Carol stands at about 5'11" and weighs roughly 165 lbs. She has a strong build, with a noticeable build of muscle. She's clearly a woman that enjoys her strength and fitness. She has features one might call more handsome than beautiful, but she does have her feminine allures and knows how to use them. A flat, tight tones stomach, with long, shapely legs, wide hips beneath a trimmed waist, and a modest bust. She holds herself with a military-trained discipline and posture, with confidence. Blonde hair is cut short, though at times when in her civilian persona she'll wear nearly impossibly detectable hair extensions for, well...The only reasons that matters is she does it because she can.
Carol is fiercely independent and self-reliant. She strongly believes that she can do anything she sets her mind to. She is an incredibly confident and strong-willed individual, despite the mental and physical tragedies that have befallen her. She has overcome incredible odds, both personally and professionally. She has a warrior spirit and a raw willpower that, by now, has become nigh-unbreakable. This personality trait has allowed her to endure physical and mental torture and to maintain both sanity and focus under extremely stressful and painful condition.
A warrior at heart, both her human and Kree experiences have shaped her perspectives and her personality. She thinks and responds as a trained soldier and warrior. This plays a strong role in how she reacts in various situations. She can be fierce, ruthless and brutal in battle. She does what needs to be done and this militaristic determination can sometimes come across as cold and callous. She is incredibly assertive, straight-forward and downright bold. Carol entered the military due to her almost obsessive love of airplanes and her dreams of flying. Despite her fierce will power, Carol is haunted and currently overwhelmed by the tragedies that make up her life. From the loss of her emotions and original powers at the hands of Rogue to the death of Mar-vell to her current shame about her alcoholism and status with the Avengers, Carol is wrestling with a lot of demons. She has tried various means of escaping these issues, from her time in space to her drinking and is now realizing that she has only compounded her problems and must start dealing with them.
Carol’s past battle with Rogue left her with a lifetime of memories without any emotional connections to them. She remembers friends, family and lovers but feels nothing for them beyond nostalgia. Carol’s emotional reality began anew after Xavier restored her memories and she finds it difficult and awkward to deal with her own past because of this. This causes Carol to seem distant and even cold with those who she was once very close with.
She is an expert combatant in hand-to-hand fighting skill, with various forms of military training and learning through experience to back her up. Similar training has also made her a crack shot. She's a skilled and inspiring leader, able to lead teams and develop plans and tactics to account for their strengths and weaknesses. She's also not above using her beauty to her own advantage, and twisting hapless men around her finger, even if events in her life have left her with little desire for anyone with a Y-chromosome in her life. Her rather extensive and varied career has left her with a number of contacts and resources spread through various governmental agencies, from NASA to the CIA to SHIELD, will favors she can call in.
She can be a bit bull-headed at times, and quick to anger if she thinks someone is treating her poorly just because she is a woman. Her increasing power level can also surprise her sometimes, and it is getting harder and harder for her to adjust properly to a non-hero, civilian life when not out saving the world. She's also a (poorly) recovering alcoholic, and her moods to have a drink strike her more often than she would like, but that is a secret she keeps from mostly everyone around her. She's also, to her own discredit, still relatively hesitant to fully trust her colleagues again, after they turned her back on her and ignored her plight when she was mind-controlled and raped by cosmic entities. It's a sad day, after all, when she would honestly prefer to work with Rogue over many of the other Avengers.
Carol Danvers was born in Boston, Massachusetts, as the only girl among three children. Despite the fact that Carol was extremely bright and capable, more so than either of her brothers, her chauvinistic father refused to pay for her to attend college, preferring to spend the money on his sons instead. He insisted that Carol merely find a good husband to take care of her, a sexist notion that the fiercely independent Carol refused to accept.
Carol had always loved the idea of flying, and after she graduated from high school she decided to defy her father's wishes and joined the United States Air Force. She excelled in the Air Force, her skill as a jet fighter pilot so remarkable that her colleagues nicknamed her "Ace," and she quickly rose to the rank of Colonel.
Carol's exemplary performance in the Air Force brought her to the attention of the Central Intelligence Agency, who actively recruited her and trained her to become an elite field agent. As an agent of the CIA, Carol often teamed up with fellow agent Michael Rossi, and the two became romantically involved. She also teamed up with a Canadian agent named Logan (before he became Wolverine) and the two became good friends, saving each others lives during several dangerous missions, and it was even implied that they may have become more than friends at some point.
On one of her most important CIA missions, Carol had to infiltrate Soviet airspace alongside Logan and an American test pilot named Ben Grimm (before he became the Thing and a member of the Fantastic Four). The mission almost failed when they were intercepted by Soviet forces (led by the Black Widow) and forced to the ground. With a good amount of luck, the three managed to escape and succeeded in retrieving the mysterious metal which they had been sent to obtain. In the process, the trio formed a bond that would live on into their super-hero careers.
During what would prove to be her final CIA mission, Carol was captured by the KGB and held in Lubyanka prison, where she endured interrogation and torture. In defiance of government orders, Logan and Michael Rossi infiltrated Russia, broke into Lubyanka, and rescued Carol. The ordeal extinguished Carol's enthusiasm for being a CIA agent, so she decided to resign in order to pursue a different career.
Carol's impressive resume landed her a position as the head of security of NASA headquarters in Cape Canaveral. There she unexpectedly made the acquaintance of the Kree superhero Mar-Vell (known on Earth as Captain Marvel) and hints of a romance developed between the two. Carol's CIA background made her quite unafraid to put herself in potentially dangerous situations, and while on the job she found herself caught in the middle an epic battle between Captain Marvel and his Kree arch-enemy Yon-Rogg. Carol, who until then had always felt herself capable of handling anything, was a mere pawn in the struggle between the two super-powered combatants, and she hated feeling so helpless. During the conflict, Carol was exposed to the explosive radiation of an otherworldly Kree device called the Psyche-Magnitron, which had the power to turn thoughts into reality but whose radiation was lethal to humans. Captain Marvel shielded Carol from the bulk of the radiation with his own body, causing Carol's DNA to absorb much of his own genetic template. Carol's lifelong dreams of flight and her sudden wish to have powers like those of Captain Marvel completed the process, and her DNA was transformed into that of a superhuman member of the Kree race.
The result was that Carol emerged from the explosion with superhuman strength and durability, the ability to fly, fighting skills equal to that of a trained Kree warrior, and a precognitive "seventh sense" that allowed her to sense beforehand when danger or a crisis was about to occur. Carol become the super-heroine known as Ms. Marvel, and her first costume was based on the red-and-blue Kree uniform worn by Captain Marvel. Initially, Carol was not even aware of her superhuman alter-ego: When her seventh sense detected a crisis, she would fall unconscious and transform into Ms. Marvel in a burst of energy. As Ms. Marvel, she had no recollection of being Carol Danvers and was convinced that she had amnesia. In turn, Carol retained no memory of being Ms. Marvel, and believed that she had merely been unconscious during that time. Eventually Carol would discover that she was in fact Ms. Marvel and her two personas became of one mind, allowing Carol to have full control over when she became Ms. Marvel and vice versa.
As Ms. Marvel, Carol quickly gained the reputation of being a formidable super-hero in her own right. She fought and defeated many super-powered villains, including Scorpion, Grotesk, MODOK and AIM, Tiger Shark, Destructor, the Doomsday Man, and others. She also acquired some persistent enemies due to her super-heroics, including the renegade Shi'ar warrior known as Deathbird and the shape-shifting mutant villainess known as Mystique. The latter plotted to destroy Ms. Marvel in secret, which eventually led to Mystique's adopted mutant daughter, Rogue, entering a fateful battle with Carol that would emotionally scar both women forever.
After a battle that briefly reunited Carol with her old flame Captain Marvel, her original Ms. Marvel costume was badly damaged. Carol decided that she had finally come into her own as a superhero, and wanted a new costume that was uniquely hers rather than being a reflection of Captain Marvel's. With some help from her friend Janet Van Dyne (the fashion-conscious super-heroine known as the Wasp), Carol designed a new black one-piece uniform with a gold lightning bolt across the chest, accented by high black boots and gloves. She kept the red scarf as a reminder of her original costume, though she now wore it as a sash tied around her waist. The costume became Ms. Marvel's signature look, and though Carol would set it aside on certain occasions (once when she became Binary, and another time when she changed her code name to Warbird), she has always gone back to this costume.
Respect for Ms. Marvel in the super-hero community grew to the point where she was asked to join the renowned super-team the Avengers, since an opening had became available with the departure of the Scarlet Witch. Carol gratefully accepted, and though the Avengers eventually became the team that she would be most closely associated with throughout her superhero career, her first stint with them would not end well.
Initially Ms. Marvel fit right in with the Avengers and proved to be a valuable team member, helping defeat a number of super-villains, including the Absorbing Man, Chthon, the Grey Gargoyle, the Elements of Doom, and the Taskmaster. She also single-handedly took down the mutant villain Sabretooth after he had escaped from SHIELD custody. During this time she forged friendships with the other Avengers and truly enjoyed becoming part of the team. Little did she know that these would prove to be her final relatively care-free days as a superhero.
The first tragedy struck when Carol's boyfriend and psychiatrist, Dr. Michael Barnett, was found brutally beaten to death in his office and all of his files on Carol Danvers stolen. Barnett had been instrumental in helping Carol come to terms with her dual identity of Ms. Marvel, and the two had grown very close. With the help of her Avengers teammate, Iron Man, Carol was able to determine that Barnett had been murdered by someone posing as Carol herself, and with further detective work, she discovered that the murderer was a mutant shape-shifter known as Mystique. A grief-stricken Carol vowed revenge on Mystique, but was unable to locate her. Mystique then sent her super-powered henchmen Pyro and Avalanche to kill Carol when she was out patrolling as Ms. Marvel. The evil mutants initially took Carol by surprise, but once she realized they had been sent by Mystique, she flew into a rage and defeated them easily.
Carol's quest for revenge on Mystique was put on indefinite hold when she was suddenly hit with a bizarre and completely unexpected condition: In less than a day, she had somehow become several months pregnant. Having not been intimate with anyone for some time, a distraught Carol explained the impossibility of her situation to her Avengers teammates, but was further upset when they merely offered their congratulations as though the pregnancy were normal. Her pregnancy progressed at a pace far faster then normal, and within a few days she had given birth to a baby boy. As he had in Carol's womb, the boy aged at a fantastically accelerated rate, growing to manhood in the course of a single day.
Calling himself Marcus, he revealed to Carol and the other Avengers that he was the son of the time-lord Immortus, and that he had been trapped alone in another dimension called Limbo after his father had disappeared. Marcus claimed that his only means of escape from Limbo was to teleport an Earth woman into Limbo with him and impregnate her with his essence, where he could be "reborn" on Earth after he sent the woman back. After much observation of Earth using his father's technology, he chose Carol for her strength, beauty, and other exemplary qualities, and had teleported her into Limbo and attempted to woo her. But Carol had initially rejected him, so Marcus admitted to using a "subtle boost" from Immortus' mind-controlling technology to make her fall in love with him, after which he coupled with her. He then wiped her mind of the memory and teleported her back to Earth at the exact time she had been abducted, so that no one, not even Carol herself, had known what had happened. The plan had worked, except that Marcus' presence on Earth was now causing unforeseen and dangerous fluctuations in the time stream. The only way to stop these fluctuations from causing irreparable harm to reality would be if Marcus returned to Limbo.
Carol found herself strangely drawn to Marcus despite all of this, and for some reason she could not bear the idea of him returning to Limbo alone. Announcing that she loved Marcus, she agreed to leave Earth to be together with him in Limbo. The Avengers cluelessly took Carol at her word and told her she was free to be with her "new love" with their blessing. Only Iron Man made an attempt to question if Carol really knew what she was doing, but he was told that all was well. Thor used his mystical hammer to open an extra-dimensional portal to Limbo and sent Carol and Marcus on their way.
Marcus now had Carol where he wanted her, but he had made a fatal error in his scheme: He had not made provisions to halt the super-aging of his new body after it reached adulthood. He continued to age at a hyper-accelerated rate and within a matter of hours had died of old age, leaving Carol alone in Limbo. Once Marcus was dead, Carol realized that she had still been under his mind control the entire time and had not been acting of her own free will when she claimed to love him or left Earth with him. Even worse, her own friends and teammates had actually helped Marcus and never once questioned his true nature or motives, despite the fact that he had essentially admitted to using mind control on Carol. With no one to help her, Carol called upon all of her ingenuity and resourcefulness to master the technology Marcus had left behind and eventually succeeded, using it to escape Limbo and return to Earth.
Once back, Carol avoided all contact with the Avengers. Still traumatized by Michael Barnett's death and her subsequent abduction and rape by Marcus Immortus, Carol decided that she simply wanted to start a brand new life, so she left the East Coast entirely and settled in San Francisco.
Unfortunately, Carol's old enemy, Raven Darkholme (Mystique), had not forgotten her vow to destroy Ms. Marvel. Mystique learned from her precognitive partner, Destiny, that Carol had returned to Earth, so she discussed the possibility of Mystique's adopted daughter, Rogue, killing Carol. Rogue was a mutant with the ability to temporarily absorb the mind and powers of whomever she touched, and therefore was Mystique's ultimate weapon.
But Destiny foretold that Ms. Marvel could destroy Rogue, so Mystique vowed to protect Rogue by finding another way to kill Ms. Marvel. As fate would have it, Rogue overheard their conversation and, anxious to prove herself, decided to go fight Ms. Marvel anyway. Rogue ambushed Carol at her San Francisco apartment, where Carol was returning from grocery shopping. Carol fought back furiously, and their battle raged all across the city. Carol fought Rogue so long and hard that Rogue's ability to absorb powers and memories became permanent in this case, rather than temporary. Once Carol was entirely drained she fell into a catatonic state, while Rogue's mind was suddenly assaulted by Carol's personality and emotions competing with her own. Desperately hoping that killing Carol would silence the unwelcome presence inside her head, Rogue threw Carol's lifeless body off the Golden Gate Bridge.
But the epic struggle had drawn the attention of the super-heroine known as Spider-Woman, who arrived just in time to witness its conclusion. Spider-Woman retrieved Carol, who was still barely alive, from the water and immediately brought her to Professor X and the X-Men. They were able to save Carol’s life and Xavier helped her recover her memories, but could not reconnect Carol to any of her past feelings. A distraught Carol realized that she had to go on with her life without her powers or her emotional connection to her memory.
Though Rogue had technically won the battle and now had all of Ms. Marvel's powers at her disposal, Destiny's prediction that Ms. Marvel would destroy Rogue proved true, in the sense that Rogue was never the same person afterward. Carol's competing personality, emotions, and memories inside Rogue's head threatened to drive Rogue insane. Because Carol was now an intimate part of her mind, Rogue also felt catastrophic guilt over what she had done to the other woman. Even her foster mother Mystique did not know what to do, so in desperation Rogue eventually turned to Mystique's enemies, the X-Men, for a solution to her condition. After many years of their help, a fully reformed and repentant Rogue would finally purge the Carol Danvers persona from her mind, but the process would be a long, hard, and often life-threatening road.
While Carol was recovering, Professor X contacted the Avengers and let them know what had happened to her. The Avengers, who had not seen or heard from Carol since she had left Earth with Marcus, came to visit Carol at her bedside, expecting to cheer her up. Instead, Carol angrily told the team off for abandoning her to a man who had mind-controlled her and violated her, even after he had essentially admitted to doing so. The Avengers left the visit hanging their heads, finally aware that they had failed to protect one of their own when she had needed them most.
Carol's recovery time spent with Professor X and the X-Men made her feel like she belonged somewhere again. Her bonding with the team was made even easier by the presence of her old friend Logan, who was now Wolverine and a member of the X-Men. Though Carol's powers were gone, she still had her considerable intellect and fighting experience, so she offered to stay and help the X-Men in any way she could. Serving as the team's ace pilot and intelligence operative, she went on various adventures with the team, including space missions.
On one mission, the knowledge of Xavier's Institute had been compromised, so Carol helped them erase their files from the Pentagon by using her previous affiliation with the military, even going so far as to dust off her old her uniform and rank to aid in the infiltration. While in the Pentagon the team came across Rogue (not yet reformed) and Mystique, who were after the same files. The Ms. Marvel-powered Rogue fought the X-Men while Carol was busy deleting the files. Mystique attempted to kill Carol once and for all, believing that her now-powerless enemy was easy prey. Instead, Carol took down Mystique with sheer anger and old-fashioned fighting skill. Once Mystique lay unconscious at Carol's feet, Carol realized that she could now take her ultimate revenge on her hated enemy, but decided to spare Mystique's life.
On a later mission in space, Carol was kidnapped by the alien race called the Brood, who performed agonizing experiments on her due to her unique genetic configuration. Logan, as he had back in Carol's CIA days, eventually rescued Carol from imprisonment and torture once again. After Carol recovered, she and the X-Men discovered that the Brood's experimentation (however unwelcome) had allowed her to attain nearly godlike power. She now possessed super-strength far greater than before, the ability to survive unharmed in outer space, and the ability to manipulate cosmic energy by tapping into a white hole.
To reflect her new power level, which was the equivalent of a binary star system, Carol adopted the new code name of Binary. She took on a completely new look, wearing a red and white costume with a pair of stars on the chest. When her Binary powers were activated her skin took on a deep red color, her hair transformed into a corona of energy, and the edges of her boots and gloves resembled flame. Since Carol now had the ability to travel the stars entirely on her own, she took a temporary leave from the X-Men to in order to explore her vast new powers before returning to Earth.
When Carol decided to rejoin the X-Men a while later, she came across Rogue, who at that moment was alone inside the X-Men's mansion. Thinking that Rogue was still a villain and had broken into the mansion, Carol immediately attacked, her first blow literally sending Rogue into orbit. Rogue, in possession of Carol's former Ms. Marvel powers and not fully realizing how much more powerful Carol now was, recovered and flew back to continue the fight. Carol's next blow sent Rogue crashing through several hundred yards of landscape. Carol might have gone on to kill Rogue in the unequal struggle, had the other X-Men not intervened and explained that Rogue was trying to reform and had recently joined the team. Carol was shocked. She could not believe that the X-Men, knowing what Rogue had done to her, would embrace her old enemy this way. Carol felt that yet another team she trusted and counted on had betrayed her. Dismayed by these events, Carol cut all ties with the X-Men and left, just as she had previously done when she'd felt betrayed by the Avengers.
Since Carol had no emotional connection with anyone, she decided to not only leave the X-Men, but to leave Earth altogether. While journeying alone through space she met and joined the Starjammers, a group of space pirates. The Starjammers came into conflict with the Shi'ar Empire and Carol defeated her old enemy Deathbird, who had returned to the Shi-ar, and even successfully took on the might of Gladiator and the Shi'ar Imperial Guard. She had now adventured all across the galaxy and had defeated so many powerful adversaries with her vast powers that she began to feel bored and alienated from all other life.
Desperate for a challenge, she later came across Quasar, who was trying to save the Earth from a crisis involving the sun expanding at an unnatural rate, and immediately leaped to his aid. The task proved incredibly dangerous even for a being of Carol's power level, and though she and Quasar ultimately prevailed, Carol was severely injured in the process. Quasar carried her back to Avengers Mansion on Earth and she spent many months recovering there, though she was unable to recover her link to her cosmic Binary powers. The Avengers, still painfully aware of how badly they had failed Carol the last time she was with the team, made every effort to do what they could for her this time around, and Carol decided to forgive them. Even after she had fully recovered, the Avengers invited her to stay. The Starjammers also visited Carol and invited her to join them once more, but it conflicted with her schedule with the Avengers, so she decided to remain on Earth.
Though Carol had lost her cosmic link to her Binary powers, she was able to regain her original Ms. Marvel powers of super-strength, resistance to injury, flight, and enhanced senses. In addition, she now had the ability to manipulate and project energy, which may have been a residual after-effect of her powers as Binary. For her second stint with the Avengers, Carol decided to change her code name to Warbird, though she kept wearing her signature Ms. Marvel costume.
Unfortunately, all of the trauma Carol had been through up until this point – her boyfriend's murder at the hands of Mystique, her abduction and rape by Marcus, the stealing of her powers and memories by Rogue, her capture and torture by the Brood, and gaining and then losing godlike power as Binary – had caught up with her and was taking a heavy toll on her psyche. True to her independent nature, she never spoke of her emotional distress to her friends or teammates, and unwisely turned to alcohol as a means of coping instead. Carol went on Avengers missions while intoxicated and often made simple and inexcusable mistakes. After a couple of near-catastrophes due to Carol's uncontrolled behavior, the Avengers eventually had no choice but to expel her from the team. Iron Man, a former alcoholic himself, then helped Carol overcome her alcoholism and stabilized her powers, and in the process their friendship deepened considerably.
After her recovery, the Avengers invited Carol back again, and she accepted. Later, she voluntarily left the team to join SHIELD and the U.S. Department of Homeland Security. During this time, she set aside her Ms. Marvel costume and wore a militaristic-looking uniform with armor plating on the chest and shoulders, a costume which became associated with her Warbird code name. She also employed her expertise with dealing with super-villains to become a parole officer for the new Thunderbolts.
After the Scarlet Witch tragically went insane, she used her vast probability-altering powers to create the House of M – an alternate reality where mutants became the ruling class of humanity, while normal humans became the oppressed class. Earth's heroes were eventually able to reverse what the Scarlet Witch had done and, after reality had reverted back to normal, Carol was among the few heroes who could remember what had happened during her time in the House of M. There, she had truly realized her full potential as Ms. Marvel and had become one of Earth's most renowned and universally admired heroes, essentially becoming that reality's version of Wonder Woman. Inspired by her House of M self, Carol decided to revitalize her superhero career and become the best hero she could be. She quit her Homeland Security job and even turned down an offer to join the New Avengers. Deciding to operate as an independent superhero once again, she changed her code name back to Ms. Marvel and resumed wearing her signature Ms. Marvel costume.
During the Civil War, Ms. Marvel decided to become pro-registration, out of loyalty to the U.S. government and also to her longtime friend Iron Man, who had offered to lead the pro-registration forces. She joined a team to help enforce the Super-Human Registration Act alongside Iron Man. She worked with Wonder Man and Arachne to help train new superheroes while also hunting down anti-registration heroes.
Carol soon learned that Arachne was a double agent who was using her position to secretly feed vital information to the anti-registration forces. Carol felt that she had no choice but to turn Arachne in. As Ms. Marvel, she hunted down Arachne, defeated her in front of Arachne’s own daughter, and took her into custody. The friendship between the two women was destroyed by this encounter, and Carol had considerable regrets afterward. Arachne eventually escaped custody, returned to her daughter, and moved to Canada to become a member of Omega Flight.
Later, Carol paid a visit to a young Hispanic superheroine named Araña to convince her to register. Because Araña idolized Ms. Marvel she was happy to comply, after which Carol trained Araña to be a superhero. Unfortunately, Araña was badly injured during a mission, causing Araña's father to forbid Carol from seeing Araña again.
Rogue later paid Carol an unexpected visit. The animosity between the two women had subsided at this point, since they were now both well aware of each other's impressive super-hero careers and realized that they should be allies. However, Carol's emotional scars ran deep and she still did not fully trust her old adversary. Rogue informed Carol of a problem -- there was now another Carol, a much more belligerent one, that was being detained at the Xavier Institute. This Carol, first encountered by Beast, was an alternate-Earth version of Carol who still called herself Warbird and wore the armor-plated Warbird uniform. It was revealed that on her own Earth, Warbird became a serious alcoholic because of what Rogue did to her, and her world eventually was destroyed while she was incapable of saving it. Warbird would then be tossed to different universes before landing in Marvel's main reality (also known as Earth-616).
After meeting Warbird herself, Carol quickly became disgusted with her alternate-Earth counterpart's uncompromising and hostile attitude. A violent battle between Carol and Warbird soon broke out. Rogue tried to help, but Carol, in the heat of battle subconsciously thinking of the mutant as her old enemy again, lashed out at Rogue and broke her ribs. After Rogue was incapacitated, Warbird informed Carol of her true intentions -- that she had already traveled to many different Earths, killing both the Rogue and Carol of each Earth. Carol, appalled at how evil her alternate-Earth version had become, attacked Warbird again and defeated her. Warbird was taken into custody and imprisoned in a maximum-security facility. Meeting the alternate-Earth Warbird caused Carol to do some serious soul-searching, and she wondered if she ever truly forgave Rogue for what the mutant had done to her years ago.
Ms. Marvel then took on a familiar foe from her past, A.I.M., as M.O.D.O.K.'s son tried to blow up Seattle by using his father as a bomb. Ms. Marvel was caught in the explosion when she attempted to stop it, but completely regenerated from it.
Afterward, it came to Ms. Marvel's attention that super-powered women were disappearing around the world, with colleagues like Tigra , Stature, Dusk, Silverclaw, and even Araña included among the missing. Carol took this personally and began an intense investigation in order to locate and rescue the women. She eventually discovered that they were being held on a remote island and mind-controlled by the Puppet Master in order to build himself a slave army. Ms. Marvel attacked his stronghold, but had to battle and defeat Tigra and the other mind-enslaved women when the Puppet Master ordered them to kill her. After Ms. Marvel dismantled the Puppet Master's operation and freed his captives, he took his own life by blowing himself up. Ms. Marvel realized that she could have stopped him, but was so angered by what he had done that she had allowed the bomb to go off. She regenerated from the explosion and lied to her team about not being able to prevent the Puppet Master's suicide.
The alien being called Cru then appeared at the end of this arc, and revealed that 'she' was the reason that Ms. Marvel was regenerating, because a part of her was inside Ms. Marvel. It actually turned out that the Brood destroyed Cru's home planet, not the other way around. Cru unlocked Ms. Marvel's old Binary powers, giving her a chance to battle and defeat an old enemy, the Brood Queen. The Brood Queen killed Cru, but Ms. Marvel smartly used a bomb to make the Brood Queen explode.
Iron Man asked Ms. Marvel to lead a new government-sanctioned team of Avengers, which she accepted; the two picked a team together. During their first mission, the Mighty Avengers fought the new incarnation of Ultron. Ms. Marvel absorbed energies from Ultron during their battle; after having SHIELD scientists examine the energies, she stopped missiles from hitting New York by diverting them upwards. She then used the energy she absorbed from the missiles to stop the Sentry when he went crazy.
When the Mighty Avengers and SHIELD launched an attack on Doctor Doom, Ms. Marvel was again team leader, along with Iron Man. When the Sentry and Iron Man returned from the past, she flew to them, urging them to take cover before the place exploded. They survived the explosion and continued with the invasion. In the end, they prevailed and Doom was taken into custody.
On a mission to Japan (in which Ms. Marvel did not participate), the Avengers discovered that the assassin known as Elektra had been replaced by an agent of the shape-shifting alien race known as the Skrulls. They soon learned that many more Skrull agents, in disguise as other Earth heroes, were spearheading an imminent invasion of Earth by the Skrull Empire. It was nearly impossible to determine who might be a Skrull, resulting in Earth's heroes, already paranoid from the recent Civil War, viewing each other with great suspicion. Iron Man, as the head of SHIELD, observed secret surveillance footage showing Carol Danvers seemingly being in two different places at the same time. Iron Man told SHIELD Agent Sum that one of the Carols must be a Skrull in disguise, and had surveillance intensified on Ms. Marvel.
Back in New York, Ms. Marvel was still investigating AIM and was unaware that she had fallen under SHIELD scrutiny. She performed a routine check-up which unexpectedly yielded the location of a hidden AIM base. After a suspicious delivery truck with unknown cargo left the base, she decided to follow it rather than attack. It turned out that the truck contained a hostile alien life form, and after she intervened, she discovered that it was a Super-Skrull with the combined powers of several of the X-Men. She battled the Super-Skrull, who teleported away using Nightcrawler's teleportation power after noting that Ms. Marvel "smelled of his true prey," which was enough to help him continue on his "true mission."
Ms. Marvel thought through the people she had seen earlier that day and grew concerned that the Super-Skrull's actual target may have been an associate named William Wagner, with whom she recently had a brief romantic relationship. She urgently called him via cell phone and a surprised-sounding William answered, but before the conversation went anywhere Ms. Marvel heard him scream and drop the phone. She flew at top speed to his apartment, only to find William sprawled dead in the bedroom. As she checked William's body, Agent Sum arrived, armed with a SHIELD weapon designed to take down superhumans and threatening to shoot her if she did not surrender.
Realizing that she had been set up, Ms. Marvel thought fast and managed to escape Agent Sum, but was confronted by more of her own SHIELD colleagues, the super-powered agents Sleepwalker and Machine Man. Unable to convince them of the truth and not wanting to attack her own teammates, she flew away but was followed by Machine Man, who gave her no choice but to turn and fight. Ms. Marvel reluctantly tore Machine Man to pieces, knowing that he could easily reconstruct himself later, but was then attacked by a duplicate Ms. Marvel, resulting in much confusion. The elite SHIELD unit known as Operation: Lightning Storm arrived and, unable to distinguish which Ms. Marvel was Carol Danvers and which was a Skrull agent, apprehended both of them and took them into custody.
Carol (the true Ms. Marvel) was later freed from her cell by Agent Sum, but then her danger sense kicked in and she struck him down, believing him to be a Skrull. When he fell and didn't revert to Skrull form, she thought that she had made a mistake. But at that point the real Agent Sum entered the room, and the fallen "Agent Sum" reverted to his Skrull form -- the same X-Men-powered Super-Skrull that Ms. Marvel had fought earlier. Ms. Marvel, Agent Sum, and other SHIELD agents all attacked the Super-Skrull, eventually knocking him into the area where the second Ms. Marvel was being detained. That "Ms. Marvel" finally reverted to her true Skrull form, and revealed that William Wagner was still alive and that she had merely disguised herself as William's body in Carol's apartment in order to frame Carol. William himself later appeared and revealed that he was actually a Kree agent sent to Earth to investigate the recent activities of the Skrulls, as the two races were long-time mortal enemies.
In the core Secret Invasion storyline, Ms. Marvel flew with the Mighty Avengers to the Savage Land. Iron Man's armor became infected with a Skrull virus, so Ms. Marvel pulled Tony Stark out of the armor and flew him away to the base where the fugitive New Avengers (composed entirely of non-registered heroes) were captured on their first mission. Stark told her to leave and return to the mainland in order to gather the Initiative so they could be ready for the Skrull invasion. However, it was too late and the Initiative was scattered. Ms. Marvel, the only hero left in Manhattan to face the invasion, made the decision that the city would not be taken as long as she was alive.
The battle ensued, and Ms. Marvel fought the entire Skrull invasion force harder than she ever fought a battle in her life. In addition to the countless Skrull soldiers, she had to contend with numerous Super-Skrulls, including an unprecedented giant version that could adopt virtually any power it wanted. Despite the overwhelming odds, Ms. Marvel prevailed, almost single-handedly preventing the Skrulls from taking the city before their ultimate defeat at the hands of Earth's heroes.
Afterward, the government made Tony Stark the scapegoat of the invasion and forced him to step down as head of SHIELD. The organization was re-named HAMMER and restructured from top to bottom. Norman Osborn, a former super-villain who was now seen as a hero after the invasion, was put in charge of both HAMMER and the new government-sanctioned team of Avengers. Osborn issued a warrant for Stark's arrest, forcing Tony into hiding. Osborn then summoned Ms. Marvel to his headquarters in Avengers Tower and gave her an ultimatum: Join his new Avengers team under his command, or be considered a criminal like Stark and placed under arrest. Ms. Marvel, knowing Osborn for what he truly was, rejected the offer and blasted free of the Tower before she could be apprehended. She then joined the renegade New Avengers and was elected the team's second-in-command.
Osborn realized that the fugitive Carol Danvers, like Tony Stark, was very dangerous to his future plans. He recruited the terrorist Ghazi Rashid, an old enemy of Carol's from her CIA days, to kill Ms. Marvel. Osborn used a super-drug known as 'Ascension' to give Rashid superhuman powers formidable enough to succeed in the task. Only a short time later, Ms. Marvel encountered Rashid, who attacked with lethal force. Though she was experiencing power burnout at the time, Ms. Marvel overcame the attack and managed to defeat the villain. In the process, however, she overloaded, and it seemed that the original Ms. Marvel was now dead.
Satisfied that Carol had been eliminated, Osborn hand-picked his own team of Avengers, mostly choosing former Thunderbolts. This team became known as the Dark Avengers, since it was both composed of and led by former super-villains in the guise of heroes. He placed Karla Sofen, formerly the villainess Moonstone, in the guise of Ms. Marvel. A stunning blonde similar in appearance to Carol, Karla was suited in a variation of Carol's original red-and-blue Kree-oriented costume and became the version of Ms. Marvel that was exposed to the public eye. She took on a more brutal role of crime enforcer, killing rather than apprehending dangerous criminals. The public reaction to this new Ms. Marvel was mixed.
Some time after the apparent demise of Carol Danvers, there were various world sightings of several brightly-colored feminine energy beings, seeking special genetically engineered creations of AIM. Wherever the beings appeared, they left death in the wake of their search. While this was happening, Karla Sofen, in the guise of Osborn's Ms. Marvel, used the weapon of an AIM splinter cell against itself. In the process, she rescued an assembly of multiple telepathic genetic fetuses, engineered from both the MODOC and Storyteller protocols. She discovered that both she and the energy beings sought the "babies," and ended up doing battle with one of them.
Later, when Wolverine, Spider-Man, and even Deadpool became involved in the fight for possession of the "babies," it was revealed that these energy beings were actually Carol Danvers herself, split into all of her various Kree energy patterns. After the New Avengers helped her gather enough of the "babies" and put them together, their combined power was used to fuse Carol back into a single being, paving the way for a fateful final encounter between Carol Danvers and Karla Sofen. In the ensuing battle, Carol decisively defeated Karla and reclaimed her rightful name and role as Ms. Marvel.
Ms. Marvel later fought in the climactic struggle against Osborn's Dark Avengers during the Siege of Asgard. She arrived at the battlefield set up on the Asgardian ruins and helped Spider-Man defeat his arch-enemy Venom, who was on Osborn's side of the conflict. But during the fight, Venom's alien symbiote suit latched onto Ms. Marvel and tried to turn her into a brand new host for itself. Spider-Man helped Ms. Marvel free herself from the symbiote, which then re-joined with its human host Mac Gargan. Venom then revealed that while in connection with Ms. Marvel, it had sensed that she harbored a secret affection for Spider-Man. Angered and embarrassed, Ms. Marvel took down Venom herself and flew Spider-Man to the Asgardian battlefield to join with the other heroes. The Siege ended with the total defeat of Osborn's forces thanks to the combined efforts of all of the heroes involved, led by Captain America (Steve Rogers, back from the dead after seemingly being assassinated after the Civil War), Iron Man, and Thor.
The defeat of Osborn and his Dark Avengers ushered in a new era of Marvel history, known as the Heroic Age. The Superhuman Registration Act was repealed, and the original "Big Three" of the Avengers (Captain America, Iron Man, and Thor) decided to establish three separate teams of Avengers in order to better serve and protect the public. Ms. Marvel was once again elected second-in-command of the latest New Avengers team, led by Luke Cage and headquartered in the restored Avengers Mansion. The team's current roster includes Carol's longtime friends Wolverine, Spider-Man, and the Thing.
With the new Marvel event, Ms. Marvel became part of the Secret Avengers and was part of the group who were sent into space to try to stop the Phoenix Force from reaching Earth. Her teammates were Thor, Noh-Varr, War Machine, Captain Britain, Vision and Beast. The first time they went straight up against the Phoenix Force, they failed but the second time, Thor was able to send the Phoenix away for a time. Afterwards, Captain Marvel made his return and Ms. Marvel went with him and Noh-Varr to the Kree Empire. She showed that she is still in love with him and they kissed but also that she does not know he is not the real Captain Marvel.
During a battle with the Absorbing Man, Captain America urged Carol (who was dressed in a new costume) to take on the mantle of Captain Marvel. Hesitant, she decided to initially decline his offer. Whilst pondering her life on the fringes of the Earth's atmosphere, Carol remembered Helen Cobb; a late friend, mentor and fellow pilot who had recently passed away. Helen had emphasized the idea of being the best you could be, and not allowing anything to hold you back. With this in mind, Carol chose to take the mantle of Captain Marvel. Whilst trying to break Helen's previous flight record, Carol encountered engine failure. During her attempt to regain control of the aircraft by utilizing her powers, she lost consciousness. Upon awakening, she found herself to be in a forested area, with no memory of how she got there - or, indeed, whether she managed to avoid crashing the plane (she was unable to find a landing site). She soon encountered enemy forces, who briefly held her prisoner. Before long the enemy forces encountered the all-female Banshee Squadron—a small camaraderie of World War II soldiers—and it became apparent to Carol that she was certainly not in the present day. After escaping back to her own time, Carol was invited by Monica Rambeau, another Avenger who has gone by the name Captain Marvel over the years, to uncover the mystery which surrounded the disappearance of various ships and planes. After finding an underwater graveyard of the missing vehicles, a huge robot emerged from the water, building itself from the wreckage. After a short battle, and with the robot not yet defeated, Carol absorbed Monica in her energized state. Using the excess energy, Carol unleashed a powerful energy blast at the robot, and it was defeated.
Back in New York, Carol went about her daily routine, still tormented with painful headaches. After running a few errands, as dictated by Tony Stark, Carol goes to her doctor's appointment and is told that she has a brain lesion. As a result, she can no longer use her power of flight. (Presumably, the excess air pressure would aggravate the damage caused.) After promptly ignoring the doctor's orders when she confronted the villain Deathbird, and being knocked unconscious as a result, Carol woke up in hospital and was told that if she continues to use her ability to fly she could sustain permanent brain damage, in particular permanent and irreparable long and short term memory loss. Undeterred and eager for a rematch with Deathbird, Carol went in search of the villain, helped by Captain America's upgraded motorbike. The situation is later revealed to have been masterminded by a returned Yon-Rogg, and in the ensuing battle, Carol manages to defeat the villain, but at the cost of her memories.
Following this she enters into a romantic relationship with James Rhodes (although she would later end it without reason, though many would blame a sudden descent back into alcoholism), and later joins the Guardians of the Galaxy. After a time skip, she is also seen heading up the joint S.H.I.E.L.D./Avengers task force aimed at capturing the Illuminati. She operates as the team's field leader while Steve Rogers directs missions from a central command location. During the final Universal Incursion, Carol is one of the few heroes who manages to escape the destruction. As a result, she is one of only a handful of the residents on Doctor Doom's new Battleworld that remember the prior universe.