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1* ActingForTwo: This is expected, due to form-changing characters being involved:
2** Creator/AnnetteBening plays Dr. Lawson and the form the Supreme Intelligence takes when Carol communes with it, although it specifically takes that form because of Carol's memories of Lawson.
3** In a deleted scene, Creator/JudeLaw plays Yon-Rogg and the form said Kree sees in the Supreme Intelligence - an older version of himself.
4** Creator/BenMendelsohn plays Talos and Fury's boss, whom Talos shapeshifts into. Said boss only appears once when he arrives in front of the Blockbuster store.
5** Creator/ClarkGregg plays Phil Coulson and his Skrull impersonator who rides with Fury while chasing Carol. The real one was left at the Blockbuster store the whole time.
6** Creator/LashanaLynch plays Maria Rambeau and Talos's comrade Norex who is with Monica to ensure Carol and Maria's "cooperation".
7** Creator/BrieLarson plays the eponymous protagonist and Norex who meets Yon-Rogg as a decoy.
8* ActingInTheDark: Marvel Studios were so paranoid about spoilers for ''Endgame'' getting out that Brie Larson shot her part of TheStinger alone against a greenscreen, with no idea what her line "Where's Fury?" meant or who it was directed towards.
9* AllStarCast: Just like the previous Franchise/MarvelCinematicUniverse films, [[https://marvel.disney.co.jp/movie/captain-marvel/news/20190221_01.html the Japanese dub sports a very renowned voice cast]]. What makes the cast different this time, however, is the fact many of the casting choices would not be out of place in a regular {{Anime}} series, as many voice actors has previously worked together in other shows in similar roles before: We have Creator/NanaMizuki as the titular heroine, Creator/ToshihikoSeki as Talos, Creator/ToshiyukiMorikawa as the Star Commander, Creator/YokoHikasa as Minn-Erva, Creator/SatoshiHino as At-Lass and Creator/HirokiYasumoto as Bron-Char.
10* ApprovalOfGod:
11** Creator/JamieMcKelvie, who designed Carol's Captain Marvel suit in the comics, praised the movie costume for closely adhering to his work.
12** Creator/KellySueDeConnick, who wrote the run where Carol was first named Captain Marvel (and which most of the movie is based on), also gave her approval and was, in fact, a consultant for the movie. She also has a brief cameo as a commuter in the train station (for those who don't know what she looks like, she's the woman Vers walks past with big black glasses and ''very'' red hair).
13** Senator Martha [=McSally=] of Arizona, who is the real life first woman to fly combat in the Air Force, reportedly enjoyed the movie.
14* BackedByThePentagon: Backed by the U.S. Air Force specifically, since Carol [[MilitarySuperhero used to fly with them]]. Scenes were shot on-location at Edwards Air Force Base, and Creator/BrieLarson met with pilots in preparation for the role.
15* BannedInChina: [[https://www.pakistantoday.com.pk/2019/03/14/india-restricts-release-of-captain-marvel-in-pakistan/ The film's release in Pakistan was delayed]] and then cancelled. This was due to the Disney regional office being based in India and it refusing to license it to Pakistani distributors, after relations between the two South Asian rivals became acrimonious following air clashes in Kashmir in February 2019.
16* BillingDisplacement: Creator/LeePace gets the fifth billing, despite Ronan having a very minor role in the plot, bordering on a cameo.
17* CastTheExpert: Kind of - the security guard outside the Blockbuster is Barry Curtis, Marvel's actual head of security.
18* CowboyBebopAtHisComputer:
19** When Creator/BrieLarson's casting was announced at Comic-Con, CNN ran the headline "Shazam! Brie Larson is 'Captain Marvel'," apparently not realizing that they were thinking of [[ComicBook/{{Shazam}} the wrong Captain Marvel]]. HilariousInHindsight, considering that the other Captain Marvel being referenced in said article was also getting a movie within the same timeframe.
20** One article reported that ''Captain Marvel'''s '90s time frame sets it at an earlier time period than any other MCU movie. If the author saw ''Film/CaptainAmericaTheFirstAvenger'', he would've realized the [[TheForties '40s]] period piece has ''Captain Marvel'' beat by about 52 years.
21* CreatorBacklash: Creator/KevinFeige admitted a few years after this film's release that he felt Creator/GemmaChan's talents were wasted in this film due to Minn-Erva's rather small role, which influenced his decision to bring her back as Sersi for ''Film/{{Eternals}}''.
22* {{Defictionalization}}: Even though the actual Nine Inch Nails shirt that Danvers wears [[https://twitter.com/rob_sheridan/status/1104300227798872064/photo/1 is most likely a bootleg]] (which to be fair was a cottage industry among the American middle class in the time the film is set), the band did put out [[https://store.nin.com/collections/clothing/products/white-logo-tee an official version]] of the shirt she wears throughout the film, alongside a "NIN x MARVEL" [[https://store.nin.com/collections/clothing/products/negative-space-frame-star-tee-white collab version]].
23* DeletedScene: [[DeletedScene/MarvelCinematicUniverse See here]].
24* DuelingWorks:
25** With ''[[Film/Shazam2019 SHAZAM!]]'', which is based on a superhero originally known also as "Captain Marvel". Interestingly enough, Creator/DjimonHounsou stars in both movies. ''Shazam'' got slightly better reviews, but ''Captain Marvel'' won the box office battle handily.
26** Another with ''Film/DarkPhoenix'', which is also based on a Marvel superheroine learning about her hidden powers and secrets from past, and both films are period pieces set during the '90s. ''Dark Phoenix'' also happens to be the first theatrical X-Men film distributed by Disney after the Disney-Fox merger is completed. Notably, both films have shape-shifting aliens in prominent roles. ''Dark Phoenix'' had [[https://news.avclub.com/an-early-version-of-dark-phoenix-was-so-much-like-capta-1835424641 originally intended on using the Skrulls]] before changing their race to the D'bari to avoid comparisons to ''Captain Marvel''. Unlike with ''SHAZAM!'', ''Captain Marvel'' wound up delivering a CurbStompBattle to ''Dark Phoenix'', outperforming the latter both critically (''[=CM=]'' scoring 78% on Rotten Tomatoes; ''[=DP=]'' scored 23%) and financially (''[=CM=]'' grossed $1.128 Billion; ''[=DP=]'' wound up being a BoxOfficeBomb, making $252 million on a budget of $350 million, including prints and advertisements).
27* ExecutiveMeddling: The main reason why this movie took so long to get out even after the MCU got rolling - Kevin Feige actually wanted a Captain Marvel movie (and for that matter, ''Film/{{Black Panther|2018}}'') much earlier, but was constantly hindered by the notoriously meddlesome Marvel CEO Ike Perlmutter. On top of being notoriously cheap (to the point James Rhodes was recast for ''Film/IronMan2'' due to Perlmutter refusing to pay Terrence Howard's salary), he also believed that a movie with a non-white male lead wouldn't sell well (remarks that ring ''very'' hollow after the successes of ''Film/{{Wonder Woman|2017}}'' and ''Black Panther'') and only relented after Feige agreed to make an ''Inhumans'' movie.[[note]]Feige had no interest in adapting the Inhumans in the MCU, but Perlmutter wanted the Inhumans to replace the X-Men in the MCU, due to Fox owning the rights to the X-Men. That movie never did end up happening, instead being made into a [[Series/{{Inhumans}} TV series]][[/note]] However, after ''Age of Ultron'', [[http://screencrush.com/civil-war-kevin-feige-marvel-studios/ Feige gave Disney Chairman Alan Horn an ultimatum]]: if he had to keep working under Perlmutter, then he would quit after ''Civil War''. Horn ultimately sided with Feige and restructured Marvel's film division to be separate from the comics division (meaning that Feige does still answer to Horn, but does not have to answer to Perlmutter; however, Perlmutter still has control over the television department of Marvel).
28* FakeAmerican:
29** British Creator/LashanaLynch portrays the American Maria Rambeau.
30** Creator/BenMendelsohn adapts an American accent for scenes where Talos is impersonating Fury's boss, though he otherwise keeps his natural Australian accent throughout the film.
31** The English Creator/GemmaChan puts on an American accent when portraying Minn-Erva in this movie.
32* InMemoriam:
33** The Marvel Studios logo in this film was altered to show a montage of Creator/StanLee cameos, rather than the usual clips from previous movies, ending on "Thank You Stan".
34** The credits also contain a dedication to Major Stephen Del Bagno, who served as a technical consultant on the film and who was killed in a training accident in April 2018.
35* MeaningfulReleaseDate:
36** The film was released in some countries on March 8, 2019, International Women's Day.
37** The first trailer was released on September 18, 2018, the anniversary of the founding of the US Air Force.
38* MissingTrailerScene: The shots of Carol getting her Kree blood transfusion are not in the final movie.
39* NeverWorkWithChildrenOrAnimals: Brie Larson is highly allergic to cats so scenes that involved both Carol and Goose had to be achieved with CGI stand-ins, puppet cats and editing.
40* PlayingAgainstType: [[spoiler:Ben Mendelsohn. Initially Talos is set up as a snide villain, as Mendelsohn is generally known for playing, but he is eventually revealed to be a much more heroic character. Talos is also a competent, badass character, while many of Mendelsohn's villains are SmallNameBigEgo types.]]
41* ProductionPosse: A few of note:
42** Anna Boden and Ryan Fleck previously worked with (and discovered) Algenis Perez-Soto, who plays Att-Lass, in the basketball drama ''Sugar.''
43** Boden and Fleck also previously worked with Ben Mendelsohn in ''Mississippi Grind''.
44** This film is the third collaboration between Creator/BrieLarson and Creator/SamuelLJackson, who previously acted together in ''Film/KongSkullIsland'' and ''Film/UnicornStore'', which Larson also directed.
45* RealLifeRelative:
46** Monica Rambeau as 11 and 5 year olds are portrayed by sisters Akira and Azari Akbar, respectively.
47** Creator/LuisDanielRamirez, the voice of Yon-Rogg in the Latin American Spanish dub, is the uncle of Jessica Ángeles (Carol's Latin American Spanish VA).
48* RealitySubtext: [[spoiler:Carol got her SuperHeroOrigin in 1989, the same year Creator/BrieLarson was born.]]
49* RoleReprise:
50** Creator/ClarkGregg returns as Phil Coulson on the film side of the MCU seven years after the character's "death" in ''Film/{{The Avengers|2012}}''.
51** Creator/DjimonHounsou and Creator/LeePace reappear as Korath the Pursuer and Ronan the Accuser from ''Film/GuardiansOfTheGalaxy2014''.
52* SpoiledByTheMerchandise:
53** Despite Marvel Studios' attempts to keep it a secret, Jude Law's role was revealed through a leak of the Captain Marvel POP! Vinyl line. [[spoiler: He's playing Yon-Rogg, not Mar-Vell as was previously believed.]] Further confirmed to be a spoiler by the fact that the official Funko site lists the figure as "Kree Military Star Commander", with the rest of the packaging, and the rest of the line, unchanged from the leaks.
54** Goose being [[spoiler:a terrifying alien]] is apparent from the [[http://www.oafe.net/yo/cm1m_nf.php Nick Fury figure in the Marvel Legends line]], which has [[spoiler:alien eyes and is in high-tech restraints, making it clear that she's no ordinary kitty]]. Also, about a month before the release of the movie, [[https://reddit.com/r/marvelstudios/comments/aow4r6/so_this_is_how_goose_steals_the_show_in_captain/ plush toys]] revealed that [[spoiler:Goose is a Flerken.]]
55* StarMakingRole: Creator/BrieLarson. She had already won an Oscar for ''Film/{{Room}}'', but despite the buzz from that, she was still hardly a household name before she landed the role of Carol Danvers.
56** Was also this for Creator/LashanaLynch. She was largely unknown prior to this film's release, with her most significant role being Rosaline on ''Series/StillStarCrossed''. Her role as Maria Rambeau greatly boosted her profile, leading to roles in films like ''Film/NoTimeToDie'',''Film/TheWomanKing'', and ''Film/MatildaTheMusical''.
57* ThrowItIn: According to the directors, the joke in the AlienAutopsy scene where Fury peeks at the Skrull's genitals was improvised by Samuel L. Jackson.
58* TrollingCreator:
59** Creator/SamuelLJackson was so sick of being asked for inside information about the MCU by this point that he made up a fake spoiler about Carol being able to time travel, only revealing the ruse the week of the film's release.
60** Creator/RobertDowneyJr would neither confirm nor deny "rumors" of Tony Stark appearing in this film. Tony doesn't show up at all.
61* UncreditedRole: Creator/ChrisEvans, Creator/ScarlettJohansson, Creator/MarkRuffalo and Creator/DonCheadle are uncredited for their cameos as Captain America, Black Widow, Bruce Banner and War Machine in the mid-credits scene.
62* UnderageCasting: There were concerns that the 26-year-old Creator/BrieLarson was too young to play an air force pilot. Screenwriter Nicole Perlman consulted with the Air Force, who said it was possible for someone to excel between the ages of 28 and 34.
63* WhatCouldHaveBeen:
64** Creator/KatherynWinnick, Creator/YvonneStrahovski, Creator/NatalieDormer, Creator/RebeccaFerguson, Creator/KateeSackhoff and Creator/EmilyBlunt were considered for the part of ComicBook/CarolDanvers before Creator/BrieLarson was cast. Blunt was previously offered the roles of [[ComicBook/BlackWidow Natasha Romanoff]] and ComicBook/PeggyCarter in ''Film/IronMan2'' and ''Film/CaptainAmericaTheFirstAvenger'' respectively.
65** Creator/KeanuReeves was approached for the part of Yon-Rogg before the casting of Creator/JudeLaw, but turned down the role due to prior commitments to ''Film/JohnWickChapter3Parabellum''.
66** Creator/DeWandaWise was originally cast as Maria Rambeau, but had to drop out when the Netflix adaptation of ''Film/ShesGottaHaveIt'' was renewed for a second season.
67** Creator/AvaDuVernay had discussions with Creator/MarvelStudios about directing the movie before Creator/AnnaBodenAndRyanFleck were hired. However, [=DuVernay=] turned it down because she wasn't comfortable with not having total creative control over the film. [=DuVernay=] was previously approached to direct ''Film/{{Black Panther|2018}}'' before Creator/RyanCoogler was hired.
68*** [[Film/TheDarkestMinds Jennifer Yuh Nelson]], [[Series/GameOfThrones Michelle MacLaren]], [[Film/PacificRimUprising Emily Carmichael]], [[Series/StrangerThings Rebecca Thomas]], [[Film/TheBabadook Jennifer Kent]], Creator/RachelTalalay, [[Film/McFarlandUSA Niki Caro]], Creator/LesliLinkaGlatter and [[Film/NickAndNorahsInfinitePlaylist Lorene Scafaria]] were considered to direct the movie as well before Boden and Fleck were hired.
69** [[https://www.hollywoodreporter.com/heat-vision/marvel-cliffhanger-robert-downey-jrs-518837 It was reported back in 2013]] that Marvel Studios had a script for a Carol Danvers movie, but it would have featured her in her Ms. Marvel identity instead of Captain Marvel.
70** [[spoiler: [[ComicBook/CaptainMarvelMarvelComics Captain Mar-Vell]] was written as a man in earlier drafts of the script, and Marvel even began looking at male actors for the role. The decision to cast a woman instead only came about after Anna Boden got the idea to have Mar-Vell and the Kree Supreme Intelligence be played by the same performer, which led to Creator/AnnetteBening being cast.]]
71** Carol's confrontation with the Supreme Intelligence was supposed to end with the Supreme Intelligence revealing its true, comic-accurate form. Rough special effects for its design were done, but the scene was ultimately dropped.
72** The Captain herself was initially going to look more "alien-like", than in the final cut, as seen [[https://www.instagram.com/p/BvFYVOEH8UH/?utm_source=ig_embed here]].
73** Ronan the Accuser was going to have a much larger role in this movie, with one of the many deleted scenes leaked on Reddit showing him directly confronting the Starforce team face-to-face. He was also going to have the black markings on his face from ''Film/GuardiansOfTheGalaxy2014''.
74** One of the original ideas for TheStinger was for Yon-Rogg to end up on Sakaar from ''Thor: Ragnarok'' after [[spoiler: being defeated by Carol]].
75** According to the DVDCommentary, in an earlier version of the scene at Project P.E.G.A.S.U.S., Nick Fury would have realized "Director Keller" is actually Talos when Fury points out that his boss' shoe is untied and "Keller" has no idea how to tie it.
76** At one point, Carol's fight with Yon-Rogg would have been longer, but Fleck and Boden thought it wouldn't make much sense for Carol to fight him on his terms in the wake of everything she has learned about him.
77** The filmmakers considered having Carol shoot a standee for ''Film/TheMask'' instead of ''Film/TrueLies'', with her mistaking the green-faced Creator/JimCarrey for a Skrull.
78** Talos was originally scripted to die midway through the film, but was inexplicably re-written to survive its events instead.
79** Creator/StanLee's cameo was initially much more perfunctory and in line with his usual appearances, but after his death it was extended a bit with Carol's gaze lingering on him as she smiles.
80* WordOfGod: On the obvious question of why Fury didn't page Carol for the likes of the [[Film/TheAvengers2012 Chitauri invasion]] or [[Film/AvengersAgeOfUltron the war with Ultron]], Creator/KevinFeige simply stated "Who says he didn't?" [[spoiler: Her next appearance backs this up as Carol says she’s been extraordinarily busy looking after a bunch of planets who don’t have the likes of the Avengers protecting them.]]
81* WordOfSaintPaul: [[https://www.instagram.com/p/BvKINIYFi7K/ According to senior visual development artist Jackson Sze]], Fury was inspired by Talos's outfit and modeled his iconic trench coat after Talos's, in "a little bit of design reverse engineering".
82* WorkingTitle: ''Open World'' and ''Warbird,'' the latter being another alias Carol Danvers went by in the comics.
83* YouSoundFamiliar:
84** In the Japanese dub, Yon-Rogg is voiced by Creator/ToshiyukiMorikawa, who previously dubbed Everett K. Ross (Creator/MartinFreeman).
85** Also about Yon-Rogg, his European French voice, Creator/JeanPierreMichael, voiced Leet Brannis in ''Series/AgentCarter'' before.

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