flashback:
A school-age boy holds his mother hand and walks with her, with his lunchbox dangling at his side. “Here we are, Mar-Vell,” his mother says as they arrive at their destination, “…your new home.” The little boy looks up at the imposing structure. This place, the Third Northeastern Regional Military Academy, is where he will become a man. However, Mar-Vell is not ready to go yet. He looks up at his mother with tears in his eyes and pleads to stay with her. She asks him to quit crying. The time has come for him to learn to be of value to the state, she says. Besides, she has orders to fulfill. She must join Mar-Vell’s father as a liaison at his lightspeed project. “I can protect you – I can mother you – no longer,” she says, her face shrouded in shadows. After she says farewell to her son, she tells him to be brave, and be strong.
end flashback:
The shadowed silhouette of Mar-Vell’s mother slowly transitions into that of the strikingly familiar Medic Una. “So. Are you going to just lie there all day?” she asks Mar-Vell. Startled to see her, Mar-Vell jerks upright, and asks for a status update. The battle ended, Una explains; the Skrulls retreated. Mar-Vell is safely back aboard the Pama. He asks about the Shi’ar and the Imperial Guard. Una tells him to relax. He sustained some severe injuries in battle; one of the Imperial Guardsmen had to carry his body back to the Pama’s sick bay. What was he thinking? Una asks him.
Mar-Vell explains himself: he and his fellow fighters were pinned down by heavy artillery. He gambled his uniform’s refractory coating would repel the enemy fire long enough for him to disable their primary offensive unit. And, apparently, it worked. Not without consequences, Una reminds him. He will have to take it easy, especially on his injured shoulder. That means no more one-man-army tactics for a while.
One of the Kree soldiers suddenly barges into the room in search of Captain Mar-Vell. Come quickly, the private says; they have a situation in the shuttle bay. Mar-Vell slips on his helmet and rushes out the door with the private. He waves goodbye to Una, telling her they will speak later. Una shrugs as he leaves. “Men,” she sighs.
Meanwhile, in the shuttle bay, the four members of the Shi’ar Imperial Guard stand in a tense stalemate with the Kreemen of the Pama. Smasher implores the Kree soldiers to please let him and his fellow Shi’ar pass; they have no wish to injure their allies. They must return to the Shi’ar Regent so they can protect her; it is their sworn duty! The Kree soldiers apologize, but refuse to budge. They have strict orders from Colonel Zen-Pram to keep the Shi’ar grounded.
Resigning himself to the inevitable fights, Smasher orders his aerial teammate Starbolt to clear them an escape route. With a burst of projected flame, Starbolt cuts a swath through the encircled Kree soldiers, forcing them to scatter. Smasher then asks his team telepath, Oracle, for an enemy statues update. Lady Sibyl reports the Kree are in disarray; they have no organized defense in place. Good, Smasher says. He orders his team to retreat.
However, the sudden arrival of Captain Mar-Vell puts a stop to their escape. They have been asked once already, he says. Now, he is telling them outright that they can go no farther. Smasher defiantly orders him to step aside, but Mar-Vell refuses. Although he admires the resolve and dedication of the Imperial Guard, the only way he will allow them to exit the shuttle bay is through a force of arms. Fine, Smasher says; fighting makes no difference to him either way. He lunges at Mar-Vell and takes the first swing. Mar-Vell dodges the punch, and catching Smasher off-guard, hurls him into a pile of metal crates. Fang attacks next, but Mar-Vell repels him without giving expending even an iota of effort. The other Imperial Guardsmen prepare to make their moves.
Deathbird, the Shi’ar Regent, suddenly arrives with Colonel Yon-Rogg, and orders a stop to the fighting. She admonishes her guardsmen for their ungrateful behavior. Their Kree allies have shown them nothing but hospitality, Deathbird says, and this is how they repay them? Oracle begins to explain herself, but Deathbird silences her. She approaches Captain Mar-Vell and apologizes for the embarrassing display. Her chaperones can be a bit zealous in pursuit of their duties, she says. Mar-Vell accepts her apology. Deathbird asks if her Imperial Guard has permission to accompany her to her meeting with Commander Zen-Pram; it should keep them out of trouble. Mar-Vell acquiesces and allows the lot of them to leave.
As they exit, Yon-Rogg asks if that was such a wise decision. The Imperial Guard’s telepath, Lady Sibyl, might become privy to classified information if she meets with the Commander, such as the very nature of their top-secret mission into the Absolom Sector. To a telepath, distance means nothing, Mar-Vell explains to Yon-Rogg. If Oracle intends to read their thoughts, they cannot stop her regardless of proximity. Better to keep a close watch on the Imperial Guard instead. Oracle suddenly turns around and tells the two Kreemen that with the way they talk, one does not have to be a telepath to hear their thoughts!
Later, in Commander Zen-Pram’s chambers, Deathbird explains to the Kree how she and her party wound up so far from Shi’ar territory. So intent in pursuing a ship guilty of raiding Shi’ar industrial transports, Deathbird and her crew gave no thought to where their pursuit led them. Before they realized their position in space, they were ambushed by the Skrull war saucers. The Skrulls were never their target, she explains, adding she has no idea why the Skrulls attacked them. “The raiding party we were pursuing,” Deathbird says, “…were Brood.”
Both Colonel Yon-Rogg and Captain Mar-Vell gasp. Commander Zen-Pram, maintaining his composure, informs Deathbird his men have finished making repairs to her vessel. She and her crew can depart whenever they wish. The Pama can even escort them to the Kentari border, if necessary. Deathbird rejects his offer; just as the Kree have their own mission, Deathbird has hers. After thanking them for their hospitality, she expresses hope that their amiable meeting might serve as a harbinger for positive relations between their races in the future; she intends to do everything she can within her means to ensure it. As she leaves, she caresses Mar-Vell’s cheek, and says she hopes he can one day serve on her elite guard. “With his stamina,” she says, “…he would be of fine service!”
Once Deathbird leaves the room, Yon-Rogg and Zen-Pram trade suspicions. Neither man trusts her at all; she’s lying, and doesn’t care if they know it. Yon-Rogg suspects she seeks the same thing they do: Grand Admiral Devros and his military secrets. Zen-Pram agrees, adding they must step up their search before either the Skrulls or the Shi’ar find Devros. Such a thing would spell doom for the Kree Empire.
With that out of the way, Colonel Yon-Rogg looks his commander in the eye, clenches his teeth, and asks a pressing question: why did he not tell them the Absolom Sector was Brood territory? Zen-Pram explains he did not want to demoralize his crew. A man who expects to die usually finds a way to do so, he says. He stands up and walks to the bridge. “This is a fool’s errand we’ve been sent on,” he admits to Yon-Rogg and Mar-Vell. “If Devros’ craft encountered the Brood, then, ‘model general’ or not, he’s dead. And, in all likelihood, we’re being sent to join him.” Once in the bridge, he orders his men to resume their course into the Absolom Sector.
Soon, they approach an unnamed planet with an atmosphere capable of sustaining life. Their quick geological analysis shows traces of Kree-native metals, and upon viewing the planet’s surface on a magnified screen, they see signs of Grand Admiral Devros’ downed ship. Next to it, they see the remains of one of the Brood’s Acanti starships. The situation seems clear. Still, Colonel Yon-Rogg recommends they stay in space and gather more data before descending onto the planet’s surface. Commander Zen-Pram rejects the recommendation; they are no safer in space than on the planet’s surface. The sooner they complete their mission, the better, he adds. After ordering his men to assemble an outrider party, they begin their descent.
The Pama kicks up a massive cloud of dust and rubble as it lands. Inside, the outrider squad prepares to embark on their search-and-rescue mission, although Zen-Pram places no importance on the rescue aspect, as he would much rather have Devros’ severed head as proof of a mission accomplished. Colonel Yon-Rogg, meanwhile, turns to Una and asks how she feels about embarking on her first combat mission. She knows all about combat, Una tells him. After all, she has passed by Yon-Rogg’s bedchambers often enough!
Once in the field, Yon-Rogg approaches Captain Mar-Vell and asks for a word. A wise man would avoid Una, Yon-Rogg says. He calls her a man-eater, and one who has not dined in a while on top of that. “Is that so, Yon-Rogg?” Mar-Vell asks. “Tell me…has she ever had a taste of you?” Yon-Rogg gasps. Mar-Vell asks him to relax; he has no intention of pursuing Medic Una.
They begin their search with Devros’ downed flagship. They intend to search the Acanti vessel only if absolutely necessary. Before long, however, one of their foot-soldiers reports they lost radio contact with the Pama. Una recommends they return to their ship and find out what happened, but Yon-Rogg tells her it’s most likely a glitch. It happens on the battlefield all the time, he says. He tells her to keep a more level head.
Suddenly, Mar-Vell orders everyone to close up ranks; he has a bad feeling. Mere moments later, legions of Brood appear all around the Kreemen, completely encircling them. “AMBUSH!!” Mar-Vell screams. As the Brood descends on them, Mar-Vell orders everyone to assume defensive positions, but for many Kree soldiers, it is already too late. Mar-Vell draws his cutlass in one hand, and his gun in another, and dives off the hovercraft and into the fray. The sword proves more effective than the beam from his pistol. His remaining men, he orders to pair up and fight back to back.
Colonel Yon-Rogg, meanwhile, takes control of the hovercraft and brings it high into the air. Una asks why he is leaving their teammates behind; Yon-Rogg snarls at her and tells her he can do whatever he wants as leader of the outrider team. Besides, additional altitude will give them a superior strike position. He whips the craft back around and orders Una to take control of the cannon while he strafes the Brood forces on the ground.
From a distance, a lone figure observes the battle for a moment, before deciding to intervene. He fires his hand cannon into the middle of the battle. The explosion propels members of both parties through the air. Mar-Vell turns and faces the figure, recognizing him immediately: the blue-skinned Grand Admiral Devros. Devros, the barrels of his gun still smoking, does not seem pleased to see his fellow Kreemen. “Surrender now,” he orders, “or I can’t guarantee your safety.”
Mar-Vell immediately blasts off the ground and charges at the traitorous Kreeman. He lands a blow so fierce it knocks loose the Grand Admiral’s helmet, revealing a set of bulbous, insect-like eyes. A worthy blow for a pink-skin, Devros sneers, clearly under the influence of the Brood. Mar-Vell, caught unawares by Devros’ ghastly appearance, fails to notice the presence of the monstrous Brood Queen. She sneaks up behind the Kree Captain and plunges her stingers into his back. Una screams; Devros rejoices. He orders the remaining Kree to surrender… or else.
As Mar-Vell loses consciousness due to the poison coursing through his body, his image of Una transitions into that of his mother, back on the day she dropped him off for school. He remembers his mother’s final words to him; that she could protect him, or mother him, no longer. “Be brave,” she said. “Be strong.”
“Be still!” the hideous face of the Brood Queen shouts. Mar-Vell awakes from his pleasant dream of his mother to find himself adhered to a cavern wall by a sticky green substance, and face-to-face with the vile Brood Queen. It is done, she says, caressing his disgusted face with a slimy tentacle.
Nearby, Devros mocks the captive Commander Zen-Pram. Did the Supreme Intelligence truly think so little of Devros, they thought Zen-Pram of all people could capture him? Racist scum, Zen-Pram sneers. Devros takes the insult in stride. Of course he is a racist, Devros says! He bears that label proudly, and passionately! What other species, after all, could possibly match the sublime, azure perfection of the Pureblood Kree Blue? He considers it a folly of evolution that they reached an evolutionary dead-end so soon, and had to mingle their superior genes with those of the pink-skins. That, he explains, is why he was sent to the Absolom Sector in the first place. Prime Minister Zarek claimed to send him to establish a military breach-head in case of an invasion. The Supreme Intelligence, however, must have known what Devros would encounter.
Mere moments after crossing into the Absolom Sector, an Acanti vessel attacked Devros’ ship and did critical damage to its hull, Devros explains. Outmatched, he sought to lead the Acanti and its Brood occupants away from Kree territory. Then, he managed to pierce the Acanti’s heart, sending it on a collision course with a nearby planet. The Acanti crashed. Devros landed his damaged ship alongside it, and scuttled it, so the Brood could not use it to spread its menace back into the galaxy. Unfortunately, this left Devros and his men in a hopeless position.
The Brood made easy prey of them. Devros observed in fascinated horror as, one by one, his men were impregnated and transformed into individual Brood. Likewise, the Brood Queen found Devros fascinating as well. “We reached a meeting of minds, she and I,” Devros explains. “I had found the one, perfect organism which was my equal. Azure-blue vision gave way to a gaze of Brood-red.”
“You’re mad!” Zen-Pram shouts. Has Devros truly turned his back on everything he once held dear? Does he truly intend to forsake the same race of people who herald him as a hero? Devros explains that his vision has certainly changed, and along with it, his personal mission. For far too long, he allowed his xenophobia to blind him to the truth; the Kree have become a stagnant, arrogant, and predatory race, no different from the Brood except in terms of refinery. Now, with the royal embryo of a Brood in his body, his destiny is clear. He has become the perfect synthesis of Blue-Kree military facility and Brood physical prowess. He has become the Brood King! He intends to share his gift of evolutionary enlightenment with all of his blue-skinned brothers. The pink-skins, he will use as mere foot-soldiers for his grand designs. Elaborating further, Devros explains he rigged his ship’s communication grid to issue a distress signal, the very signal that lured Commander Zen-Pram and the Pama into the Absolom Sector. He knew the Supreme Intelligence would want to check up on the results of his little experiment, after all. Now, with the Pama at his disposal, Devros and his Brood can begin their crusade!
Mar-Vell, still groggy from the venom, lifts his head and forces himself to act. Using the reserves of his strength, he rips free of the hardened Brood adhesive and dives for the cache of confiscated weapons. Before Devros can stop him, Mar-Vell grabs two guns, pivots, and fires several rounds into the Brood Queen’s torso. Devros screams as his Queen collapses. He holds her in his arms as she dies.
Meanwhile, Mar-Vell spies a cadre of Brood reinforcements charging into the nest. To keep them at bay, he overloads one of his energy pistols and hurls it into the approaching Brood. The resulting explosion is devastating. Using his cutlass, Mar-Vell cuts Medic Una free from her bindings and takes her in his arms. The nearby Colonel Yon-Rogg begs for Mar-Vell to cut him free as well, but with another group of Brood already on its way, Mar-Vell has no time to rescue anyone else. Instead, he flies upward, cutting an escape hole in the Acanti vessel’s flesh with his gun in advance.
Una regains consciousness once they clear the Acanti vessel. She asks why they fled and left behind their fellow soldiers. Mar-Vell explains he saw no point in rescuing anyone while Brood eggs gestated within their bodies. What needs to be done, only he and Una can accomplish.
Back inside the Acanti, the Brood asks Devros if they should give chase. “No, there’s no need,” Devros says. “There is no escape for them. You see, I’ve been where that one now walks…cut off and alone in a foreign land…surrounded and outnumbered by a hostile force…and, all the while, his nature betrays him…transforming him inexorably into the very thing he most hates!”
That evening, while the exhausted Una falls asleep in his arms by their campfire, Mar-Vell stares up at the skies, and once again remembers the day he said goodbye to his mother and set off into the world on his own.
