The Alpha Flight Space Station, where Carol Danvers a.k.a. Captain Marvel reports that the Satori vessel has latched itself onto the Alpha Flight module, and it seems to be feeding on the station itself, and that is just the first ship, for another one of these things just popped up in this sector. 'Any communication from them?' Agent Phil Coulson of SHIELD asks via holographic projection. Carol reports that it has been the same message over and over: “Death of Hala”. She adds that the Satori are Kree hunters. Agent Coulson suggests that it could be automated, and asks Carol if she is sure. She tells him that she is, and that their sensors indicate a hell of a lot of activity on that ship, and that it is only increasing. 'They're alive... and there's a lot of them. From what we can tell, these guys hate all things Kree... and not to state the obvious, but the Hala Star, the Kree symbol is on my... to state the obvious, the Hala Star, the Kree symbol is on my uniform. The station is in the shape of a Hala Star. We might as well all be wearing a bulls-eye' Carol declares, while over on the Satori ship that is approaching the Alpha Flight Space Station, the Satori aliens awake from their stasis chambers and prepare for their mission.
'And if we're a target, Earth is next' Lieutenant Commander Abigail Brand announces as she and Carol sit around a table and address the holographic projections of Agent Coulson, the Black Panther of the Ultimates, and Rocket Raccoon from the Guardians of the Galaxy. Agent Coulson announces 'That's not our problem' and reports that the last data transmission from AFSS had a virus hidden in the code – a real nasty one, too. 'Define nasty' Agent Brand asks. The Black Panther reports that it has gotten into the security system of Ultimates HQ at the Triskelion, while Coulson announces that it is spreading to other bases. Rocket informs the others that the Guardians haven't seen it, but he hasn't opened his email – in ever. The Black Panther points out that the transmission came from Lt Commander Brand. 'No. It didn't. They got into my computer' Brand replies matter-of-factly. 'No we know why' Carol remarks, as the Black Panther asks her if she thinks it was whoever attacked Brand. 'Has to be' Carol declares. 'He's getting bold' the Black Panther points out. 'Or desperate' Carol suggests.
Rocket announces that he wishes the Guardians could be useful, but they pedal to the metal they are still two hours from rendezvousing with them. 'And you without your powers -' he starts to tell Carol, who declares that it is all right, as she has a plan to deal with that problem. Carol reports that she should be one hundred percent after they destroy the Satori ghost ship, before asking if she needs permission to blow up the Alpha Flight module. 'I'm not the one to ask, but sure. Granted' Agent Coulson replies, before bidding Carol good luck. The transmissions end, and Carol and Brand stand up, with Carol instructing Brand to tell Alpha Flight to get to their ships and prepare to launch, and then for herself to get back to medical. 'Not a chance, Captain' Brand replies. Carol smiles at her and tells her that they are a lot alike. 'And that's pretty obnoxious'. But Brand tells Carol that she is out of her mind if she thinks that she is going to sit on the sidelines for this, then asks her if she really has a plan. 'Yes. An indirect plan. And a temporary plan' Carol replies as they leave the conference room. 'Someone on this station is trying to sabotage us. And right now that could get us all killed' Brand declares. 'Then let's get them off this station' Carol exclaims.
As the ghost Satori ship floats in space, connected to the AFSS module, an announcement can be heard over the station's communication system, informing the AFSS personnel that the Alpha Flight module has been compromised and therefore jettisoned. The AFSS personnel are instructed to proceed immediately to the aerolith for departure, and that a complete debrief will be forth-coming. 'Failure to comply with the evac order will result in immediate disciplinary action...' the announcement adds. The Ensign charged with looking after the Eridani prisoners leads them to the aerolith, as one of them asks her 'What is happening? I demand an explanation', but she gives none. Another announcement instructs all essential command personnel to remain on the station until further notice. 'Please, if you just talk to Captain Marvel, I'm sure she'll want me to stay -' Lt Wendy Kawasaki exclaims as a large alien officer grabs her. 'Miss, I've got my orders, everybody needs to get planet-side -' the officer tells her, before a voice calls out' Officer. New orders'. Wendy smiles as she sees Agent Brand, who announces that Lieutenant Kawasaki is essential personnel and is staying. 'You're with me, Wendy' Brand adds.
Plasma cannons raise up from the hull, and a lone officer on the near-empty bridge reports that AFSS shields should protect them from any blowback. 'We can fire on your command, Captain' the officer announces as Carol and Brand stand behind him. 'What if this doesn't give you your powers back?' Brand asks Carol, who reports that they will go to plan B. 'What's plan B?' Brand asks. 'No idea' Carol replies, before instructing the officer to fire. Beams of energy are fired from the aerolith component of the seperated AFSS, which blast the ghost Satori ship and the main part of the AFSS, which subsequently explode. Carol keels over, while the officer announces that there has been a direct hit, and that shields are holding. Brand turns to Carol and asks her if she is all right. Carol smiles back at Brand and instructs her to tell Alpha Flight she will meet them outside.
Soon, Captain Marvel and several fighter jets streak from the aerolith component, while Carol thinks that she wasn't born with super—powers, she was just in the right place at the right time. She got lucky, and there are days she doesn't feel like she deserves the abilities she has. Today is not one of those days. A voice over the comms system declares that contact is dead ahead. 'Same formation as before. Carol will burn out their propulsion systems. We clean up. Let's do this, Alpha Flight'. Laser blasts are fired from the ship, as a voice over the comms system tells everyone to look sharp. 'Picking up a lot more artillery on this one...'. Carol flies straight towards the Satori ship and tells her squad to take out as many of the guns as they can. 'I'm going in' she declares. But soon, as the fighter jets fire at the vessel, they don't do much damage, and someone announces that they are not doing a dent, so the ship must have some sort of deflector shield. Carol finds that out when she slams into the ship, and is knocked backwards by the shield. 'Carol! Are you all right?' someone in one of the fighter jets asks. 'Well, that's not playing very nice, is it?' Carol remarks, while one of her crew announces that it looks like the shiled generator's under the engine nacelles, and suggests everyone concentrates all firepower on that.
Carol releases energy against the ship, but someone tells her to pull back. Carol looks at her smoldering hands and declares that this is not going to work like the first time, as this ship is much stronger. 'Because the crew is alive. They've been able to keep the systems running' someone explains. Suddenly, 'I'm hit!' a voice from within one of the fighter jets announces. Carol looks over and sees the jet piloted by Eugene Milton Judd a.k.a. Puck in flames – before she is struck herself. 'Cap! Cap's hit!' Puck announces. Someone else reports that their engines are down to twenty percent, while another declares that they have lost aft shields. Leaning against Puck's jet, Carol reports that she is calling this, and instructs everyone to retreat back to AFSS. Carol pushes Puck's jet back to the aerolith base, and the others follow her. 'I should also point out that some days, super powers aren't enough. Those days suck' Carol thinks to herself.
Twenty minutes to firing range, in the cargo hold, Carol helps Puck out of his jet, while Dr Walter Langkowski a.k.a. Sasquatch and Jeanne-Marie Beaubier a.k.a. Aurora exit their own. 'What the hell happened out there?' Brand asks as she and Lt Kawasaki approach the others. 'In a nutshell? We got our asses handed out to us' Puck responds. Carol asks if the Satori vessel has increased speed, but Brand reports that it is still twenty minutes out. 'Plenty of time' Carol utters, before Wendy announces that she has some good news and reports that she has made progress deciphering the language. She adds that this is probably not a help right now. 'Something tells me they're not really in a talking mood' Carol remarks as she leads her team out of the cargo hold. Walking down a corridor, Aurora states that she has some experience in linguistics and could help Wendy speed up the translation process. 'Seems like we're past that now' Carol tells Aurora, before Brand asks her if she has thought of a plan B yet? 'Yeah. Evacuate yourselves. I'll handle them myself' Carol tells the others. 'That's not a plan. That's suicide' Brand declares.
'Right now the only thing we've got going for us is that they've got one target: me. So let's give them what they want' Carol announces. 'I'm sorry, Captain. I'm not doing that' Aurora declares. 'Me neither' Wendy agrees. 'Under no circumstances' Sasquatch tells her. 'I am give you all a direct order -' Carol begins, but Puck frowns and suggests she tell it to the marines. Brand smirks and remarks 'Honestly, I could go either way'. Carol smiles and admits that her plan B stinks, before asking if anybody else has a bright idea. Suddenly, an alarm sounds and red warning lights flash. 'Oh, that's a happy sound' Puck mutters.
The team arrives on the bridge, where the lone officer sits at a console, and reports that the Satori ship has decreased speed. 'Are they preparing to fire?' Carol enquires. The officer tells her that is unknown, before announcing that new data is appearing on his screen. He looks at it and reports that fifteen small vessels are disembarking from the main ship and are incoming. 'ETA?' Carol asks him. 'Three minutes' he replies. Carol looks over at Alpha Flight and says 'Let's hope the smaller ones are easier to handle than the big ones'. 'One can dream' Puck tells her, while Aurora announces that she would like to stay behind and help Wendy figure out the language. 'At least we can attempt communication' Aurora points out. 'Tell them I said “hi”!' Carol replies as she leads Puck and Sasquatch off the bridge.
Soon, Carol leads several jets through space once more. 'Coming into range' someone reports over the comms system. 'What are we flying into?' Carol asks. 'Weapons, propulsion and shields aren't as advanced as the mothership' comes the reply. 'What a shame' Carol smiles, before the Satori jets open fire. Carol and her squad scatter, while one of the pilots reports that the Satori jets have some kind of electromagnetic field. 'Don't get too close!' they call out. Carol punches one of the alien jets back and replies that it stings a little, but that it is not too bad. She then asks Puck if he is all right, after his jet was struck, and he tells her that the ship is fine, circuits are just a little fried. Sasquatch is in one of the jets and he instructs the Alpha Flight jets to switch to a sine-wave pulse, as it overpowers the electromagnetic pulse. The Satori ships suddenly turn and speed away, 'Do we chase them?' someone asks over the communicator. 'We don't need to' Carol replies as she looks at a Satori jet that has come to a stop nearby.
Soon, in the cargo hold, the team has returned, and Aurora, Sasquatch and Puck are examining the retrieved Satori jet. 'It's the samewas the derelict vessel – controlled with biological interfaces' Sasquatch announces. 'Eugene, place your hand inside that viscous material' Aurora instructs Puck who is at the controls of the Satori jet. 'Sounds super sexy when you say that' Puck replies. Aurora tells him that he is repulsive. Puck touches the “living” control panel and tells his teammates that this is weird, but in a good way. Aurora asks him what he feels, and Puck reports that it is like little pins and needles – some sort of current. Sasquatch asks him if he can control any of the ship's functions, to which Puck announces that he is trying, but doesn't think he can. Aurora points at one of the panels. 'Weapons. Shields. Engines' she announces. 'You've made progress with the language' Puck points out, before Aurora notices something interesting. Puck jumps out of the vessel and Aurora drops back down to the floor, too, informing Walt and Judd that it is connected to the ship, like some sort of biometric satellite. 'Which means we've been going about this the wrong way. We can't beat it from the outside' Sasquatch points out. 'So, let's kill it from the inside' Puck suggests.
In the med-lab, Carol, Brand and Lt Kawasaki stand around a table where the Satori alien from the jet has been laid, a force field surrounding him. The Cat Doctor hovers alongside the women in its flying pod. Lt Kawasaki announces that once they cracked the grammatical structure, it was a breeze. 'Their declensions and conjugations are really interesting -' she explains, but Carol interrupts her, 'I'll read the report' she declares, before holding a small device up and asking how she uses it. Lt Kawasaki explains to Carol that she just talks, and the translator will convert her speech to the Satori language, and convert his to English. 'And it works?' Carol asks. 'Yes. Probably' Wendy replies. Carol instructs the Cat Doctor to drop the force field and wake the alien up. 'Take it easy on him. He's in rough shape' the Cat Doctor replies. They all move closer to the alien, and Carol informs him that he is aboard the Alpha Flight Space Station. She introduces herself and asks the alien his name. 'You wear the symbol of Hala' the alien, who can't sit up as he is restrained to the table, points out. 'Yeah. Weird story' Carol tells him.
Brand informs the Satori alien that Captain Marvel is human, not Kree. 'No one aboard this station is Kree' she declares. 'You destroyed my homeworld. You killed them all!' the Satori frowns, attempting to sit up. 'The Kree destroyed your homeworld. Not me' Carol responds. The alien boasts that they will annihilate every last person on this planet. Calmly, Carol tells the alien that she doesn't blame him for hating the Kree, as she knows what they did to his people. 'But if we were really like them, why would we be treating your injuries?' she asks. The Satori grimaces and replies that he cannot explain why the Kree do anything. 'You murdered my family. We will destroy you' he then tells Captain Marvel, who informs him that he is too late, as somebody already beat him to it – the Kree homeworld is gone. 'This is a trick' the alien suggests. Brand assures him that it is not, and tells him that they are running out of time. 'Your ship is not responding to any of our attempts to communicate -' she begins, when suddenly, there is an explosion and the women are knocked about, while equipment falls down around them. Brand and Carol look at each other, 'It can't be the Satori ship – they're out of range' Brand points out, to which Carol declares that it came from aboard the station.
Five minutes to firing range, in a large circular room, where at the center, a large device connecting upwards has been damaged, blown apart. 'What happened?' Carol asks as she and Brand rush towards Puck, who is examining the ruins. He informs them that their shield generator blew up. Brand examines the remains and declares that it didn't just blow up – someone planted a bomb. Puck suggests that they must have done it before the station was evacuated. 'Or they're still here' Carol remarks as she looks up to the gangplanks and walkways that crisscross overhead. 'At least we're not stuck in the vacuum of space with no shields and a warship gunning for us. Amiright?' Puck mumbles, apologizing for joking under pressure. Carol looks at the ruined shield generator and asks if they can fix it without the engineering staff. 'Not in the next four minutes' Brand replies. Carol starts to leave the generator room and instructs Puck to do what he can, and for Brand to search for their saboteur. 'What are you doing?' Brand calls out. 'Something desperate' Carol announces.
'I don't understand' the Satori alien tells Captain Marvel as she releases his restraints in ther cargo hold. Two security officers are with her, next to an AFSS jet. Carol informs the Satori that she has input the coordinates, so all he has to do is sit back and enjoy the ride. 'What are you doing?' the alien asks. Carol tells him that she is giving him a ship and letting him go. 'I'd give you yours, but it's inoperable' she explains. Carol tells the Satori that in return, all she asks is that he tell his people what they have done – patched him up and sent him home. 'Why?' the alien asks. 'Because we're not your enemy' she points out. Another alarm sounds, and more red lights flash, as a voice over the communicator requests Captain Marvel go to the bridge, as the Satori vessel is in range. 'We have a deal?' Carol asks the alien. 'Yes...Captain. We have a deal' the alien replies.
A few minutes later, Carol arrives on the bridge where Alpha Flight, Brand, Lt Kawasaki and the officer at the console are waiting for her. 'Energy blooms from all batteries' the officer announces as the screen before him shows the schematics of the Satori vessel. Carol asks for the status of the Satori pilot, and as they see the vessel leave the aerolift part of the Space Station, Sasquatch announces that he has just launched and is on a direct course. Wendy reports that the Satori pilot is radioing the vessel now, and is telling them to stand down. 'This is gonna work!' Lt Kawasaki exclaims. Aurora narrows her eyes as she watche the screen: 'They're targeting the vessel' she tells the others. 'Tell them to power down weapons' Carol instructs Wendy, who speaks over the comms system, 'Satori vessel, do not fire -' she begins. 'Tell them it's their own pilot!' Carol exclaims urgently. 'Satori vessel, we are returning your crewman, I repeat, do not -' Lt Kawasaki announces – but it is no use, as the Satori vessel fires at the jet with their own crewman inside, and it explodes.
'NO!' Carol shouts. 'They just shot down their own man!' Aurora utters. Puck and Brand remain silent as Lt Kawasaki asks 'What do we do?' And Carol frowns, announcing that they go to plan C. 'As soon as I figure out what it is...' she thinks to herself.