definitely had to hurt.
A man walks up to her and asks her what she was doing and says she didn't belong out there. Carol points out that he let the other boy drive.
"Rude." Ned said, referring to what the man said.
"Not to mention sexist." MJ added.
Carol, now in Military training, is climbing a rope. One of the officers tells her she doesn't belong out there.
Another says she isn't strong enough. Carol swings to the next rope but falls to the ground.
"Ouch."
"Don't listen to them, they're just being assholes." Natasha said.
An officer looks down at her and says they'll never let her fly.
"Are you sure about that?" Carol asked.
Talos asks if he's the only one who's confused.
Carol, on Hala, sees the officer standing over her saying she's a decent pilot but too emotional. The scene changes to a bar as he says this.
"Why does everything always come back to her emotions?" Peter wonders.
The officer asks if she knows why they call it a cockpit.
"Okay 1. that's gross and 2. That is defiantly not why it's called that." Rhodey said.
"Why is it called a cockpit?" Sam wondered. He never actually thought about it before.
Carol and Maria play pool in a bar and sing karaoke.
"I love Karaoke." Clint said.
Young Carol is lying on the grass with a boy. He says a huge rumble throughout the cosmos struck the moon and the sun and stars in the sky and so little Alouette flew up throughout the night.
"Who's that?" Steve asked.
"He's my brother." Carol answered.
Later, Monica and Carol look at the stars as a shooting star passes by. Monica says it's Alouette.
Maria tells them to come inside because it's time to eat.
Carol picks up Monica, tells her to prepare for takeoff and calls her lieutenant trouble.
Fury allowed himself to smile slightly at that scene. Carol also smiled fondly at the scene.
Carol sits on the hood of a car, a car walks by her legs.
Fury stared at Goose. Carol looked like she wanted to say something but held off. They would find out about what really happened to his eye soon enough and she felt like that reaction would be better than just saying it.
Mar-vell comments that Goose likes her and doesn't typically take to people.
"The cats name is Goose?" Ned asked.
"That's the woman you see when you visit the supreme intelligence." Natasha remembered.
Carol asks if she got an early start. Mar-vell says it was a late night and she can't sleep when there's work to do.
"Amen to that." Tony said. He was notorious for staying up into the early hours of the morning when he was in the middle of a project.
Mar-vell asks if it sounds familiar.
Carol says flying her planes never feels like work.
"Never does if you're doing something you love." Clint said.
Mar-vell makes a comment on the wonderful view. Carol says she prefers the view from up there.
"Same." Sam said.
Mar-vell says she'll get there soon enough.
Talos recognizes Mar-vell and says to get her back.
"So he wanted you to get to Mar-vell?" Wanda asked. "Why does he want to get to her?"
Mar-vell appears on Carol's other side and repeats her comment about the view. Carol repeats her response.
"This is weird." Happy said.
Talos asks what the patch on Mar-vell's shirt said.
Mar-Vell appears on Carol's other side and repeats her comment about the view. Carol repeats her response. Talos convinces Carol to Look at the patch on Mar-vell's jacket.
"Weirder and weirder." Quill said.
The patch reads 'Dr. Wendy Lawson. Pegasus.'
"Pegasus, what's Pegasus?" Ned asked.
"A Pegasus is a horse with wings." Thor said.
"I don't think that's what he meant." Valkyrie said.
"Pegasus... wasn't that the name of the project that SHIELD was working on with the Tesseract?" Clint asked.
"It was." Fury said, voice tight as he remembered what happened with project Pegasus.
Blue light flashes on the screen, Carol is confused. Talos says to track 'Lawson' until they find the energy signature. Mar-vell and Carol are at the scene of the wreckage. Talos says to go back to before this.
"What is his interest in Mar-vell?" May wondered.
"Well... she was working on Pegasus which was a project with the Tesseract so maybe that has something to do with it." Natasha said.
Carol and Mar-vell are flying in space. Talos convinces Carol to look and the co-ordinates on the screen. The plane starts crashing.
Carol wakes up limbs locked with purple energy around her temples.
"What the actual hell?" Bucky said.
Talos asks if they have any information they can act on.
A Skrull says 'Lawson' was someone on planet c-53.
Talos says to dig deeper because 'Lawson' is their link to the lightspeed engine and everything they're after.
"What is 'Everything your after'?" Bruce wondered. "And why do you need a lightspeed engine?"
Carol uses her powers to melt the devices around her hands. One of the Skrulls taps her forehead, Talos tells him to do it again because it did something. Carol punches the Skrull and breaks free.
"Here we go." Scott said.
Carol starts punching the other Skrulls in the room before going after Talos and asking what he did to her.
Talos says they're just after information.
"And you decided this was the best way to get it?" Clint asked.
Carol asks what they put in her head. Talos says they didn't put anything that wasn't already there.
"Memory loss is a bitch." Bucky said.
Carol denies that those are her memories.
Talos compares it to a bad trip.
"He's not wrong." Carol said. "It was very confusing."
Talos says he's not surprised she can't keep it straight and says the Kree really did a number on her.
Everyone looked at the screen suspiciously, well everyone who wasn't fully aware of the situation. They defiantly didn't trust Talos but they didn't trust the Kree either and they didn't believe that Talos was lying about this, the Kree have shown many red flags already so who's to say they aren't responsible for Carol's memory loss.
Carol wants no more mind games and asks what Talos wants.
Talos says they're looking for the location of 'Dr. Lawson' and her lightspeed engine.
Carol says she doesn't know a 'Dr. Lawson.'
"But you did at one point and that's why they want you." Natasha said.
Talos asks why she's in Carol's head. More Skrulls enter the room, prepared for a fight.
"And here we go... again." Scott said.
Carol throws Talos at some of the Skrulls, punches one and shoves another one before running down the hall. She sees a group of Skrulls and tries to use her powers on them but the devices on her arms block the blast.
"How strong is that metal?" Tony muttered.
Carol runs into a group of Skrulls and knocks one into a wall before getting cornered. She asks if they happen to know how the devices come off.
"I don't think they'll tell you how." Ned said.
She starts punching Skrulls. One of them growls at her so she growls back.
Loki smirked, that reminded him of something Thor would do.
She punches another one while one behind her electrocutes her. She turns around and starts kicking them before tipping one around so he shoots himself with his own weapon.
"Nice." Gamora said.
She runs away from the downed Skrulls and opens a door. A larger Skrull steps out, she hits him put nothing happens. 2 others electrocute her and she falls down, she tries to use her powers but the devices block them before finally working on the 3rd try.
"Ha ha, finally!"
She stands up. The wall behind her starts cracking as the Skrulls back away.
"Oh shit. That's not good." Clint said.
A hole breaks in the ship, Skrulls get sucked into space, Carol activates her helmet and hangs on to the ship and uses her powers to project herself back in. She walks into the control room and grabs her boots. The memory of the 'Cockpit guy' plays again.
Everyone rolled their eyes at that guy.
Carol blasts the screen and leaves. She sees some Skrulls getting into pods and leaving so she gets into one as well. Talos shoots the pod and asks why she's leaving so soon when they were just getting to know each other.
"Not creepy at all." May said, sarcastically.
Carol shoots at him and leaves in the pod. As she enters the atmosphere of a nearby planet the pod burns up and she falls out and falls through a blockbuster video.
"Well, welcome to Earth... again." Tony said.
'Planet C-53: Terran Home world' appears on the screen. She stands up and looks around before shooting a cardboard cutout. She tries to contact the Starforce before leaving the blockbuster and walking up to a cop car.
Everyone leaned forward ready to hear how this conversation would go.
Carol knocks on the window and the cop rolls it down. She asks if this is C-53 and upon not getting an answer she asks if her universal translator is working and if she understands him.
"This poor cop is probably so damn confused." Clint said.
The cop says he understands her.
She asks where she can find communication equipment. The cop points at a radioshack