6 - The Captain

April 18, 2008 Thomas Ranch, Upstate New York 8:17 PM

"- Happy birthday dear Nate, happy birthday to you." The song ended with his family and Gwen letting loose three cheers as he blew out the candles with a grin. Life for Sentinel had been relatively quiet in the weeks since the defeat of Graviton. His heroics had consisted mostly of helping old ladies cross the street and rescuing cats from trees along with assisting with the seemingly ever-present burning buildings. Whilst the lull in criminal activity had been rather dull, he was currently taking advantage to spend time with the people he loved. After all, as his mother had said, it wasn't every day you turned ten.

Didi Thomas had insisted on pulling out all the stops for her son's big day. She'd opened a new bank account, which both she and Steven would deposit funds into until Nate's twenty-first birthday. In addition she'd acquired several rare first edition chemistry and astronomy texts. Steve had given his stepson a new mountain bike and gift card to use at the cinemas. Alexis had gifted her older brother with thirty dollars to buy whatever he wanted for himself. The most surprising and amusing gift had come from Gwen.

His friend handed him a card and gift bag, grinning cheekily as she did so. He opened the card first, reading the message and pocketing the five dollars that fell out onto the table. Peeking into the bag itself, he spotted a thin black material. Reaching in, he grabbed it, removing the contents. It was a neatly folded black sports shirt. He unfolded the shirt, and smirked at Gwen when he spotted the branding. Emblazoned proudly on the centre of the chest was a red and Silver sentinel crest. The silver S stood out well against the black of the shirt and red of the diamond. He chuckled softly and shook his head.

His parents glanced at the shirt. Steven whistled softly at the sight.

"Must have cost a fortune to get that at such short notice Gwen". He stated. She shook her head.

"I actually got it at the markets, Mr Abrahams". He nodded, lifting the shirt off the table and looking it over. Didi frowned slightly as she turned to her oldest.

"I didn't realise you liked Sentinel". Nate shrugged slightly.

"I'm not the biggest fan, but i figure if he were a bad guy he wouldn't have bought those people to the hospital." His mother nodded thoughtfully.

"You're right, of course. I just never pegged you for someone who'd bother with that sort of thing. You've always been more of a thinker then a doer in my experience. You're like me that way." Nate, despite himself, beamed. His mother had always been his hero, ever since she had adopted him and his sister. He never tired of hearing her compare them. She smiled back, and ruffled his hair. He ducked as best he could and she laughed before hitting him softly on the hand and kissing his forehead.

"Well, your father and I have both got early morning shifts, so I'm headed for bed. Don't stay up too late you two," she instructed seriously, pointing at both Nate and Gwen. They nodded earnestly, making their way into the living room. The two friends dropped down onto the floor, each sat on their already unrolled sleeping bags.

"What movie do you want, birthday boy?" Gwen turned to him as she walked over to the cabinet on her knees. Nate grinned at her as he pretended to think.

"Star wars Marathon?" She grinned back.

"Originals or prequels first?"

"A new hope first" Gwen nodded, inserting the disc into the player and tossing him the remote. Since they had first become friends, alternating movie marathons each fortnight had become their ritual. He would select Star Wars, and she would pick Lord of the Rings, both without fail. Luke, Han, Chewie and Obi-Wan had just arrived on the Death Star when VIOLET contacted him through their mental bond. Nate sighed softly, causing Gwen to glance at him out of the corner of her eye and pause the movie.

'What is it, Vi?' he enquired mentally.

'My scans have indicated a large structure partially submerged in Antarctic ice sheets with similar energy signatures to the ship that crash landed here last year. I have detected several life forms in its vicinity.'

'Human?'

'No'

"What's going on?" His friend asked from behind him. Nate groaned and ran a hand though his hair. He shook his head. The world could afford for Sentinel to take one night off. Human civilization would hardly collapse if he was off his game just once.

"It doesn't matter" he told her, "just some sort of Alien artefact in Antarctica". Gwen nodded, standing up and pulling him to his feet.

"Well you better get going then." She told him. He shook his head emphatically.

"The world will be fine for one night. I want to spend some time with my best friend." Gwen smiled sweetly at his words, rubbing his hand with her thumb.

"I want that too, but for you it's never over. The job, the responsibility. It's always there. We can't just sit and watch a movie, and eat birthday cake when there's some alien threat out there." He sighed and glanced out the window. Deep down, as annoying as it was, he knew she had a point.

"Alright. I'll be back as soon as I can." His best friend nodded as he walked towards the front door, opening and closing it as quietly as he could.

–AoS–

Less than a second later, Sentinel was floating over the frozen wasteland of Antarctica. The icy desert stretched out beneath him, all but empty. He descended slowly towards the earth,touching down on the frozen ground. If not for his powers, he would be feeling the cold gnawing into his very bones. He enhanced his senses, turning in the direction VIOLET had given for the alien structure.

Several massive metal pillars were jutting out of the earth. Looking through the metal and ice recalled a massive structure, which, if he were pressed, he would guess was a ship of some sort. Several smaller alien crafts were parked near the massive structure and there were almost a dozen alien figures moving about the site. He approached cautiously, moving as silently as he could. If these figures were as strong as he was, fighting twelve of them at once would doubtlessly prove to be beyond his abilities.

The aliens were blue skinned, and most of them were taller than the average human. Each wore armour and were heavily armed with what looked like guns of some kind. He watched as the mysterious creatures worked at the doors, trying to force them open. A soldier strode past the snow bank he was hiding behind, stopping a few feet beyond. Nate stood carefully, and floated silently behind his target. He wrapped an arm around the alien's neck, dragging the creature behind the snow bluff and forcing it to the ground, hand clamped over its mouth. The Alien snarled at him.

It's eyes fell on his chest, expression morphing into a combination of rage and stunned horror. the creature shoved him, gripping his hand in an effort to force it off its mouth. Nate's glare hardened as he struck the creature across the head, knocking it out instantly. He smirked; these creatures could do nothing to harm him. Any prior need for discretion abandoned, he soared into the air, shouting at the remaining aliens on the ground below.

"You ruined an almost perfect evening. You're going to live to regret it." They stared up in wonder, some pointing in his direction and whispering, others gesturing between him and the half buried ship. Several of them stepped back, pointing the barrels of their weapons in his direction. He narrowed his eyes. Hastily, they parted, as laughter met his ears. Gazing up at him was an ornately dressed man with brown hair and keen blue eyes. The man watched him carefully. Finally, he spoke.

"I was unaware there were any of your kind left. I certainly never anticipated finding one on this backwater world." He stated. Nate raised an eyebrow.

"How are you speaking English?"

"English?"

"The language you're speaking now." The creature nodded, still watching him curiously. It reached up, touching its neck.

"I have a universal translator which allows me to understand what you are saying, as well as translate spoken Kree into a language you can understand. So you speak a Terran language?" Nate nodded.

"That's not really that surprising, seeing as I'm human," he replied. The aliens looked at one another, muttering softly at this revelation. The leader, if he were also surprised, did not show it. He nodded thoughtfully. Turning back to the ship, he clicked his fingers. The soldiers parted, and Nate cautiously floated down to the ground, walking up to stand next to the alien.

"My name is Yon-Rogg, Terran. I am commander of these forces, charged with the recovery of this vessel and its technology for the Kree empire. I suspect you can help us unlock and engage with it." Nate stared up at the metal spires, splitting the sky. The dark silver, standing in stark contrast against the dark blue and shining white of the starry sky and white ice, was oddly beautiful. He turned to Yon-Rogg, still wary.

"And why should I be able to help?" Yon-Rogg snorted. He gestured towards the front of the ship. Nate frowned slightly. He glanced at the ship, narrowing his eyes as he gazed at the metal intensely. He did a double take when he spotted what the officer was waiting for him to spot. The silver metal was covered in various faint gold or bronze symbols, like ancient cuneiform. Thin round golden bands, rectangular bars of various widths, countless abstract images, and above them all a golden diamond-shaped crest with a flowing S. Nate glanced down at his chest instinctively, and felt a faint weight bearing down on him for a brief moment.

Yon-Rogg watched him carefully, nodding. "This is a Harridanite ship. You wear one of their chief symbols. I suspect the security systems for this vessel will recognise you and allow you entry." Nate tilted his head in the self-professed 'Kree' soldier's direction, watching him silently.

"Harridanite?" He asked, tilting his head slightly as he blinked before glancing at the still uneasy soldiers out of the corner of his eye. Yon-Rogg nodded. "A race from an unknown galaxy. Cruel and merciless conquerors and marauders. They've no planet of their own, at least none we know of. Instead they roam the universe in massive fleets, directed by the will of one they call the Warmaster. When they attack there is always a single warning, an offer of surrender. If accepted, demands are sent to those on the planet. If refused, the invasion commences. They take away anything they can; food, trade goods. Slaves. Most choose to submit. Some to fight. None succeed."

Nate slowly stepped forward, gazing up at the ship above. "What will you do with it, if I let you in?"

"We merely wish to take samples of Harridanite technology, so we may be able to study it and better defend ourselves should we become targets. Once we have what little we need, the rest is yours. You may do what you will with the ship. Keep it, destroy it. It makes no difference to us. Do we have a deal." The Kree stepped up to stand next to Nate, gazing at him intently. Nate sighed and nodded.

Yon-Rogg's heartbeat had remained steady as he spoke. His features had betrayed nothing. There was no sign of deception in the alien's words. And even if he were being dishonest, Nate could easily deal with the Kree and his men. He reached out a hand towards the metal of the ship, running his fingers down the edge. It shimmered at the touch of his glove, the suit rippling slightly in response to the familiar technology.

The metal shuddered at his touch, a hairline tear splitting it in two. The metal slithered sideways, moving slowly just as the suit had the night he had first found the pod in the yard. Yon-Rogg smirked, patting him on the shoulder. Nate bit his tongue, reminding himself he could deal with them all if necessary. The door hissed as it opened fully. Smoke blew out of the doorway, engulfing them all. They stepped into the hallway, the Kree commander gesturing for his men to ready their weapons. Nate frowned but said nothing.

He raised his hand, and the Kree came to an abrupt halt. They gripped their guns, waiting. Nate stood silently, listening intently as he did so. The sound was a high pitched buzzing, like a thousand angry wasps. It was impossible to pinpoint the location, as though it were coming from everywhere around. With each second it was coming closer. He stepped in front of the aliens, holding himself steady. Regardless of his concerns over their motives, and of his own fears, he would not allow them to come to harm. His mother would never accept abandoning anyone in need, and he was hardly going to if he could avoid it.

The door at the end of the hall opened with a hiss. Floating along the hallway towards them was a grey and blue robot. Three foot tall and shaped like an upside down comet, it floated to within a few feet of them. A small slit slid open near the top. A crimson light scanned the group, a thin laser in the shape of a cone. It let loose several high pitched whirring and beeping sounds before speaking in a language he did not recognise.

After several long moments of indecipherable speech, the lights on the chassis blinked repeatedly. The machine spoke once more, this time in crisp tones. "Inner sanctum has been breached. Primitive life forms detected. Withdraw or face the consequences." Yon-Rogg stepped forward slowly, gun raised. Nate frowned, reaching out a hand to stop him. The other soldiers raised their weapons.

"Withdraw or face the consequences. Withdraw or face the consequences." Nate reflexively stepped in front of the Kree warriors. The drone hovered closer, scanning them once again. The flashing light stung his eyes. Alarms blared throughout the ship, the high pitched sound like daggers in his ears. He dropped onto his hands and knees. He grit his teeth to keep from screaming. Yon-Rogg placed a hand on his shoulder. The drone was practically screaming now.

"Abomination detected. Initiate defence sequence. Abomination detected!"

A barrage of fire slammed into the drone, sending it careening into the wall, littered with holes. The sirens increased in volume and urgency. The superstructure of the ship shook violently. Nate felt his legs buckle under him and fell flat against the metal floor beneath. The blaring alarms and screams of the Kree soldiers were the last thing he knew as he drifted off into blissful unawareness, all sound floating away.

–AoS–

She stood next to Talos and Soren, watching over the fledgling settlement below. Skrulls, walking unmolested under the sun in their true skin, scurried about hurriedly assembling shops, homes, and other infrastructure. The husband and wife clasped one another's hand tightly as they watched their once persecuted people raising the first city on the surface of their new home world. If Carol had anything to say about it, she swore to herself, it would be the first of many. The rugged and untamed landscape of their new planet, which the Skrulls had christened Skrullos in honour of their ancient homeworld, would shield her adopted people from any Kree orbital scanners. Initial studies indicated it was teeming with resources. Yes, she thought happily as she watched Marrin, Talos and Soren's Daughter playing with the other children on the outskirts of the sinkhole city below; life was good.

Dozens of high calibre automated guns ringed the lips of the sinkhole, each ready at a moment's notice. She could not always be on Skrullos to protect it. Her responsibilities as Captain Marvel often took her off world. The skrull understood that. And they were preparing for it. The sky above them groaned and rippled. The ground beneath their feet trembled. Talos gripped his wife's hand tighter. With a colossal explosion, the sky was torn asunder.

–AoS–

Yon-Rogg frowned and let loose a soft groan as he slowly came to. Shaking his head to clear it, he slowly raised his eyes to survey his surroundings. He was sat against a white metallic wall. The walls and doors of the room were all pristine white. Through the window, he could make out more rooms, each with one of his men inside. He stood to his full height, surprised to see he was unrestrained.

He walked over to the window, peering out into the hallway beyond. There was no one guarding the door, although someone had removed his weapons. His eyes narrowed as he glanced at the door. Stepping towards it, he placed a hand out in front of him. His fingers grazed the metal, and a thin layer of blue light enveloped the door,which slid open. He stepped out into the hall, taking a deep breath. Moving quickly, he unlocked the rooms his soldiers were being kept in, and gestured for them to follow him.

They made their way through the ship, following the path of doors opening as they approached. After moving threw the bowels of the vessel for what felt like hours, they found themselves in a massive chamber. Their weapons had been placed together on an otherwise bare bench to the side. The men rushed over, grabbing their gear off the bench. Yon-Rogg gazed around the chamber as they did so. They were In what appeared to be a control room. Stood In front of a massive archway were five figures. In the centre, on his knees was the Harridanite that had claimed to be human. Stood on either side were two silver and black metallic figures. They were facing away from the Kree, watching the archway as though waiting for something. Yon-Rogg's soldiers raised their guns, pointing them at the robots on the dais above. Yon-Rogg raised a hand, gesturing for them to hold their fire.

"I suggest you release him", he shouted at the strange machines. "He is with us." It wasn't actually true, not technically. The Harridanite would be a useful ally for the Kree however. It would not hurt to save its life. A powerful man like him in his debt was valuable. The two holding the Harridanite dropped him to the floor, and all four turned to face him. He smirked. As one, the four robots stepped forwards.

"This course of action was anticipated. You will not save the abomination. You will be removed." The four spoke as one, each stood menacingly on the edge of the dais. He flicked a finger lazilly in their direction. The men opened fire, the heat from their blasters warming his face. Energy blasts struck the four automatons, though none were even grazed. They leaped forward, almost without warning. Yon-Rogg leaped back, stood in the midst of his sqaud.

The first man was seized by the face, and tossed into the air. He slammed head first into the ground, skull shattering on impact. Two more were eviscerated before his eyes. A fourth was melted by a blast of white energy from the hand of one of the machines. The rest shot their hands into the air, surrendering abruptly. Yon-Rogg raised his own hands more slowly. He glanced around at his five remaining men, and took a deep breath as he closed his eyes. If this was to be the end, he would not let these soulless husks see his fear.

The entire ship shook violently, and he felt his stomach lurch as he was thrown off his feet. He flew through the air, and braced for impact. None came. He felt himself come to a gentle stop, followed by someone placing him down and heard the snap and hiss of a door sealing shut.

–AoS– He had come too with two machines holding him in front of a massive archway. He could feel a thin trickle of blood running from each ear, and he was still disorientated, but he felt fine otherwise. He did his best to remain limp and silent. His best hope was for them to assume he was still unconscious. He had no idea what had become of the Kree. Most likely, they were dead. That, or they had turned tail and fled. A shout from behind put paid to his doubts.

His captors wasted no time in turning on the Kree. Behind, he could hear the sounds of the massacre. Without a second's hesitation, he dragged himself to the nearby button on the side of the metal archway, and slammed his fist into it. Suddenly, all hell broke loose. The ship shook, throwing everyone else through the air. Nate slowly staggered to his feet, stepping away from the archway as a massive burst of grey light filled it up, like a pool of jelly. He spun around, flying around the room and shoving the surviving Kree warriors into pods, Yon-Rogg last of all. Before he could take the final pod for himself, the entire room was engulfed in a wave of grey energy, and he felt his stomach lurch as his vision was engulfed in a bright light.

–AoS–

She wrapped her arms around Soren, protecting the other woman's head as she stood next to Talos, watching the tear in reality in a mixture of fascination and sheer terror. Half a dozen black pods dropped out of the sky, followed by a humanoid figure wearing a black bodysuit and red cape. Talos swore as the pods fell through the air and struck the ground. The

mysterious black clad figure landed further away, over the horizon. She unwound her arms from around Soren, and the other woman stood.

"This is bad" Soren whispered. Talos shook his head bitterly.

"This isn't bad. It's a catastrophe. " He glanced at Carol over Soren's shoulder. "Harridanites". Carol stared at him in horror. She'd never met any, but she'd heard tell of the harridanites on her travels throughout the stars. They were said to be as strong as Her, if not stronger. A race of extragalactic marauders more advanced and far more cruel than the Kree. Everywhere they went, survivors spoke in hushed tones of the Warmaster.

She floated up into the sky, prepared to defend her friends and their home. Talos called her name. She turned in mid air, floating above the Skrull leaders. "You have to be careful. If they beat you, if you can't stop them, we have nothing else that will even land a scratch. We'll have to evacuate, lost in a sea of stars all over again. Homeless." He glanced at his wife and kissed her hand as he finished. She smiled reassuringly.

"Don't worry, that's not going to happen." She turned around, soaring off in the direction of the closest pod. When she entered the clearing it had crashed in, she was shocked by the lack of damage to the nearby vegetation. Landing slowly, she cautiously made her way towards it. The pod hissed as it opened, and she came to an abrupt halt. Stepping cautiously out of the pod was a blue-skinned alien in familiar armour. She blanched and took a step back. Impossible, she told herself, horrified. What are they doing here?!

The Kree had not yet noticed her. Shaking his head and letting out a groan, he leaned back into the pod, retrieving a rifle from inside. Strajghing back up once more, he turned in her direction after surveying the rest of their surroundings. Upon seeing her, he let out a yelp.

Carol snorted and waved. "Hi there" she stated, happily. The Kree screamed even as he raised his rifle and fired at her. The energy blasts glanced off, doing her no harm. With a bored sigh, she launched a photon blast, sending him careening into a nearby tree. The rifle fell uselessly to the ground. She strode over, knelt and picked the weapon up, scrunching it up into a ball. She tossed the gun aside, and made her way over to the injured warrior.

He was whimpering, moaning about his back. Carol rolled her eyes as she came to a halt and stood over him. She glanced down at him as he stared up in horror. "You'll live," she told him bluntly. His injuries were hardly serious. He glared and spat up at her. She placed a booted foot on his knee, and he whimpered once more, desperately trying to remove her foot.

"Like I said, you'll live. Now tell me why your here, and in a Harridanite pod, and you might also get to walk again. Otherwise…" she let the threat hang loose, and smiled down at him. He growled, but sighed once he realised she was serious. His head slumped back against the tree and he met her gaze.

"We never meant to be here. We were on Terra. We were attacked. The Harridanite saved us. Then you showed up. That's all I know."

"We?" He nodded.

"My squad and I."

"Why were you on Earth?" He frowned at her. She sighed.

"Terra. Why were you on Terra?"

"There was a Harridanite ship near it's south pole. Ronin sent us to investigate. He wanted its technology to be studied. In case the Warmaster attacks Hala." Carol nodded. That made sense. The Kree were always on the hunt for whatever advantages they could get.

"Thank you" she grabbed him by the arms and hoisted him into the air. As she cocked her fist back, ready to finish him off, he let out a scream, and the trees around them shook violently in response. She hesitated, staring at the Screaming Kree in shock. The cool breeze was now a gale force wind. There was no way her quarry could have caused that. Was there? She swore as her entire body was struck by a soaring projectile, and her entire body felt as though she had been slammed through concrete. Her grip on the Kree slackened and released as she soared through the air towards a nearby cliff face.

She collided with the rock and soil, which crumbled and fell on top of her. She coughed , blasting the rubble off with a photon blast and flew a few feet forward, shaking the dirt out of her hair as she went. Her eyes narrowed as she stared at her assailant. Floating above her a hundred feet across the field was the black suit wearing stranger she had seen falling earlier. Somehow, he was still alive. She flew up to meet him.

"I assume you're the Harridanite then". He snorted and rolled his eyes.

"Why does everyone keep asking me that today?" The stranger muttered under his breath. Carol glared at him.

"You're working with the Kree. Why? You have no reason to. They're murderers." He raised an eyebrow, cape billowing in the wind behind him. With his arms crossed, she had to admit, it was an imposing sight.

"From where I was standing, you were the one about to beat someone to death, not the other way around." He stated. Carol snarled. Clearly there was no reasoning with this man. She would have to set him straight. She threw a left hook, catching him on the jaw. He shot backwards, like a shot from a cannonball. She soared after him, throwing another punch. He deftly dodged her strike, and delivered a sharp kick to her back. She flew towards the ground, arresting her fall just before she struck the ground. She launched a photon blast up at her opponent, which struck him on the chest without effect. He soared down to meet her, fist cocked back.

They met in the middle, an explosion of air blowing around them. Her strike found its mark, hitting him in the chest. His own struck her in the eye. She let loose a hiss as her eye watered and they were pushed apart by the force of their meeting. Without warning, her for

was on top of her once again, delivering a series of shots to her ribs. He raised his fists above his head, axe handling her into the ground below.

Carol slowly dragged herself out of the crater she had made on impact, shaking herself off like a dog. Cold dread gripped her heart. For the first time since she had been granted her powers, here was someone just as strong as she was. Yet she would not give up. She would never give up. Kicking off the ground, she soared towards her opponent, firing photon blasts in rapid succession as she went. He dodged them all, watching in bemusement as she shot upwards at him. She swung wildly as she reached him, each shot dodged. Finally, a blow landed on his jaw. Another on his neck. A kick to the stomach. She swept his legs, and wound a hand around his throat.

Diving sharply, Carol bought them careening into the ground. Her opponent coughed as she stood over him. She knelt, delivering punch after punch to his face. One. Two. Three. One. Two. Three. One. Two. Three. One. Two. He caught her fist, slinging her into a nearby boulder. Pulling himself to his feet, the Harridanite ran at her. His knee careened into her chest, driving her further into the boulder.

"Had enough?" He snarled at her, fist cocked back. Carol delivered a sharp kick to his chin, sending him flying backwards and slamming into the ground. She glared. A photon blast slammed into his back. She placed a boot against his back, and grabbed his cape, contorting him like a yoga instructor she had once seen back on earth.

"I never give up. Ever." She stated, as she kicked him in the back and wound the cape around his throat, pushing her foot further into his back as she pulled on the cape. He coughed and sputtered beneath her as he struggled to push her off. Carol smiled grimly. No one would ever harm Skrullos whilst she drew breath.

"Just relax" she spoke calmly, almost soothingly as the air left his lungs. He coughed once more, and seemed to say something, although she couldn't make out what. The Harridanite shoved his fists into the ground, pushing down with all his might. The sudden shock had her falling backwards, catching herself as her enemy shot once more upwards into the air.

He turned to look down on her, enraged. Holding the harridanite's tattered cape in her right hand, for the first time in her life, as the eyes staring at her blazed crimson, Carol Danvers understood fear.

–AoS–

Stood beside her parents in the centre of their sheltered city Marrin watched in abject horror as the two titans outside clashed. Even from here, they felt the tremors and heard the thunder cracks each time aunt Carol and the Harridanite collided with one another. At first the pair had seemed evenly matched. Until the moment Carol had subdued the attacker and proceeded to slowly kill her assailant. Now, things had changed. Something seemed to have snapped inside the alien. Where before aunt Carol had battled evenly with him, now there was no contest. She had yet to land a single blow for the last several moments. Her enemy had dodged every single attack and then proceeded to toss her around like a toy. Punches,

kicks, chokeholds. He had repeatedly thrown Marrin's father's best friend against the ground and back into the air.

Mother turned to the others in the courtyard.

"Prepare for planetary evacuation. inform the entire city. Every settler is to get to the ships." The soldiers nearest the small family nodded, rushing off to do as instructed. Father nodded at mother as he hurried towards a nearby transport.

"I'll go and find the stragglers out near the mines." Mother nodded, and turned to her.

"Go with your father Mar," she instructed, kneeling to kiss her forehead. Marrin nodded, turning to follow her father. "Don't leave your father's side little one! I don't want you out of his sight!" Her mother called over her shoulder. Marrin turned back and grinned at her mother, nodding as she did so.

–AoS–

His head was throbbing, a sharp burning pain in both ears. His throat was burning, and there was a sharp pain radiating from the small of his back. The blonde woman was standing on the ground below him, his cape in her hand. He stared down at her, eyes blazing. White hot rage bubbled up in his stomach, fists clenched as he watched her standing there, like a deer in headlights. The burning anger was a new sensation, something he'd never felt before. Not like this.

He burst down towards her, and before she could move, slammed a fist into the top of her head. She collapsed into the ground. Nate wrapped an arm around her throat, lifting her off the ground. She struggled and kicked, even as he struck her on the chest. The woman was sent flying by the force of the impact. Before she had stopped moving, he was on her again. A punch to the jaw sent her flying into the sky. He shot after her, punching her higher and higher as they went. They broke through the cloud cover, and he seized her by the feet.

Nate spun in a circle, moving faster and faster as he went. Releasing the woman, he watched as she flew towards the ground, and heard the thud as she collided with the planet below. He dropped out of the sky, speed increasing as he went. He collided with the dazed woman, shoulder barging her in the stomach. He stood over her, lifting her by the feet and slamming her into the ground head first. He tossed her into the air, before leaping off the ground and flying after her. He slammed her with an armbar, sending her flying back towards the surface of the planet like a baseball.

Nate's eyes darkened as he stared at his prone enemy. For a brief moment, his mother's words vibrated through his mind,imploring him to show mercy. He shook his head violently to clear it. She'll understand, he told himself, glaring down at the woman struggling to sit up. I don't want her dead, I just want her to suffer. I won't kill this woman he promised himself. The woman gazed up at him, raising her hand weakly. She fired another blast of energy at him. He casually flicked out a hand, absorbing the blast. The woman let her hand drop once more.

Nate soared higher into the air, before dropping into a dive. He slammed into the woman feet first, driving his full weight into her skull. He shot once more into the air, dive bombing her stomach. Again. Again. Again. Again. Again. Again. The crater deepened with each blow. She lay unmoving and bloodied on the bottom of a massive sinkhole. Nate slammed into the ground next to her, and watched her silently for several moments. Still she lay silent and unmoving.

"Do you surrender?" He snarled.

–AoS–

Talos climbed out of the transport, Marrin stepping up next to him. He took his daughter's hand, and gazed at the mine ahead of them. Smoke billowed through the cave entrance, and he could make out a tear in the roof. Skrull bodies lay on the ground between the cave and their transport. He reached back into the small ship, grabbing a pistol which he kept tight hold of as the pair cautiously made their way forwards.

They stepped into the mine, the air close and hot around them. Mixed with the scent of dust and dirt was the distinctive aroma of blood. He sighed and closed his eyes. The Skrull were all but gone from the universe already. Every loss was a heavy one. The people who had done this would suffer grievously. They trudged carefully along the dirt floor. Talos gently pushed Marrin behind him, raising his gun in front of them. There were more corpses ahead. He knelt and placed a hand gently on both their heads, closing the eyes of his brethren. Talos felt tears sting his eyes as he whispered a prayer for the fallen.

"Dad?" Marrin whispered softly, tugging his hand.

"Hello, terrorist". Talos's gaze snapped up. He recognised that voice. Standing in the mouth of a darkened tunnel, covered in the blood of innocent Skrulls and wielding a blaster and power tool was Yon-Rogg. The former commander of Starforce sneered cruelly at him. Talos leaped to his feet in front of his child, gun leveled at the Kree. The soldier laughed maniacally. He lowered his own gun, and whistled.

"Don't even bother, old friend." The Kree commander sneered, as three more Kree soldiers stepped out of the darkness, guns raised. Talos sighed and lowered his weapon. Yon-Rogg nodded, almost appreciatively. The Kree looked as though they were old friends discussing the weather. The commander gestured one of his men forward, who rushed over to retrieve Talos's gun and restrain both him and Marrin. Talos squeezed his daughter's hand, warning the younger Skrull not to struggle.

He glared at Yon-Rogg. "Why are you here?"

"By accident, if you can believe that."

He snorted. "You won't get away with this, whatever it is. Carol will stop you, just like she did before." Yon-Rogg chuckled, and gestured to the sky above them.

"Does that sound to you like she's winning out there?" Talos glared at the Kree. He would not voice his concerns, not in front of Marrin.

"She's won every other time? What should make this any different?"

Yon-Rogg stalked forwards, striking him the stomach and shooting him through the palm. Talos dropped to his knees and screamed.

"The opponent. That's what".

–AoS–

Carol lay on her back, staring up at the sky above. Her opponent stood off to the side, awaiting her response. She couldn't surrender. She knew that. If she did, then all the Skrulls would be wiped out. She had sworn to defend them. More importantly, Talos was her friend. She could not let him down.

Talos had warned her that Harridanites were as strong as she was. She hadn't listened at the time. In truth, she had assumed the Skrull leader was wrong. It couldn't be possible for someone else to have this power. Now she knew the truth. They had both been wrong. The Harridanite wasn't as strong as her. He was stronger. She closed her eyes and grit her teeth. Her fist slammed against the ground. No, she thought grimly, he's only stronger than me like this.

She had vowed never to use it again. After the last time, she had promised herself never to give in to that power. It was a destructive force, if uncontrolled it could destroy Skrullos. The toll it took on her body was exhausting. She had no idea how she could sustain it. Yet despite her misgivings, she fundamentally understood it was the only way. She could not afford to fail. If she did, the Skrulls would be carried off into slavery, or even worse. And the only way to defeat him, Carol knew now, was to use binary. She clenched her fists, her thoughts dominated by Talos, Soren, Marrin and all her friends and loved ones. Determination to protect them overwhelmed her, and despite her fears, Carol Danvers surrendered.

Her eyes opened.

–AoS–

The entire planet convulsed violently. A burst of golden energy blanketed the clear blue sky. Yon-Rogg glanced up and snarled.

"Not this again" the Kree commander snarled. Talos, despite his fears, laughed and smirked at his captor.

"Looks like Carol's getting serious, doesn't it?"

–AoS–

Nate waited for the woman, taking the time to catch his breath. She did not respond, instead staring up at the sky. He turned to leave the Crater, understanding she was beaten. The planet shook, rocks rising slowly into the air. Wind whistled around them, trees uprooted by the force of the air cutting around them. Nate stopped on the lip of the crater, hesitating. A burst of golden light illuminated the sky, forcing him to close his eyes.

"VIOLET?"

"Scans indicate a massive influx in energy output. Higher than anything I have ever measured". Nate turned around once more. The blonde, previously beaten down, was now standing. Her hair burned gold and blue. Her entire body was cocooned in a veil of gold and blue glowing energy. Her formerly blue eyes were now a blazing white. He leaped towards her, fist pulled back. She tilted her head, and raised her own fist. A burst of white energy erupted from her fist, too much to absorb. Instinctively he leaped to one side, only to still be struck. The force of the blast sent him flying backwards, slamming into a tree which shattered instantly on impact.

The woman came striding out of the crater, walking calmly in his direction. Nate grit his teeth and ran towards her, fist cocked. She struck him on the jaw, and he felt the bone crack as he was once more thrown backwards. He reached up, straightening the bone back into place. He staggered to his feet. "It appears that this new form has enhanced our foe's strength". VIOLET mused.

"So it would seem". He deadpanned. The AI was right. This new form was stronger, much stronger. She was even as strong as he was now. Still, he thought, he had already done more damage than she had. If he could land enough good hits, he could beat her.

He leaped into the air, with the woman following closely behind. He slung a punch, which she blocked. He kicked out, his foot caught by her hand. Each time he attacked, his enemy blocked the blow. He frowned. Before, he had been able to rely on his strength. Even against Graviton, he hadn't had to outfight his opponent. Now, however, he could no longer rely on strength alone. He would have to fight.

Fight an opponent who was better than him. She was easily blocking every hit. Her technique was floorless, whereas his was blunt and sluggish. With each hit she landed he felt his resolve slowly slip away. He needed to finish this quickly. And yet he couldn't even hit her. She slung another fist at his chest, and he shot to one side. There, he thought grimmly. She might be as strong as him now somehow. She might be a superior fighter. Yet he was still faster than her.

–AoS–

Carol grinned resolutely. She was better than him; she knew that now. Even in her binary form, he was still at least as strong as her, but he was no fighter. There was no technique, just simple brawling. As things were, she just had to keep defending herself from his attacks and land enough blows of her own. She could outlast him. She delivered punches and kicks all over. He resolutely weathered the barrage of her assault, though she could feel his will to fight draining. Just in time, too, she thought. She could feel the strain of maintaining her

binary form gnawing at the edges of her mind. She shoved the sensation down as best she could. Nothing would stop her. The Skrull would be safe. She swung, only for him to fly out of the way. She frowned, swinging again as he flew once more to one side. Punch, kick, punch, photon blast. Each was dodged, as he zipped around her. She swore.

He flew off, disappearing from sight. She frowned, flying around in a circle, looking for a sign of where he had gone. She floated in place, looking urgently. She could no longer hit him if he were this fast. Carol knew she had to find a way to end their battle before it was too late. Almost without warning, she felt her entire body jolted violently as he delivered a punch to the back of her head. In desperation, she swung her leg as far as it would go, striking him on the side of the head, delivering a kick to his ear. His entire body shuddered. She felt a lurch, and fell towards the planet below. She watched, fascinated, as he fell alongside her. A draw, she thought, stunned as they slammed into the ground side by side.

–AoS–

Nate slowly pushed himself into a sitting position, watching carefully as the woman beside him did the same. She was no longer glowing, and her eyes had returned to their normal blue. She rubbed the back of her head, groaning softly. She turned to peer at him, nursing his own injuries.

" I think you punched the god form out of me."

She stated. Nate laughed, long and loud. Despite herself, the woman smiled slightly. Nate stood, offering her a hand. She stared at it.

"Tie?" He offered. Cautiously she nodded, taking his hand. He stopped abruptly, listening.

"Can you hear that?" She shook her head.

"Someone's screaming for help. Two people. They're asking for someone named Carol". Her eyes widened.

"Talos and Marrin," she whispered. Nate hesitated for a moment.

"Follow me".

–AoS–

They arrived In a clearing on the other side of the planet, floating over a grove in the forest on the edge of the mines. Talos and Marrin were sat below them. The younger Skrull was surrounded by Kree, each pointing their guns at her head. Yon-Rogg himself had Talos on his knees in front of him, gun pressed against the back of his head. Carol glared at her former commander as the two touched down side by side. He smirked at her.

"Looks like someone did a number on you, Veers." She glared at him. He turned his gaze to the Harridanite.

"Looks like you switched sides. Didn't take you long did it?"

"These people aren't the ones threatening to kill children".

"So be it, Harridanite". The Harridanite glared at Yon-Rogg.

"We both know I'm human. Stop calling me that". Yon-Rogg inclined his head as Carol raised an eyebrow. Human? This stranger was like her?

"Then what would you prefer?"

"Sentinel". With that, he lunged at Yon-Rogg, leaving Carol to handle the rest. She made quick work of them, freeing Marrin from her bonds.

She turned to find Talos and sentinel both standing over an unconscious Yon-Rogg. Talos had restrained the Kree warrior with his own bindings. Sentinel nodded to Talos, and shook his hand.

"That's how it's done" he stated, and abruptly passed out. Carol ran forwards, even as Talos hurried to try and catch the falling human. She stopped next to her friend. They both stared in shock. Where Sentinel had been moments before lay a young blonde human.

"You're just a kid?" Carol asked, as the boy slowly opened his eyes.

"Ugh, hi" he replied, rubbing the back of his neck as she helped him to his feet.

–AoS–

Nate stood over the workbench, welding the two pieces of scrap metal from the archway from the Harridanite ship together. Carol sat beside him on the bench, watching him work. The twenty-seven year old was now wearing a black shirt and jeans with a brown mid-length leather jacket. Her shoulder length blonde hair was now hanging over one shoulder in a braid. In the short time they'd had since their fight, he'd found her to be fun, for an adult. She didn't talk down to him, instead treating him like an adult. It reminded him of Mr McArthur or his mother. It was a nice change of pace.

"So," the other blonde was saying as she chewed on a strange looking piece of Skrull fruit, "you're from earth, you're ten years old, and you got your powers from a suit you found in a crashed Harridanite pod. And now you're going to use this thing you're making to teleport yourself back home, so your family and Gwen don't worry about you. That all of it? Oh and you fought a few giant monkeys" Nate laughed and nodded.

"Gorillas. But yes, that's about the long and short of it". He stopped, removing the welder's mask. He cautiously reached out, tapping a button on the makeshift device. A shimmering silver portal opened in front of them. Nate nodded, handing the device to carol. The older blonde offered him a high five.

"Don't be a stranger" she ordered, hugging him. Nate nodded.

"If you're ever back on earth, look me up. I'll give you a rematch." Carol laughed.

"You sure? I'd hate to beat you up in front of your fans". Nate snorted.

"As if, I had you dead to rights".

"OKAY, BB."

"BB?"

She smirked. "Baby Brother." Nate chuckled, waving as he stepped through the portal. He staggered out, once more stood in his living room. Gwen was lying in her sleeping bag, sound asleep. He smiled, switching off the television as he crawled into his own bag. They would have a lot to talk about in the morning.

A/N: Sorry this took so long. Figured I better give you a longer chapter to make up for it. For anyone reading this and enjoying, please vote on the poll on my profile. For context, in this universe, Age of Ultron will take place in 2013, just after The Dark World. I will be introducing the Maximoffs then.

Hope you enjoyed.

Carol Danvers / Captain Marvel - Blake Lively

Yon-Rogg - Jude Law

Talos - Ben Mendelsohn

Soren - Sharon Blynn

Marrin - Auden L. Ophuls