While Captain Marvel has time and again proved that she is more than qualified for the title of Marvel's 'Strongest Avenger,' she also admitted one Avengers teammates is the person she least wants to face in battle.

Carol Danvers became the superhero Captain Marvel after a Kree device unlocked a latent gene she had in her DNA that was passed down to her by her Kree mother, granting her incredible powers in the process. While initially known as ‘Ms. Marvel,’ Carol took on her current moniker after her longtime friend and mentor - the original Captain Marvel, Mar-Vell - tragically died. Wanting to honor his memory and be the best hero she could be, Captain Marvel joined the Avengers and applied her cosmic power to fighting for what is right and just... until she was forced to kill them all, that is.

In Captain Marvel #15 by Kelly Thompson and Lee Garbett, Captain Marvel is being forced to kill every member of the Avengers and deliver their bodies to the villain known as Vox Supreme. As readers already discovered, Carol isn’t actually killing the Avengers but is instead knocking them unconscious and bringing them to a pocket dimension outside of Vox Supreme’s reach, then delivering the villain decommissioned clones of the ‘fallen heroes.’ The only caveat to this plan (because of the monitoring device Vox Supreme implanted in a symbiote-like suit Captain Marvel is forced to wear) is Carol can’t tell the Avengers her plan until after she knocks them out and brings them to the safe location, meaning she really has to fight each one of them. Because of that, this issue reveals the one Avenger she is dreading facing the most.


After fighting She-Hulk, Iron Man, and even Thor, the person Captain Marvel is dreading sharing blows with is someone she can physically defeat without breaking a sweat, but is also someone whose disappointment will harm her greater than any blow she could take: Captain America. While flying to meet him after having pretended to kill every other Avenger, Captain Marvel is practically on the verge of tears thinking about how Steve is going to react to seeing her as a supposed murderous villain. Then, when she finally meets him, his response to her recent ‘villainous’ actions is just as bad as she could have imagined - he gives up. Captain America tells Carol that he trusts her, and if attacking him is what she thinks is the right thing to do, then he will go along with it.


Captain America was prepared to die in order to help Captain Marvel even though he had no information on what was happening. All Captain America knew was that Captain Marvel was killing the other Avengers, and his first and only thought was how he could help her. It's a move that shows Steve's goodness but - just as she'd expected - broke Carol's heart, as she was forced to take down someone who trusts her implicitly. It makes sense that Carol's reticence was based on sentiment rather than power - she's been shown to be a vicious fighter who loves a challenge, and was even willing to kill Iron Man in Civil War II for what she thought was right.

Captain America is the truest example of a hero even if he isn’t the strongest one, and because of that utter goodness, Captain Marvel didn't want him to see her as a villain, even if it was only for a short period of time before she could fill him in on her plan - that’s how much of an impact Captain America has on the other heroes in the Marvel Universe which is why he is the one Avenger Captain Marvel would never, ever want to fight.