Alpha Flight Space Station, where Carol Danvers a.k.a. Captain Marvel has found herself going head to head with her teammates and new friends – Aurora a.k.a. Jeanne-Marie Beaubier, Sasquatch a.k.a. Dr Walter Langkowski and Puck a.k.a. Eugene Milton Judd. 'You've gone mad with power! Accusing me of sabotage -' Aurora exclaims as she punches Captain Marvel in the face, knocking her backwards into Sasquatch. 'I'm trying to clear you! But you won't give me the chance!' Captain Marvel calls back, firing a blast of energy at Puck, who manages to dodge it. Sasquatch asks Aurora to stand down, and tells Carol that they just want to leave – that no on is out to hurt anybody here. 'That's true. Or I'd blast my way free... instead of doing this!' Carol replies as she smacks the back of her head into Sasquatch's, causing him to let go of her. Carol then fires a blast of energy, knocking Sasquatch back.
'You want to quit? Fine. But we've got a traitor on board this space station... someone who put the lives of all our people at risk... so no one leaves until they've been properly vetted!' Carol tells the Alphans.
'You're the one who needs a psych evaluation. We've been nothing but loyal teammates... friends!' Aurora declares as she slams Carol to the ground. Puck grabs Carol from behind and, calling her “Boss” tells her that he is sorry, but that he is going to knock her out. 'Stop calling her “Boss”!' Aurora exclaims as she readies another punch. 'You idiots. You're going to force me to -' Carol begins, releasing a powerful surge of energy that knocks them all backwards as she escapes their hold. The Alphans drop to the floor, and suddenly look up as a voice calls out 'Aurora. Puck. Sasquatch. You are under arrest. Step away from the Commander'. They see several AFSS guards standing over them, with weapons pointed right at them. 'We want to speak to our rep' Sasquatch frowns.
Sometime later, inside the interrogation room, Captain Marvel stands with her arms folded as Philippe Beaulieu insists that she leave him alone with Alpha Flight, all of whom stand nearby, shackled. Beaulieu reminds Captain Marvel that the prisoners are Canadian nationals and in this case, his duty as their representative and advocate supersedes his role on Alpha Flight's Board. 'Fine. But when you're done, there are tests I want Aurora to -' Carol begins, but Beaulieu tells her that they will discuss all that after he has had that opportunity to confer with his compatriots. He informs Carol that, in the meantime, she is needed on Earth, as their intelligence suggests the Secret Empire is storing WMDs in New Mexico. 'Sure. I'll be back. Do what you have to do. I did' Carol replies as she starts to leave the room, looking over her shoulder at her unimpressed teammates.
With Carol gone, Beaulieu smiles and informs Alpha Flight that the room is sealed. He assures them that everything they discuss here is privileged and that there is no recording, no monitoring. Aurora swears to Beaulieu that the Commander's accusations are baseless and that she has done nothing wrong. 'Oh, I know. It was me' Beaulieu smirks. 'What did you say?' Sasquatch asks, surprised. 'I know it's dreadfully Ian Fleming, but I hate you all so much I can't resist gloating. So easy to manipulate...never once recognizing your greatest adversary. The Master of the World!' the villains booms, quietly admitting that he has had some work done. 'Son of a -' Sasquatch begins. 'Knew it!' Puck exclaims. 'Get him!' Aurora shouts as the three of them rush towards their old foe. 'While you're shackled? Hardy' the Master declares, knocking Sasquatch back, he grabs Aurora and reminds her that he has mastered forty millennia of fighting techniques, as he knocks her out with a jab to her temple, before punching Puck in the side. 'Every pressure point' Beaulieu boasts.
The Master looks down at the unconscious trio and remarks 'Even if you were free, I doubt you could stop this' as he kicks Sasquatch's face. The Master announces that Carol Danvers will suffer, too – discredited by all, including herself, as stupid and incompetent, until he decides to end her as well. He boasts that he will then use predictive justice to its true potential. 'Pity you won't be here to see that' he remarks, before pressing a button on the intercom to the outside corridor: 'Guards! The prisoners are attacking!' he lies. 'No, you fools – you'll break the hull!' the Master calls out as he slams his fist into the outside wall, which breaks open, and Aurora, Puck and Sasquatch are sucked out into open space, while the Master grabs hold of a table that is fixed to the floor. 'And the hull breach remedies kick in... too late to save the prisoners, sadly, who were shackled and couldn't grab a handhold' the Master remarks. 'An escape attempt gone horribly wrong' he grins.
The Master looks up at the broken wall, now restructured thanks to the technologies of the AFSS. 'Our poor Commander. This will be the straw that breaks her... her will? Or just her reputation? Regardless, she'll soon be gone' the Master decides, boasting that the predictive justice system will fall into the hands of one of the best equipped to use it – the world's Master! 'Wise enough not to restrict it to averting disasters. Strong enough to eliminate anyone who might one day pose a problem...of any kind' the Master decides, adding that he has no hand-wringing ethics – he will do whatever needs to be done to save this troubled planet – by shaping its future to his specifications! Suddenly, the breached hull bursts inwards, and the explosion knocks the Master backwards. 'What?' he exclaims, as Captain Marvel bursts through, carrying Alpha Flight with her. She tells them to relax, as the hull is sealing itself again. 'We'll have these shackles off you in no time' Carol assures them. Aurora coughs as she gasps for air, 'You knew?' she asks.
'Yeah. I had to draw him out. Sorry for how I acted. It was the only way I could think of' Carol replies, before the Master grins' Clever girl' and announces that it is time for plan B. He opens the door and rushes out of the room, past several guards. 'Out of the way!' Carol shouts at them. 'Everyone freeze -' one of the guards begins, but Carol flies past them, going after her enemy. They run down a corridor, and Carol tells the Master to give it up, that he knows she can take him. 'Oh, I'm all too aware' the Master replies, grabbing an object that crackles with energy, he explains that that is why he saw to it Carol would bring this here. 'Recognize it?' the Master asks as energy crackles around him. 'Ah, crap' Carol mutters, as the Master is encased in the Thundersword armor. 'Thank you, Commander Danvers... for making it so easy to claim Thundersword's power for my own' the Master grins, reforming the armor to resemble his classic costume, he points out that the outfit is ridiculous and that he prefers his classic looks. 'I'm thinking orange jumpsuit -' Carol starts to reply, as the Master tells her not to think, just die as he swings the sword at her, knocking her back.
The Master looms over Captain Marvel: 'Amazing! If the sword's original owner weren't such an idiot, he could have been a god!' the Master declares, asking Captain Marvel if this is too much for her energy absorption powers, and what will happen when she can't contain any more? 'Will you perish, or just incinerate everyone on board this station?' the Master enquires. 'Neither' Carol responds as she darts out of the Master's grasp, flies up around him, then slams into him so hard that she forces them both out of the AFSS and into open space. 'Yes, by all means, make it last. I'm curious as to how you found me out, anyway' the Master tells Carol, remarking that it couldn't have been Ulysses. 'I understand his power...my own heightened awareness is similar. So I made sure he got no input about me' the Master explains. 'He didn't. I figured it out myself' Carol reveals, as they struggle against each other in open space.
'Really! After all the trouble I went to, pushing you in certain directions, corrupting your evidence... I thought I had you so isolated and full of doubt you'd be useless' the Master replies. 'Because you're a megalomaniac. You have no idea what a real leader is' Carol declares, hand around the Master's throat, she forces him downwards to Earth. 'A leader has to project confidence. Fight for what she believes in. But never stop questioning, wondering how to be better. You take in everything...and make your call' Carol remarks, asking the Master if he thought isolating her would make her weaker. 'Buddy, you don't know me too well' she tells him, adding that all her life she has had to rely on herself, trust her instincts and convictions when others doubted her, and be prepared to back them up. 'You didn't hurt me with what you did. You gave me what I needed to win' Carol announces, as the Master lands in a suburbian area on Earth with a mighty explosion.
Carol drops down over the Master and tells him that she doubted Aurora would turn traitor, so she asked herself who had the means, motive and opportunity to frame Aurora, and who would work so hard to put them at odds. 'And I came up with you' Carol reveals.
The Master gets to his feet, sword at the ready, he announces that he can expedite his plans, just seize Ulysses, and then have the pleasure of looking into Carol's eyes when he guts her. 'Still mad about that time I killed you, huh? How'd you come back from the latest death, anyway?' Carol asks, lunging into the Master. 'Oh, you know. Regrown bodies, blah blah. I won't bore you with the details, but yes... I bear a grudge!' the Master declares as he swings around and strikes Carol with the sword, drawing blood across her side. 'That...that's enough!' Carol exclaims, grabbing the Master, she takes him into the air, then slams him back down into the ground, snatching the sword from him. 'Y'know who scares me more than people who won't use predictive justice to save lives? People who know exactly what they'd do with it' Carol snaps as she and the Master struggle, and she flies down a street, where they slam into a bar, where the barman looks up at them.
'Precisely why you don't deserve it. Ah, a bar. How appropriate that I kill you here' the Master declares. 'A symbol of your alcoholism!' the Master exclaims, grabbing the sword back, he punches her: 'A weakness of mind!' the Master declares. 'Me?' Carol asks, grabbing her foe's wrists. 'You're the one who freaked out when you saw the Master on our screens' Carol reminds him. She adds that it took a while for it to click, but that he put her on the trail, showed her who “Philippe Beaulieu” really was. 'So if you want to talk ab out weak minds... start by looking in the mirror' Carol suggests, trying to take back the sword. 'You want the sword? I'll give it to you! All its power!' the Master declares. 'It's not... mine!' Carol exclaims, grabbing the sword once again, she throws it towards the barman – who is none other than Stewart Cadwall. 'I think that belongs to you' she tells him, hoping to herself that this is not her worst call ever.
'You made a mistake' Cadwall frowns, peering over his glasses. 'Oh no...' Carol thinks, as Cadwall holds up his award, 'This belongs to me. This award was an honor. The Thundersword is a curse' he announces, placing the sword back into the award. 'No! Without the sword, my power - ' the Master begins, crying out in pain as the Thundersword energy is pulled from his body. 'Power always fades' Carol tells the Master, who falls to the ground before her. 'Then you have to live with how you used it' Carol points out. 'You weak, worthless -' the Master begins, but Carol punches him in the face, telling him he can shut up now. Stewart Cadwall looks at the award and tells Carol that she better take it. Carol thanks him for doing the right thing. Cadwall thanks her in return, for speaking at his parole hearing. 'So... I have to ask. You were a TV writer. Then one day you got godlike power... and your first instinct, out of all the things in the world you could do, was wreck a studio for giving you notes?'
'They were really dumb notes' Cadwall explains. He sits on a bar stool, holding his award and hangs his head, before telling Captain Marvel that he knows this sounds crazy: 'But have you ever worked for someone who treated you like trash? Who blamed all the problems they caused on you while they took credit for any success? Who made you feel like you were worthless, even when all the evidence showed you were going a good job? And if you ever stood up for yourself, they said you were being “difficult” or “crazy” or “hostile”?' Carol listens as he talks to her, then tells him 'Okay. I totally get it now', as she walks out of the bar.
Two weeks later, outside the Triskelion, which is currently under repair. Captain Marvel hovers in the air above adoring fans, who call out to her, wave signs and let red balloons with gold stars fly up into the air. Carol looks down at them, unsure of how respond to them. 'Oh my God, it's her!' someone shouts. 'She is so hot' another calls out. 'That's sexist. And also true' someone else points out. 'Captain Marvel! Cap-tain Mar-vel!' someone shouts. ' - inspires me to get through chemo -' someone reveals. 'Stands strong, fights for us -' another remarks.
Inside, Henry Peter Gyrich stands at a window and looks down at the crowd. 'More show up every day. There's even a core of them who pretty much live there' he reveals. '...just waiting for a glimpse of you' Gyrich scowls. He turns to Carol and tells her that he wonders what said, empty, useless lives they must lead. 'Not that I'm one to talk these days' he mutters. Carol tells Gyrich that she knows they don't like each other, so this may not help, but that he can't take it personally. She points out that the Master followed her, too – everyone. 'He passed all the security checks. We still don't know what he did with the real Beaulieu. 'If there was a real Beaulieu. The Master's been alive forty thousand years. He could have cover identities all over the world' Gyrich suggests, before telling Carol that she exposed him and stopped him, so it doesn't matter that he fooled her. 'We were in charge' he adds. 'We ran Earth's first line of defense, and we leet a psychopathic criminal on our Board'. Gyrich slumps down into a chair and points out that that seems like a pretty good reason why there isn't a Board anymore.
'There might be again' Carol replies, adding that they need some way for global and intergalactic governments to feel like stakeholders. 'Yeah, well, that's not my problem anymore, is it? I was too big a part of the old Board. I'm tainted by the stench of its failure. It's your call now. The only one who came out of this dumpster fire smelling like a rose' Gyrich declares, before holding up a file and telling Carol that it is all the old codes and passwords – and that she will want to change them. 'Obviously. Thanks' Carol replies, before asking Gyrich if he has any advice. 'Seriously?' Gyrich asks, taken aback as he stands up. 'You've been there. Not saying I'll take it, but I'd be stupid not to ask' Carol remarks. Gyrich adjusts his glasses and informs Carol that they pretty much had to put her in charge, but not to think for a second that it means they like her, or won't stab her in the back the first chance they get. 'Way ahead of you. But thanks' Carol replies, asking if there is anything else. Gyrich heads towards the door and tells Carol to remember that there is a difference between her job and herself. 'Because if you don't, when it chews you up and spits you out, you'll end up like me' Gyrich adds, before announcing that he is going to get a drink at 11:30 in the morning.
The Aerolith, space elevator to Alpha Flight Space Station. 'He said that?' Puck asks as he cand Carol ride the Aerolith. 'Sounds like someone's really enjoying being the star of his own pity party' Puck adds. Carol tells Puck that she understands, as Gyrich always had a seat at the table, and now he has lost something he thought he could count on – that he defined himself by. 'But I was a woman in the air force. I've been around people who wanted me to fail my whole life, my fagther included. Doesn't even bother me anymore' Carol admits. 'Yeah, I'm getting that not much does' Puck remarks. 'See, that's what I wanted to talk to you about' Carol announces, hanging her head, she explains that she had to draw the Master out, and didn't want things between them to go the way they did, but she couldn't see another way – but that does bother her. 'You made a tough call. Still can't say I like it, but I'll get over it' Puck replies. Carol smiles and thanks Puck, telling that means a lot – especially these days.
As they arrive on the Alpha Flight Space Station, Carol remarks that she wishes Aurora and Sasquatch felt the same. Puck assures Carol that intelluctually, they understand. 'Emotionally...' his voice trails off as they step out of the Aerolith and sees Aurora and Sasquatch standing nearby, '...it'll take time to get the trust back' Puck explains. 'You think that's possible?' Carol asks. 'Trying to be glass-half-full guy here. The only way to find out is to find out' Puck points out. Aurora frowns as Carol and Puck walk past. Puck tells Carol to look on the bright side – Aurora and Sasquatch like her better than most of her old friends. Carol doesn't answer him, so Puck tells her that he was just busting her chops, and apologizes, admitting he takes it too far sometimes. 'Not wrong, though' Carol replies. 'Commander – Carol – after all you went through, don't tell me you're having doubts now?' Puck asks as they enter an office. 'About the stand I've taken? No. Not for a second. We've saved thousands of lives. I'd do it all again in a heartbeat' Carol replies.
'Well, if you're think you shouldn't be in charge of this -' Puck starts to say, but Carol interrupts him, assuring him that it is not that, either. 'I never wanted to be the boss, let alone the big boss. But those who do...too many of them are like the Master. An inflated sense of themselves...they know best. Won't even consider alternatives'. Carol announces that if there is one thing this has shown her, it is that she can do it – maybe not perfectly, but as well as or better than anyone else. She picks up a rremote and switches on a large viewscreen, which depicts the adoring crowd outside. 'What's bothering me...is this' Carol explains. She tells Puck that she has done the best she could under the circumstances – she can live with that. 'But what happened to Rhodey...to Jen...to Bruce...there's nothing to cheer for'. 'Commander, with all due respect...that is such a load' Puck exclaims. He asks Carol if those people were cheering for Tony Stark, whether she thinks for one dam second Stark would be beating himself up. 'Hah. He'd be soaking it in and saying “They're right. And so am I. I'm awesome”!'
Sitting at the desk in the office, Carol points out that Tony is one of those guys she was talking about who thinks he knows better than everyone. 'Yeah, and if you're saying all those people are wrong... y'know what? So are you' Puck declares. Carol points at the files on her desk and asks Puck to do her a favor. She tells him that they are Gyrich's old security codes, and asks him to change them to temporary new ones. She adds thatb switch them later, but right now, her help is needed to fix the Triskelion. 'Can do. FYI the new passwords are all gonna be Rush songs' Puck declares, before telling Carol that she should fly down and give all those people waiting for her a wave. Carol smiles, and tells Puck that she might do that, before asking him if she can break protocol for once – as she could use a hug. 'Don't ask, don't tell. You take care, Commander...Carol' Puck replies as he hugs her.
Shortly, outside, Carol hovers in the air over the crowd. They cheer and wave at her. Balloons float upwards, and Carol grabs one of them. A sign below reads “Go Team Cap”, while the crowd smile and take photos. 'No. As much as I hate to admit it, Hawkeye was right. The good stuff people say, the bad stuff...it's all just noise' Carol thinks to herself, deciding that she has failed to meet her own standards, that they have lost too much, too many good people along the way – which is why she doesn't deserve this. 'So there's only one thing to do' Carol thinks, before soaring upwards, smiling, telling herself to go out there every day and earn it.