Captain Marvel (8th series) #3

Issue Date: 
May 2016
Story Title: 
Rise of the Alpha Flight, part three

Michele Fazekas & Tara Butters (writers), Kris Anka & Felipe Smith (artists), Matthew Wilson (colorist), Virtual Calligraphy's Joe Caramagna (letterer), Kris Anka (cover artist), Ema Lupacchino & Guru EFX; Jamie McKelvie & Matt Wilson (variant cover artists), Chrarles Beacham (assistant editor), Sana Amanat (editor), Axel Alonso (editor-in-chief), Joe Quesada (chief creative officer), Dan Buckley (publisher), Alan Fine (executive producer)

Brief Description: 

Captain Marvel realizes something isn't right when she appears in a Kree costume, fighting on a battlefield alongside Kree warriors who are destroying the Satori. She wakes to find herself in the Alpha Flight Space Station infirmary, where a Cat Doctor warns her that her immune system has been weakened. Lt Commander Brand is interrogating Lt Kawasaki, who is accused of implicating the Eridani delegation in the attack on the AFSS, while Puck and Sasquatch discover that some important footage has been erased from the security recordings, and Aurora inspects the damage to the AFSS caused by the recent explosion. Captain Marvel and Lt Commander Brand argue about Lt Kawasaki, before Captain Marvel has more visions where she is transported to the battlefield. Captain Marvel meets with Lt Commander Brand and Alpha Flight, as they discover that the derelict Satori ship has latched itself onto the AFSS, and soon, it starts to spread into the station, infecting it like a disease. Alpha Flight attempt to remove the infection from the AFSS, while Captain Marvel continues to have visions – and she is soon imprisoned by Lt Commander Brand. They talk it out, and Captain Marvel realizes that her hallucinations are being caused by the Satori vessel. Puck, Lt Kawasaki and the Cat Doctor examine some equipment retrieved from the Satori vessel, and discover some DNA within the Satori vessel's computer. Sasquatch and Aurora meet with Captain Marvel whose hallucinations continue, and in them, she learns that Mar-Vell used a bomb to destroy the Satori. The Ensign assigned to the Eridani informs Brand that they demand to talk to her, but Brand brushes her off, as she has more important things to do – and when the Ensign leaves her, Brand is attacked by an unseen assailant. The team regroups, and Lt Kawasaki explains that the Satori ship was designed to amplify, seek out and destroy Kree DNA, which might be why Captain Marvel is having the hallucinations. Captain Marvel evacuates the portion of the Alpha Flight Space Station connected to the Satori vessel, before learning of Brand's attack. A second Satori vessel approaches the AFSS, with a message - “Death to Hala”.

Full Summary: 

In Captain Marvel's Dream:

Carol Danvers a.k.a. Captain Marvel looks around, wide-eyed, sweat glistens on her face. She shields herself from a nearby explosion and decides that something is not right – definitely not right. 'I've never been to this place' Carol realizes as she looks out to the barren landscape and sees many explosions as tanks and alien warships do battle. She is wearing a white and green Kree costume, and suddenly, a large multi-limbed alien slams into Carol, knocking her into the air, she lands, and looks up, 'But I know how this ends' Carol thinks to herself as the large alien suddenly brings down a spear and shoves it through Carol's chest. She convulses and screams.


Carol gasps and clutches her chest, looking around she sees herself in the pod module of the Alpha Flight Space Station. Others are resting in beds in this med-bay, and Carol decides that this places is only marginally better.

'Good, you're awake' a voice remarks, and Carol turns to see a cat inside some sort of hoversuit, with wings that flutter behind the cat to keep it afloat, and long extendable arms. 'How long have I been out?' Carol asks. 'Twelve hours. How do you feel?' the Cat Doctor asks. Carol looks at her chest and tells the Cat Doctor that she isn't sure. The Cat Doctor remarks that something is going on with her, but they don't know what yet. 'Reassuring' Carol replies as she sits up and moves onto the edge of the bed. The Cat Doctor informs Carol that her immune system is weakened, not just by Captain Marvel standards, either. The Cat Doctor then asks Carol where she thinks she is going as she gets up and starts to walk towards the door, 'You're not released. You haven't been cleared for duty' the Cat Doctor remarks. 'Okay. Good talk' Carol waves back at the Cat Doctor. 'Captain!' the Cat Doctor protests.

In the Detention Module, Lt Wendy Kawasaki sits in front of a table while a security officer watches her, and Lt Commander Abigail Brand stands in the doorway. 'Where is Carol? Is she all right?' Wendy asks. Brand simply tells Lieutenant Kawasaki that she should be more concerned about herself. 'I didn't do anything' Wendy protests. Brand scowls and declares that Kawasaki's authorization was used to alter sensor records – to implicate the Eridani in the attack on the station. 'Why?' the green-haired officer asks. Motioning to the upper corner of the room, Wendy points out that there are security cameras all over this station. 'Check them. You'll see it wasn't me' Wendy replies.

In the AFSS security room, Eugene Milton Judd a.k.a. Puck and Dr Walter Langkowski a.k.a. Sasquatch are examining security footage. Judd remarks that he is not very comfortable with this, as he watches the many monitors before him. 'Being under constant surveillance? What do you have to hide?' Sasquatch asks his longtime teammate. 'A bunch of things' Judd replies, before peering at a monitor and remarking that Samberly should really get a mole checked out. 'Got the file' Sasquatch announces, adding that it is footage of the terminal where the sensor footage was changed. 'Who's out hacker?' Puck asks as he looks up at the monitor – only static is all that appears on screen. 'It's been erased' Sasquatch reveals. 'By whom?' Judd wonders.

Back in the detention module, Brand now sits opposite Kawasaki, who asks 'Me? How would I know how to hack into the surveillance system?' 'You've got a genius IQ. I'm sure you could figure it out' Brand replies. 'Well, yeah. I probably could. But why? This is my dream job. I have no reason to want to sabotage the station' Wendy announces. Brand tells her that all the evidence says otherwise. 'What evidence?' Wendy asks. Brand tells her that it was the explosion in Wendy's lab that injured a dozen people. 'Explain that' she declares. Wendy grits her teeth and looks upset 'How should I know? I wasn't even there! It could've been an accident!' she exclaims.

But, outside the AFSS, Aurora a.k.a. Jeanne-Marie Beaubier is wearing a space-helmet as she flies over the damaged part of the space station. Aurora announces that this was no accident, and that the explosion was caused by something brought back from the alien vessel.

'Which means I didn't cause the explosion' Wendy remarks. 'No. whatever you put in your backpack did' Brand points out. 'We were bringing things back to study!' Wendy declares, to which Brand suddenly asks 'How's your brother?' Wendy looks taken aback, '...what?' she replies. Captain Marvel has changed into her costume and enters the room, while Brand tells Wendy that she understands her brother is very ill. 'Medical bills must be piling up' she points out. 'You can' can't think -' Wendy starts to reply, as Carol orders the security officer to take a hike. 'I'm conducting an investigation -' Brand protests, getting to her feet. 'Into the wrong person' Carol declares, informing Brand that she needs to speak to the Lieutenant in private. 'If she's innocent, she's got nothing to hide' Brand remarks. She scowls again and refuses to move.

'Lieutenant Commander Brand, you seem to have a hard time with the fact that I'm in charge of this station. That is not my problem' Carol tells her second-in-command. 'No. Your problem is someone's trying to sabotage this station' Brand replies, and as she leaves the room, Brand tells Carol that her other problem is that she should be back in medical. 'You look like hell, Danvers'.

Carol sits down opposite Wendy and asks her if she is okay. 'Captain, you have to know, I would never -' Wendy starts to reply. 'I know, Wendy' Carol tells her. Wendy glances sideways, 'She brought up my little brother...he's sick. As if that would make me do something like this' Wendy remarks. She adds that the Lieutenant Commander is wrong. 'Someone is trying to make me look guilty' Wendy announces, before noticing Carol clutching her head, she asks the Captain if she is okay. 'Just losing my marbles' Carol thinks to herself as she sees the same battle from her dream, in a vision behind Wendy. 'Danvers!' Wendy shouts, before she goes over to Carol's side. Carol looks at Wendy and tells her that they have to get away from the alien ship.

Soon, Captain Marvel enters a busy part of the Alpha Flight Space Station where offices are going about their business. She approaches Sasquatch, Aurora, Puck and Lt Commander Brand and asks 'What's the status of the alien vessel?' Brand tells her that there is nothing new – it is docked outside the Alpha Flight module. 'Also still creepy' Puck points out.

The team stands around a pink object and Aurora tells Captain Marvel that it is the device that detonated in the lab. 'Looks pretty intact for a bomb' Captain Marvel remarks, and Sasquatch explains that it is regenerating itself. 'A bomb that regenerates itself. And we thought it was a good plan to bring it onto the bridge?' Carol asks. 'That's what I said' Puck mutters. Sasquatch adds that it is not fully regenerated, and any blast would be contained inside the force field. Carol announces that she is not taking any chances and orders the team to get rid of it. 'And then we're getting rid of this' Carol adds as she looks out a large window to the alien ship that is docked alongside the AFSS. 'Release the docking clamps on the vessel' Carol declares. 'Unless you have any objections?' she asks, glancing at Brand. 'For once? Nope' Brand replies.

'Captain... there's a problem' an officer seated at a console reports. He nervously states that the docking clamps are not responding, but power levels are normal. 'They're just...stuck' he declares. 'Wanna trade jobs?' Carol asks Brand. 'Nope' Brand replies.

Inside the docking bay, Carol, Sasquatch and Puck stand before a panel of the space station's wall, 'What the hell is that?' Puck asks as the see a strange growth covering the panel. Sasquatch announces that it appears that material from the alien vessel has grown over the docking clamps. 'It's infecting the Station. Like cancer' Carol remarks, adding that they need to see how bad this is. 'What are you doing?' Sasquatch asks her as Carol starts to pull the panel off the wall. 'Trying to...look inside...this wall' Carol replies as she struggles to tear the panel off. 'Carol. You are unwell' Sasquatch points out as he tears the panel away with ease. 'So's the Station' Carol remarks as she looks at the growth which has spread into the wall.

Soon, Aurora and Puck are wearing space-helmets as they work on the outside of the Alpha Flight Space Station which is now covered in the strange growth. Aurora hovers alongside it and blasts the growth with her light, while Puck wears some anti-grav boots that connect him to the Station. 'It's not that strong' he declares as he fires the weapon at the growth. Aurora points out that it is growing fast, as the surface area it covers has already increased by ten percent. 'Yeah, I'm starting to see that' Puck agrees as the growth moves around his feet. He then contacts the AFSS and reports that they are fighting a losing battle here. He asks Walt and Carol if they are having any luck inside the vessel, but gets no response. Aurora flies away from that particular area of the AFSS to examine part of the alien vessel, when suddenly, there is a powerful flare of energy hat moves towards her, and sends her tumbling out into space away from the AFSS. 'Shut down the engines! Shut them down! Aurora!' Puck calls out to his teammate, who is able to steady herself gain control of her flight. Aurora announces that she is okay, while Puck continues to attempt to contact Sasquatch and Captain Marvel. 'Are you reading the transmissions?' he asks them, but gets no response. 'Shut down the engines. We're losing structural integrity!' Puck reports.

Inside the alien vessel, Sasquatch lies motionless at the entrance to the bridge, where Captain Marvel, who still looks unwell, is at the controls. She hears something, and she knows what she is supposed to be doing – but for some reason, she just can't. She looks out the window ahead of her, and once again sees the battle from her dream. 'Att-Lass, I need more power!' Carol calls out. To Carol, she is in a small fighter jet out over the barren landscape, fighting in the alien battle. 'We're getting obliterated up here!' she exclaims, before believing that her jet is hit, is careens to the ground below. On the alien vessel bridge, Brand approaches Carol carefully from behind, a weapon aimed at her. Puck and Aurora are with brand, as Carol sits at the controls, still disorientated, 'Thrusters not responding – I'm going down -' she calls out, before Brand fires the weapon at her, causing Carol to fall to the floor. Aurora sits at the controls and powers the engines down, while Judd check's Carol's vitals and reports that she is breathing. 'I'm surprised that thing worked on her' Judd adds. 'That's what's worrying me... it shouldn't have' Brand remarks as Carol lies motionless before them.

While in the infection spreads on the outside of the AFSS, Carol thinks to herself 'Wake up. Wake up. Wake up', and when she does, she finds herself in a holding cell, with Brand standing over her. 'What is going on?' Carol demands. 'How are you feeling?' Brand replies. Carol gets up off the table and strides over to Brand, asking her what she is trying to pull. 'Why am I in detention?' Carol asks. Brand ignores the questions and asks Carol what the last thing she remembers is. 'The alien was growing inside the walls of the Station. Walter and I boarded it to try and pry it loose' Carol replies .'You don't remember attacking Walter?' Brand asks. 'WHAT?' Carol snaps. 'Or firing the ship's engines while it was still docked?' Brand adds. Carol asks her what she is talking about, and Brand explains to her that she has been hallucinating – and declares that she has become a danger to them all. 'Let me out of here' Carol shouts. 'Not a chance' Brand replies, calmly. 'Do you really think you can keep me in this cell?' Carol enquires. Brand tells her that she does, and that in addition to hallucinating, it appears Carol's powers have been depleted.

Carol looks at her hands as Brand informs her that the doctor says she is operating at about ten percent – and falling. Carol reaches forward to touch Brand, but her hand passes through. 'Hologram!' Carol realizes. 'Ten percent Captain Marvel is still ten percent Captain Marvel' Brand points out, before adding that she isn't a complete idiot, in reference to the hologram. Carol narrows her eyes, while Brand informs her that in her hallucination she was fighting a battle. 'Do you remember any of it?' Brand asks. Carol runs a hand through her hair and claims that she does not – except that she thinks it is being triggered by the alien ship. Brand agrees. Carol instructs Brand to get Wendy out of lock-up and get her on this. 'I don't want to hear about procedure or evidence -' Carol begins, but Brand tells her that Wendy is already working on it. 'And if you have another hallucination...take notes' Brand suggests, before her hologram vanishes. 'Can I at least have a pen?' Carol calls out.

The medical module laboratory, the Cat Doctor flits about, while Wendy stands before a large screen examining some data, and Puck looks at some equipment on a table. 'Look at this stuff. Not a scratch on anything. You'd never know it'd been blown to smithereens' Puck points out. Wendy announces that the compound regenerates twenty times faster than a human liver. 'I'm sorry your slug didn't regenerate' Puck tells her, referring to the alien that Wendy brought back from the alien vessel. 'Uh-huh' Wendy replies. Puck says that he would offer to get her another one, but he can't, 'Because slugs. I'm not helping, am I?' Wendy ignores him and points to some data on the screen. 'Look at that pattern. It's all over their main computer. This means something. I just don't know what' Wendy declares. She adds that there are twenty two other patterns that are similar, all repeating together. 'Chromosomes' Puck tells her, while the Cat Doctor flies over to them and states that humanoids have tenty-three chromosomes, and adds that the computer can give them a graphic representation of the code. The suit that cat wears extends the arms and touches a screen. The code changes into an image: 'It's DNA' the Cat Doctor announces. 'Whose?' Wendy asks.

Carol convulses in her dream as the sword is plunged into her. 'ARRRGH... waking dream. Ny $%&^ still hurts like hell' she declares with a small device clamped to the side of her head. Aurora and Sasquatch stand outside her detention cell and Sasquatch informs Carol that the device dampens the signals in her right temporal gyrus, meaning she experiences the hallucination, but is not consumed by it. 'Is there gonna be a test on this later?' Carol enquires, while Aurora asks her what she sees. Carol sits up in the dream, 'A bunch of bodies. It's a massacre' she replies as the large alien who shoved the spear into her is shot. 'The Satori are retreating, Sir. What are your orders?' a Kree officer asks, rushing over tob help Carol off the ground, several others stand guard. 'Evacuate the planet and deploy the weapon' Carol orders. Back in her cell, Carol is able to inform Walt and Aurora that he is going to use some kind of planet killer bomb. 'He's going to kill them all' she remarks. Who is?' Walt asks her. 'I am' Carol replies as in her dream she leads the soldiers back to a ship.

'But I'm not me. I'm Mar-Vell' Carol announces as in her dream she rushes up the ramp into the ship, and catches her reflection – that of Mar-Vell in a pane of glass. 'Mar-Vell... the Kree warrior who gave me my powers. How is this possible?' Carol wonders.


Elsewhere on the Alpha Flight Space Station, Brand strides down a corridor, when suddenly, the Ensign she assigned to the Eridani delegation rushes up to her, carrying a hand-held computer device, informing her that the Eridani are demanding to speak with her immediately. 'Put them on ice and tell them I'll be with them as soon as I can' Brand instructs her. 'They seay it's urgent, Lt Commander -' the Ensign begins, to which Brand tells her that she appreciates her position as their Acting Counsel, but that now is the time to remember that she works for her. 'Yes, Ma'am' the Ensign responds. Brand puts her hand up to a panel outside a door with her name on it, but it doesn't open. 'Now what the hell is wrong with this thing?' Brand mutters, before the door opens and she steps into the darkened room 'Something's not' Brand starts to say, before she is whacked over the head with a hand-held computer device.

In the medical module laboratory, Carol, Sasquatch, Aurora and Puck stand before Wendy, who announces that there is very little data on the Satori, and explains that their homeworld was destroyed over a generation ago. 'By the Kree' Carol points out. 'You know that from your hallucinations?' Puck asks her. 'Not hallucinations. Memories. Mar-Vell's memories before he came to Earth' Carol explains.

Wendy states that she thinks she can explain this, and reveals that the entire Satori ship was designed to amplify Kree DNA, seek it out and destroy it. 'Then why aren't my powers getting stronger?' Carol asks her. Wendy suggests it might be because Carol is only half-Kree, her physiology is rejecting the increase in Kree abilities. Puck motions to the table where the equipment from the ship has been placed, and states that if the ship is a Kree killing machine, then they have a problem – it is repairing itself, which means sooner or later it is going to start shooting. 'Then I should leave' Carol suggests. 'Get in an Alpha Flight squadron jet and fly as far away as possible'. Aurora points out that the Satori ship is still entangled with the Station, and once it awakens, it will still try to pursue her. 'Tearing the station apart in the process' Sasquatch adds. 'Then let's pull it apart ourselves' Carol declares.

On the bridge, Carol explains that the Station was designed to be modular. 'Need a better science department? Just swap out the old module with a new one'. Wendy asks Carol if they are just going to take the entire Alpha Flight module off the station. 'After we've moved out the squadron and whatever isn't nailed down' Carol replies, before asking where Lt Commander Brand is. She radios Puck and asks him if he has eyes on Brand, but Puck replies that he hasn't seen her. He tells Captain Marvel that they are good to go down here, and asks what the plan is after they disconnect the module. Carol replies that she thought she would strap a rocket to it and launch it towards the center of the sun. 'Hell. Yes' Puck replies. 'Should only cost a hundred billion dollars to replace' Carol mutters, before announcing that they can't wait for Brand. 'Let's do this, on my mark...!' Carol commands, and a large part of the Alpha Flight Space Station is removed from, the part that is connected to the Satori ship starts to float away in space. 'Alpha Flight module is away' someone confirms.

Aurora approaches Carol and Wendy and reports that Brand has been attacked, that Walter found her and she is in medical. 'WHAT?' Carol gasps, before Puck informs her that they have a new contact on long-range sensors. 'Who is it?' Carol asks. 'It appears to be a second Satori vessel. They're hailing us' Puck reveals. Carol doesn't look happy. 'Well. That's new. Let's hear it' she remarks, as a message appears on a screen, but the computer is unable to decipher the language. 'I can' Carol announces. 'Death to Hala. Death to Hala' she reads from the screen, as the second ship moves closer to the Alpha Flight Space Station....

Characters Involved: 

Captain Marvel VI

Aurora, Puck, Sasquatch (all Alpha Flight)

Lt Cmdr Abigail Brand

Lt Wendy Kawasaki


Cat Doctor

Alpha Flight Space Station crew


In Captain Marvel's dream

Captain Marvel I



Written By: