'Spectrum, watch your six! Hyperion, pick 'em off! America, you got two more bugs on approach -' Carol Danvers a.k.a. Captain Marvel calls out to her allies as she fires a blast of energy in Earth's orbit, where she and other heroes are trapped, fighting the alien Chitauri. 'Only two?' America Chavez responds as she slams a fist into one of the aliens' faces. 'Perhaps she meant 22' Hyperion suggests as he blasts one of his opponents with eye beams. 'Like these last 22 times you got your butt handed to you?' Monica “Spectrum” Rambeau calls out as she hovers, energy at the ready to strike another blow. Two space jets fire weapons at the aliens. Inside one of them, Peter Quill a.k.a. Star-Lord exclaims 'Oh yeah. This time we're definitely the cavalry!' to which Eugene Milton Judd a.k.a. Puck remarks 'Hey, I thought we were the cavalry -', but Star-Lord replies 'You two? Nah, you're more like the calves, Puck'.
Carol thinks to herself that Quill is right – if not for the Guardians and the Ultimates, Alpha Flight would have fallen out of the sky weeks ago, and as long as Steve Rogers keeps the planetary defense shield up, they are trapped outside the Earth's atmosphere, right between the Chitauri and their Chitauri-bait of a queen, somewhere down on Earth. 'Not exactly where you want to hang out... not unless you've got a thing for literal losing battles' Carol decides. She looks at her company and knows that she has got to find a way to keep going.
On the hull of the Alpha Flight Space Station, the three Alpha Flight Cadets – Dante Cruz, Glory and A'Di – have joined the battle, with A'Di sitting in a large machine-gun type weapon, blasting it at the enemy. Dante fires a hand gun, while Glory fires blasts from her cybernetic legs. Carol decides that she is calling it. 'So much for D-Day. This is C-Day' she jokes to herself, thinking that the day the Carol Corps makes it final push – because that shield must come down. Suddenly, Carol flies into one of the large Chitauri monsters, and out the other side, leaving a gaping, bloody alien mess in her wake.
Later, on the AFSS deck, America and Spectrum stand together, while Lt Cmdr Abigail Brand sits at a console. Puck and Dr Walter Langkowski a.k.a. Sasquatch are near here, while Star-Lord sits on some steps with Rocket Racoon and Baby Groot. 'You brought what on my ship, Rocket? When were you gonna tell me?' Quill asks. Rocket throws an arm up and tells Quill that it is no big deal, to which Baby Groot remarks 'I am Groot'. Rocket tells Groot not to start, and points out that they are all alive. Carol walks onto the deck and tells everyone that they did good work out there. 'Was it?' Monica asks, and America points out that it is getting hard to tell. 'Hey, take the win. I always do' Rocket tells the others.
'It is a win. At least, it will be. The Chitauri are getting desperate. If we stay the course, we'll push them off for good' Carol explains 'What course?' America asks, and Star-Lord agrees that America has a point. 'How do we know we'll push them off for good?' he asks. Monica suggests that maybe it is time to start considering other options, to which Carol turns to her and snaps that their mission is to protect Earth, and they are not giving up on that. Monica frowns at Carol and tells her that she agrees, but asks what happens if they can't defeat the Chitauri, what if they can't penetrate the shield – they need time to regroup and gather their strength. 'We don't have that kind of time. Neither does Earth' Carol replies. Monica explains that she isn't saying it would be forever, but she thinks they should be seriously exploring the idea of establishing a colony.
'A colony? What about everyone back at home? How does us running away to play house on some new planet help them?' Hopper shouts angrily. 'Hopper, chill. I didn't mean...' Monica starts to reply, but Hopper interrupts her: 'What did you mean?' he snaps. 'Just that we should be realistic...' Monica explains. 'And forget about whatever Captain Hydra's doing down there? You might now have anyone that you care about there, but some of us do...' Hopper declares, before Carol tells him to come on, but he interrupts her: 'No. You're supposed to be the heroes. I'm just supposed to be the nerd in the lab. I don't know how this whole thing got so messed up. I just know how heroes act, and they don't run!' Hopper exclaims, to which Carol reminds him that nobody has settled on a plan. 'The world counts on you people. You're supposed to save us. You should all be ashamed!' Hopper tells them. Star-Lord, Sasquatch, Monica and America all look unimpressed, but Carol tells Hopper that is enough. 'Sorry...I don't know what came over me...' Hopper mutters, before excusing himself. Carol tells Monica and America that she wants them to come with her, while Baby Groot utters 'I am Groot', and is knocked over as Rocket grins and elbows Groot in the side: 'You said it, Groot. And I thought our crew was dysfunctional'.
Shortly, Carol, Monica and America walk into Carol's office, as Monica points out that the only thing resembling a bright spot is America's ability to do inter-dimensional supply runs, which brings her to the next subject – relocation possibilities. Monica remarks that it is obvious no other planets in their universe are going to do them any favors at this point, some of the other realities that America can access are more welcoming. 'It's true. You ever wanna live in a reality that's a musical? 'cause I can get you there' America jokes. 'No' Carol replies. Monica asks Carol to hear them out, but Carol frowns and tells Monica to listen to her, and slamming her fists down on a table remminds the others that they were charged with a mission to protect Earth from this Chitauri invasion, to defend their little piece of the stars.
'What happens if that shield comes down as a wave is approaching? Do we just trust Hydra to take care of it? I want to be ready and on guard like I swore an oath to be' Carol continues, telling Monica and America to make their decisions, but that she will not leave her post. 'I am Captain Marvel of the Alpha Flight Space Program – and I will not abandon ship' she announces, before leaving the bewildered Monica and America in her office as she walks away.
Later, in the med bay, Carol sits at the side of Avril Kincaid a.k.a. Quasar. 'You were supposed to be our lifeline. Our last chance to overcome this...' Carol remarks, and taking Avril's hand, tells her that these people need that, that they volunteered for this mission and don't deserve to die up here in this vacuum, cut off from everything they love. 'Even if I do' Carol mutters, hanging her head, her hair hanging over her face, Carol remarks that every minute they are trapped up here, every man, woman and child that suffers or dies at Hydra's hand, she is responsible for that, and now, all she can do is sit up here and wait, to look at all the damage she has done and wait for her chance to try and make things right. 'But I can't do that without you' Carol calls out, looking over at Avril, revealing the tears that stream down her face. 'You get that, agent? You're Quasar now – you're supposed to be the Protector of the Universe – so prove it!' Carol exclaims, telling Avril to get out of this bed and help her fix this. 'Do you hear me? I need you to wake up...?'
Dante, A'Di and Glory enter a lab where Brand is working with the Blue Marvel. A panel is displayed before them, and Dante asks 'What's that? Anything we can help with?' he enquires. Brand tells the youngsters that she knows Danvers gives them a lot of latitude, but that in case they haven't noticed, things are a little rough around here at the moment, and this isn't really intern stuff. 'That's good because we're not interns...we're Cadets' A'Di declares. 'Alpha Cadets' Glory adds. Dante points out that they don't just sit around making friendship bracelets – they have seen combat. Glory adds that A'Di gave up her drone to make contact with the Earth. 'Glory has guns for her legs' A'Di remarks. 'Duly noted' Brand replies.
Glory looks at the panel and asks if they are flight patterns. Brand confirms that they are flight patterns and that she has been trying to make sense of exactly how and when the bugs attack. 'That's strange' Glory remarks. 'It's not strange. I'm trying to find a strategy to take them out' Brand replies. 'No, I mean the data progression' Glory adds, asking Dante and A'Di if they see what she does. Dante points out that at first glance, the attacks seem random, while A'Di tells Brand to look at the flight trajectories. 'Hmm. Not bad' Brand replies. Blue Marvel smiles and tells Brand that he will find them a console.
Elsewhere, Carol enters Hopper's workshop and asks him if he wants to talk. Tinkering with some machinery on a table, Hopper tells Carol that he doesn't. 'Not optional' Carol replies. Hopper admits that he feels like he failed everyone – Carol, the crew, everyone on Earth. 'Because you're a super hero whose only job is to be the Earth's last line of defense? Oh, wait. That's me' Carol replies. 'Because you gave me an assignment and I couldn't do it' Hopper admits. 'Tell me about it' Carol mutters. Hopper stands up and sighs, telling Carol that if Wendy were here, she would have gotten the shield down. Carol sighs and laments that she let Hydra Steve into manipulating her into building it in the first place. Hopper supposes that Wendy is probably in some Hydra prison, and Carol remarks that is where Captain Stevil deserves to be. 'I can't give up on her, Carol. I just...can't' Hopper declares, to which Carol tells Hopper that she can't give up on the planet – can't and won't.
They head out into the corridor and Carol announces that they are not going to run, that they are going to give this thing all they have got – but she needs Hopper in the fight with her, for Wendy and for Earth. 'What do you say, Hop? Can I count you in?' Carol asks. Hop tellls Carol that he was never out, before asking why he feels like he has to say “Good Cap” now. Walking towards the lab where Brand and the Blue Marvel are, Carol knows that she can't tell them to believe in the impossible – all she can do is tell them that she believes in them – because she does. Carol tells Brand, Blue Marvel and the Alpha Cadets that their odds are terrible, their prospects worse, and that they got to solve not one but two unsolvable problems. 'And it's not just my duty, but my honor to face them with you' Carol announces. As bodies of Chitauri aliens float through space, Carol points out that, first, they have to stop the Chitauri and that there is no way the AFSS is going to survive another attack – and also no way the aliens are getting past them.
'About that... the Cadets and I may have found something' Brand reports. Dante informs Captain Marvel that analysis of the bugs' flight patterns shows that they are converging on a specific location on Earth. 'Less like an attack. More like a...migration' Glory explains. 'The Chitauri queen? You've found her?' Carol asks urgently. 'Possibly' A'Di replies. 'Probably' Dante remarks. Glory informs Carol that they are still trying to pinpoint the exact coordinates but they have found the Chitauri eggs. Blue Marvel confirms that he has corroborated the Cadet's math, and the numbers work. Folding her arms, Carol tells them that if that is true, then they only have one unsolvable problem – how do they get that shield down? Gamora, Rocket and Star-Lord have joined them in this room, but no one has anything to say. 'Really? No one's got anything new?' Carol asks, stating that no idea is too crazy, no plan too risky – whatever they have, they throw it at that shield – and now.
'Uh, 'scuse me, Captain Marvel? Now that crazy and risky are on the table, we may finally have something to offer' Star-Lord calls out. 'Aren't you supposed to be -' Captain Marvel begins, but Star-Lord tells her that they got tired of running around the universe asking for help. 'Specially once we realized it'd be a lot easier and a helluva lot more fun – to just steal you some' Rocket exclaims, projecting a hologram into the room. 'What am I looking at?' Carol asks. 'You like bombs, right?' Rocket replies, announcing that they brought some bombs that they stole, like this one, a nullifier bomb. Carol admits that is a helluva payload and asks where the delivery system is. 'That's the expensive part, boss – you're standing in it' Star-Lord explains.
Shortly, The Guardians of the Galaxy are placing the bombs down a corridor, while Captain Marvel's voice is heard on the AFSS communications system, announcing that this is a red alert. She appears thoughout the station as a hologram and reports that all personnel are ordered to proceed to the nearest out craft and evacuate the station. She adds that this is mandatory and not a drill. Carol adds that, with a heavy heart, she has determined that their best course of action is to set the station on self-destruct and put it on a collision course with the planetary shield. From the escape vessel that Carol and the Alpha Cadets are in, Carol tells the crew that as they leave behind their home in space, what is left of it, she wants them to know that serving with them has been the greatest honor of her career.
The Alpha Cadets look out the window, as Carol remarks that some of them have only been members of Alpha Flight for a short time, while back onboard AFSS, Sasquatch and Puck aare setting more boms, as Carol adds that others of them have been with her since the beginning. Hyperion, Spectrum, America and Blue Marvel look out at the AFSS from their escape vessel as Carol announces 'Between us, we've saved the world more times than I can count, and more than anyone down there will ever know'. While Quasar continues to lie motionless, Carol adds that they have sacrificed so much, and through it all, they have helped her grow as their commander, fellow soldier and as their friend. Star-Lord, Gamora and Rocket join Carol, who continues her speech: 'I'd tell you to go out there and make me proud but you already have. So, I'll just say see you back in the Big Apple, and the first pappaya dog is on me...'.
Carol adds that unless someone else around here has a billion-dollar space station to blow up, they have only one shot, so they need to make it count. The Alpha Flight Space Station plummets towards the shield surrounding Earth...and moments later, slams into it, creating a huge explosion that destroys Alpha Flight Space Station. Caol asks Puck to give her some good news, but Puck, sitting at a window nearby, looking out into space, doesn't answer. 'It worked, Cap. Trust me' Rocket calls out. 'Trust you?' Carol retorts. 'This once' Rocket grins, adding that those charges had enough juice to destroy half a planet. 'Half a planet? What sized planet? Microscopia? Looks like your nullifier bomb was a dud...' Brand declares. Rocket remarks that it is a good thing he stole it, otherwise he would want his money back, as it didn't even put a dent in the shield.
The Alpha Cadets continue to look out at Earth as Brand tells Captain Marvel that their hail Mary looks more like a hell nary – or a hello Larry – a hell no – or a hard pass. 'You waited until now to try to make a joke, Lieutenant?' Rocket asks, looking unimpressed. 'Despair makes me funny' Brand explains, 'That was funny?' Rocket exclaims. 'It's despair' Brand explains. 'Awaiting further orders, Captain' a voice calls out. Hopper looks forlorn, while Carol looks at a photo of Wendy Kawasaki, and thinks 'Orders? That was out last hope. There's only one thing to do'. She quietly tells Wendy that she is sorry, Carol touches her communicator and tells America that they should start talking about the other dimensions she spoke of. Suddenly, 'Excuse me, Ma'am? Before you do that...I think I might be able to help' Quasar smiles as she appears before the others, holding her side and leaning against a wall.
'Nothing like a ninth inning surprise' Carol grins, before telling everyone that they heard Quasar and to get to their stations. The crew members get back to their battle stations, while Carol asks Avril if she is sure she is up to this. Avril replies that she has been out of the fight too long, before asking Carol what it was she said – 'You can't do this without me' Avril smirks. 'You heard me?' Carol asks. Avril tells her that it is strange, but that the entire time she was out, she swears she could hear her voice calling her back, and that is what kept her fighting – she knew she was needed. As Quasar flies from the escape pod out into space, she hovers before the planetary defense shield and unleashes a powerful blast of cosmic energy. Carol thinks to herself that Avril knew she could make a difference, that she said she inspired her and promised not to let her down. Quasar begins to glow, and suddenly, is shunted backwards through space. 'AVRIL, NO!' Carol screams as the shield cracks and shatters. 'The shield is down. But Avril... Quasar... she's gone' Carol thinks to herself.
Carol flies through space 'Get me the coordinates of those eggs! On the double Q! We've gotta find them before the Chitauri swarm arrives!' Carol orders. 'Copy that, Captain. Relaying now' one of her crew responds. Carol tells herself that she has no time to mourn – they save the world now, or there is no moree time. Carol arrives back on Earth, at a large farmhouse, and supposes that Roger must have stashed the eggs somewhere around the farm. At that moment, one of the crew reports that the Chitauri swarm is two klicks out. Carol comes across the eggs in the greenhouse, as her crew report that the Chitauri are one klick away and approaching. 'One... two... Rogers, this is for you...' Carol utters as she throws a bomb at the Greenhouse, destroying it, and the Chitauri eggs inside.
'Captain? You all right?' one of the crew asks. 'Better than. Those eggs. They're... pretty scrambled' Carol reports back, before the crew announces that the Chitauri swarm is breaking up. 'Good win, team. Just one thing left to take care of...' Carol replies, before asking Puck if he can open a secure emergency line to Wendy. 'Already done, Cap' Judd responds. 'This is Captain Marvel hailing Little Alpha. Come in, Little Alpha. Repeat, this is Captain Marvel hailing Little Alph-' Carol calls out through the communicator, as Wendy calls back 'Carol? Is that really you? I can't believe it!' Caol wipes back a tear and tells Wendy that she is back. 'I can't tell you how good it is to hear your voice, Sir' Wendy responds. Carol exclaims that good doesn't begin to describe it, and asks Wendy what her twenty is, adding that she is coming to bring her home.
Later, on the hills of West Virginia, Wendy Kawasaki leans against a wooden fence, and tells Captain Marvel that she didn't mean to go AWOL on her. 'AWOL? If it weren't for you...f or the message you sent... I might have died out there. You saved me. You saved all of us' Carol replies.
Wendy assures Carol that she never gave up on her, and knew if she made contact that Carol would come. 'I'm just sorry for the holdup. We had a little... bug problem' Carol explains. One of the escape vessels lands on the field nearby and Wendy asks if it is their ride back to AFSS. 'Um, about that...' Carol begins. 'About what?' Wendy asks. 'Friends are family, right? So, in a way, friends are home, right? Is that a saying? Kind of ?' Carol replies. 'Did something happen to Alphie...?' Wendy asks, shocked. Carol smiles and tells her that is not important now, and thinks to herself that this little reunion, this little family, that is what it is all about. 'Hey, Wendy...these are, uh, for you...' Hopper announces as he walks to Wendy, holding a bunch of flowers. 'Wait, what? Oh, oh, Hop!' Wendy gushes. 'That's good, right?' Hopper asks. Puck and Sasquatch stand nearby, while the Alpha Cadets are gathered togewther.
Carol thinks that this is what Rogers almost took from her – from the world. He tried to use hate and fear to take their future – but they came together and found hope in each other – they took back what was theirs. Glory puts her arms around Dante and A'Di, and Carol flies away with a very determined look on her face, thinkng that they will never let this go again.