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  • Accidental Innuendo:
    • "She can do more with those hands than just make tea."
    • While living among the Kree, Carol's name is Versnote .
  • Alternative Character Interpretation:How much did Yon-Rogg care about Carol? Were his Pet the Dog moments to her genuine shows of affection for a pupil and soldier he helped train, or was he trying to stay on her good side and enforce her shaky loyalty to the Kree? Did he advise suppressing her powers because he felt she couldn't control them, or because he was afraid of them? At the end, was his So Proud of You moment really him expressing approval and he wanted to see her to beat him in a fight without powers at last, or was he trying to trick her into letting her guard down and/or fighting him on equal footing where he'd have a better chance at winning?
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  • And You Thought It Would Fail: Production of this movie was repeatedly delayed due to Marvel CEO Ike Perlmutter's belief that only white male leads made for economically viable superhero movies. The fact that the movie (and Wonder Woman and Black Panther (2018) before it) managed to smash the box office (grossing over a billion dollars worldwide in this case), seems to suggest otherwise.
  • Anti-Climax Boss: The final battle in the movie is basically Carol effortlessly steamrolling through the entire Kree force once the full potential of her powers have been unlocked. And just when we expect a one-on-one duel between her and Yon-Rogg, she simply knocks him out with one blast.
  • Awesome Music: Although the other 90s standards featured in the movie could be seen as Narmy, Nirvana's "Come As You Are" played during Carol's second meeting with the Supreme Intelligence sets an uncanny feeling from the start of the scene, as well as the lyrics fitting fairly perfectly with the scenario. Plus, intentionally or not, it can be seen as a Call-Forward of sorts to The Defenders, whose first trailer also featured the song.
  • Captain Obvious Reveal:
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    • The Kree being the villains; even if you didn't read the comics, where they are a shining example of Aliens are Bastards, nor watched Guardians of the Galaxy or Agents of S.H.I.E.L.D., which both portrayed them as colossal dicks, they get plenty of ominous moments pre-reveal, including the Supreme Intelligence suggesting Carol's amnesia might be for the best (implying her memory contained something they wouldn't want to know) and subtly threatening to take away her powers should she get out of line, the fascist-like anti-Skrull propaganda on display in their cities, and Talos implying the Kree did something to mess up with Carol's head. Of course, the real twist isn't that the Kree are the bad guys, it's that the Skrulls are actually good, as most people were expecting the Kree-Skrull war to be Evil vs. Evil like in the source material.
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    • The fact that Fury's boss is also played by Ben Mendelsohn all but shouts that the Skrulls are going to impersonate him.
  • Catharsis Factor: While not as big as his final defeat in Guardians of the Galaxy, considering Ronan the Accuser spent a majority of that film terrorizing innocent people, giving Drax a severe beating and not taking any punishment given to him, it's nothing short of satisfying to see Carol make him flee in terror.
  • Complete Monster: Ronan the Accuser returns. See here for details.
  • Creepy Awesome:
    • The Supreme Intelligence manages to be very intimidating during its brief screen time thanks to Annette Bening's jovial and unsettling performance.
    • Goose the Cat, especially after the reveal that it's a tentacled-mouthed alien called a Flerken.
  • Crosses the Line Twice:
    • The infamous scene where Carol sucker-punches an old woman (a Skrull in disguise).
    • The scene where Nick Fury and Teller are examining a dead Skrull's corpse would in context be played seriously, until they both proceed to examine its junk and are impressed with what they saw. What crosses it even further in hindsight is that Keller is Talos, meaning Talos had to stare at his dead friend's dick and pretend to be impressed by it.
    • Goose swallowing the Tesseract whole is a little bit funny. The second post-credits scene consisting entirely of Goose coughing it up onto Nick Fury's desk like a hairball is a lot funny.
  • Ensemble Dark Horse:
    • Maria Rambeau became a fan-favorite owing to Lashana Lynch's performance, her chemistry with Carol, and Ace Pilot credentials.
    • Goose the Cat is also popular given how she is a Badass Adorable alien that can spring tentacles at a moment's notice and hold entire pocket dimensions within them. Many who don't like the film as a whole still cite Goose as a positive aspect.
    • Many viewers noted that Ben Mendelsohn's Talos continued the MCU's streak of compelling villains, for his charismatic interactions with the heroes and constant terror in response to Goose. This was heightened even more when it is revealed that Talos and the other Skrulls are merely desperate refugees seeking to escape the Kree despots that are revealed to be the film's true villains.
    • Starforce member Minn-erva has a lot of fans as well, despite becoming a villain later on in the movie, for her looks and potential rivalry with Carol. Many were disappointed that she didn't have a bigger role in the movie. Her character likely being Killed Off for Real, followed by Gemma Chan moving on to play Sersi, make it uncertain she might come back.
  • Evil Is Sexy:
  • Fan-Disliked Explanation: Why Fury wears his Eyepatch of Power has been the source of speculation for years. It was previously implied in Captain America: The Winter Soldier it involved him getting betrayed. Turns out he was scratched in the face by a cat.note  Some fans felt a more badass explanation was needed and some felt it would have been better to not explain it at all, as any reveal would be disappointing. Of course, part of the fandom likes it specifically because it is hilariously anticlimactic.
  • Fandom Rivalry:
    • Inevitably, given the DC vs Marvel rivalry, there's one with DCEU's superheroine movie Wonder Woman, which came out first and was universally praised as a milestone in female representation. Subsequently, some jealous MCU fans wished that it was their film that released first and saw Wonder Woman as setting up a high benchmark that Captain Marvel will be judged against, unfairly or not. Conversely, some DCEU fans fear that Captain Marvel's financial success may lead to Carol overshadowing Diana as "the" iconic superheroine, especially given how not only did Diana preceded Carol in the comics by over 27 years but Wonder Woman's success was a morale boost to the DCEU. Then there are the arguments about which heroine is the better feminist icon, as the movies and their heroines depict different female archetypes with Carol being a Tomboy compared to Diana's Girly Girl.
    • By virtue of the name alone, some fans of the original Captain Marvel (a.k.a. Shazam, the one who says "Shazam!" and is actually called "Shazam" in the current DC franchise) resent this movie and its title character for claiming the title. Not helping matters is that the movie SHAZAM! (2019) came out one month after Captain Marvel.
    • There's one with fans of Fox's X-Men series thanks to Dark Phoenix. Like Captain Marvel, that film also has a Marvel superheroine, aliens, cosmic powers and a 90s setting. However, whereas Captain Marvel was a box office hit and received (mostly) positive reviews, Dark Phoenix was both a critical and commercial bomb. Not helping matters is that Dark Phoenix was initially supposed to have the Skrulls but was forced to use the D'Bari instead thanks to Disney calling dibs on them for Captain Marvel.
  • Fanfic Fuel: Carol spends the next twenty-plus years following this movie helping the Skrull refugees track down thousands of their kind in search of a new home while the events of the MCU progress on Earth (and the other areas of space involving the Guardians of the Galaxy). This, combined with Ronan's stated interest in meeting Carol once again, leads to plenty of stories that could happen to her between leaving Earth and returning in time for Avengers: Endgame.
  • Foe Yay: Carol and Yon-Rogg, not helped by their rather touchy-feely training sessions. By the beginning of the film, he is a touchstone to Carol in the Kree society, someone she can always turn to and does after her nightmares. She flirts with him briefly on their way back from a private gym he takes her to to train and they are said to have a tight bond. He, on the other hand, is said to genuinely care for Carol as he finds her humanity attractive and irresistible ( Jude Law in Captain Marvel - The Official Movie Special). He does stand up for her to Starforce, asserting she is stronger than they think, is visibly relieved at hearing she is alive and angry at losing touch with her, and lies to Ronan to keep him from bombing Earth while she is there.
  • Friendly Fandoms:
    • Even though SHAZAM! should be a rival since it's from DC and this movie is the reason they couldn't use the name Captain Marvel, the director and cast have been outspoken about supporting this movie. Many Captain Marvel fans subsequently decided they were going to go see SHAZAM! as thanks for the DC standing up for their movie.
    • To a lesser extent, this can apply to Wonder Woman as well since the cast and crew of both films have been supportive of each other. Wonder Woman director Patty Jenkins congratulated the film and star Gal Gadot has followed suit, both moves that were saluted by both MCU and DCEU fans. Likewise Brie Larson has been open about being a lifelong Wonder Woman fan, going so far as to shed Tears of Joy when watching Wonder Woman for the first time.
    • Fans of Agents of S.H.I.E.L.D. decidedly became excited about this film after it was announced that Clark Gregg was going to reprise his role as Agent Coulson on the film side of the MCU for the first time since The Avengers.
    • With fans of Rogue One thanks to Ben Mendelsohn, who played the bad guy in it, appearing in this movie too, with many eagerly hoping that Talos becomes as quotable as Krennic.
  • Genius Bonus: Talos freaks out when Goose rubs against him, since he correctly identifies her as a Flerkin that can swallow battalions whole. Any cat person would have told him he has nothing to fear; cats rub themselves against people they like, to spread their scent as a gesture of love. It's the first hint that Talos is not the true villain.
  • Heartwarming in Hindsight:
    • Fury’s comment about losing his "one good eye" after Coulson's death in The Avengers becomes this even more when it's shown that as a rookie Coulson was the only S.H.I.E.L.D. agent to give Fury the benefit of the doubt when he decides to help Carol and lets him escape despite being ordered to bring him down by Talos. It's apparent in the final scene where Coulson gives Fury artificial eyes to choose from that the two agents have formed an unshakable bond that will last up to and past the formation of the Avengers.
    • Fury's staunch belief and optimism in the Avengers Initiative, and his vision for what he wanted it to be and why he felt so strongly about wanting it to be successful, becomes this when we learn at the end of the film that Fury named the Avengers after Carol Danvers's Air Force call sign, "Avenger". He envisioned a group of superheroes who would protect the Earth from alien invasions and other massive-scale dangers, just like the first superhero he met, a not-actually-alien woman who saved his life multiple times and protected the planet, and was probably thinking of her all along throughout films like The Avengers. It also ties in neatly with Carol working with the rest of the Avengers in Avengers: Endgame: rather than being a new member joining the team for the first time, Fury likely thought of her as a member of the team all along who was just off taking care of other business, and thus her returning to Earth means that she finally gets to meet the other members of the team named for her.
  • Hilarious in Hindsight:
    • In The Avengers, Bruce Banner sarcastically asks Black Widow if Fury wants him to swallow the Tesseract to keep it safe. In this film, Goose does just that. Bonus points for this film taking place a couple of decades before The Avengers.
    • This hypothetical casting of the Avengers in the 90s feels ironic considering this movie is set in the 90s.
    • After Ronan saw Carol single-handedly take out so much of his fleet before running away, it now makes perfect sense that by the time of Guardians of the Galaxy his room on his ship would be so ridiculously well-defended.
  • Iron Woobie: Talos has been fighting for a new home for his people for years, under constant threat of extermination by the Kree, and all while separated from his family. Despite this, he keeps up a good sense of humor and rarely shows signs of stress.
  • Just Here for Godzilla:
    • Some fans only show up only to see Nick Fury and Phil Coulson especially since the latter has been largely absent from the MCU movies since The Avengers. Likewise, some people were interested in Ronan the Accuser and Korath making a further appearance after they were rather underutilised in Guardians of the Galaxy.
    • Likewise, pet owners went to see the movie because of Goose.
    • An incredibly minor example: Some fans have commented on forums that they want to see the film just to find out how Fury loses his eye.
  • Les Yay: Carol and Maria were close friends and Maria was devastated by her apparent death. They spent holidays together, and "Aunt Carol" helped parent Maria's daughter - with the actual father never even mentioned. When Carol shows up alive, Maria quickly becomes just as dedicated to her again. It helps that Carol has no actual love interest as of yet. Brie Larson adds further to this by calling their female relationship the "great love" of the film:
    "This is the love of the movie; this is the great love. This is the love lost. This is the love found again. This is the reason to continue fighting and to go to the ends of the earth for the person, the thing that you love. And it's her best friend and her best friend's daughter, which to me is so natural. I went and saw the movie with some people and it was like an hour later, where they were like, oh—Maria's the love. Like, yeah! So it's not like something that we made a big deal about, but it just feels so natural because that love is so strong."
  • Memetic Mutation:
    • The fact that the movie is set in The '90s and features Samuel L. Jackson reprising his role as Nick Fury has led to plenty of jokes regarding Fury acting as Jules Winnfield in this movie, with recitations of Jules' "English, motherfucker!" speech being altered to "Kree" or "Skrull". Following the announcement of Clark Gregg also reprising his role as Agent Coulson, many have Agent Coulson as Vincent.
    • The first released image of the Skrulls, walking ashore a beach, led to jokes that it looks like the cover of a prog rock album. People were mocking up album covers in no time.
    • Carol punching an old woman in the first trailer (later revealed to be a Skrull in disguise) has not gone unnoticed by fans. Some have referred to a quote from Avengers: Infinity War:
    • "I guess Captain Marvel wasn't so marvelous after all."Explanation 
    • "I have nothing to prove to you."Explanation 
    • "Captain Marvel is a great Dragon Ball Z film."Explanation 
    • The shot of Talos casually sipping a soda became an overnight meme.
    • "One Briellion dollars"Explanation 
  • Memetic Badass: Many fans proclaimed that Goose the cat was so powerful she could defeat Thanos after the movie premiered. Being an alien that can sprout massive tentacles from her mouth to clobber and eat people, while also being able to swallow the Tesseract without harm definitely helps. A lot of fans have joked that it's actually her who's the Marvel universe's most powerful character, not Carol.
  • Moral Event Horizon:
    • Yon-Rogg crossed it long ago when he murdered Mar-Vell, and had her protege Carol turned into a soldier to serve him.
    • Ronan crossed this long before his appearance in Guardians of the Galaxy. He decides to carpet bomb the Earth's surface with numerous Kree missiles just to wipe out a dozen or so Skrulls, not caring that his fellow Kree could be on the planet or the numerous human casualties that could occur.
  • Narm:
    • Carol's "I'm not gonna fight your war. I'm gonna end it." line in the trailer was derided by some as trying too hard to sound cool. Thankfully, it's not in the movie itself, or rather, not as a Badass Boast; Mar-Vell paraphrases that sentiment as a personal philosophy that seems more fitting.
    • Quite a few viewers felt that all of the '90s references in the film were too on the nose and actually hurt the immersion of the film.
    • As Honest Trailers points out, while Samuel L. Jackson might have been deaged visually to portray '90s Nick Fury, whenever he tries to do anything physically demanding like running, it's clear that he's still a guy in his late 60s struggling to act like he's 20 years younger.
    • Some felt that the film's use of No Doubt's "Just a Girl" as the theme to the final battle completely robbed it of any seriousness or stakes, and that it felt like it was trying to copy Guardians of the Galaxy with its classic rock soundtrack or Thor: Ragnarok with its use of Led Zeppelin's "Immigrant Song." (Bonus points for its use coming in after a flashback montage of Carol getting right back up after her many mistakes to show that, no, she's not "just a girl.")
    • Some scenes involving Goose the Cat are a little hard to take seriously given that Goose herself often makes stock cat sounds for many of her scenes, such as her yowl when she scratches Fury.
    • The reveal at the end of the movie (that Carol's callsign was "Avenger") feels more than a bit silly and forced, as if Marvel thought that the audience wouldn't understand how much of an impact Carol had on Fury without him supposedly naming the team after her.
  • Narm Charm: Others feel that the '90s references and the odd musical choices make the movie more enjoyable, bringing a lighthearted backdrop to the semi vintage comic book style.
  • Older Than They Think: It's revealed that the Skrulls Carol encounters are actually refugees escaping subjugation by the Kree. One of the tie-ins to Secret Invasion had an almost identical twist where it turned out that a group of Skrulls hidden on Knowhere were peaceful refugees who wanted no part in the Skrull invasion of Earth, and were facing persecution by the warlike ruling class.
  • The Scrappy: After a string of highly acclaimed and sympathetic yet intimidating villains in Killmonger, Thanos, and Ghost, Yon-Rogg has been regarded by many as one of the weakest Marvel villains, with some even calling him the least interesting in Phase 3. Common criticisms include a lack of time devoted to his character and allowing for Jude Law to shine, unclear motives beyond just hating the Skrulls, and being just something of a boring character in general. Of course, him being completely unsympathetic is kind of the point, but even so, many felt that he was neither intimidating enough to be enjoyable or loathsome enough to be a proper Hate Sink, so Carol blasting him away at the end doesn't land with nearly the impact it should. It's generally agreed that if Marvel is actually trying to sell Carol as "the strongest Avenger", they could have given her someone a lot more intimidating to vanquish.
  • Ship Mates: People who ship Carol/Maria tend to also ship Steve/Bucky and vice-versa, due to the strong similarities in dynamics between two, leading to jokes that one is a Gender Flip version of the other.
  • Ships That Pass in the Night: Carol + Valkyrie has gained some notable online popularity, particularly after Brie Larson herself shared artwork of the coupling, and Tessa Thompson replying.
  • Signature Scene:
    • The images of Carol standing up at points throughout her life after getting knocked down. This was one of the main selling points in the film's marketing and plays out during Carol's Battle in the Center of the Mind with the Supreme Intelligence where she unlocks the full use of her abilities.
    • The Marvel Studios title card having its usual images of the various heroes of the franchise replaced by all of Stan Lee's cameos has been widely praised as a touching tribute following the beloved creator's death.
    • On a more humorous note, the reveal of what a "Flerken" actually is as Goose unleashes a mass of horrifying tentacles on a set of unfortunate Kree soldiers and swallows them whole. Similarly, the reveal that Fury lost his eye by playing with Goose too much and getting it clawed out.
  • Slow-Paced Beginning: A common criticism is that the first 20 minutes of the movie felt rather generic and underwhelming partly due to the generic production design and boring characterization of the Kree Starforce. It didn't help matters that Carol started out as an amnesiac thereby leaving audiences with a protagonist without a clearly defined personality and motivation. The film only begins picking up steam when Carol goes to Earth where she teams up with Nick Fury and the movie moves into the buddy-cop genre.
  • So Okay, It's Average: The general consensus among people who did not care for the movie, citing how a number of its plot points have been done in other Marvel movies and Carol herself does not have as bombastic or unique of a personality as other Marvel protagonists, and the climactic fight was just a Curb-Stomp Battle with no real stakes. The movie did what it had to do as an intro movie to the character but nothing more. Not helping is that it is the last major movie before the heavily hyped Avengers: Endgame, the Grand Finale of the MCU.
  • Spiritual Adaptation:
    • A lot of viewers have noted that this movie makes for a surprisingly good live-action Dragon Ball Z film. Some even consider it to be a more faithful adaptation than the much reviled Dragon Ball Evolution. Like Goku, Carol is an immensely powerful warrior with the ability to fly and shoot energy from her hands, with no understanding of her past, and learns she was part of a legacy of genocidal alien conquerors (the Saiyans/the Kree) who are the sworn enemies of a race of pointy-eared green aliens that later turn out to not all that bad. The movie even climaxes with the main character unlocking her hidden power and entering a glowing Golden Super Mode to defeat the villains.
    • It could also be seen as one to She-Ra and the Princesses of Power. Both female leads gain superpowers and defect from an Evil Empire after belatedly learning that it's, well, evil and that her enemies were Good All Along. Carol's relationship with the Supreme Intelligence also calls to mind Shadow Weaver's manipulative raising of Adora.
  • They Changed It, Now It Sucks!:
    • A downplayed example, but comic fans were disappointed that Carol's pet cat was given an original name "Goose", as opposed to "Chewie" in the comics.
    • The changes to Mar-Vell's character has also drawn some ire. Not necessarily about the Gender Flip, but more of the fact that Mar-Vell does not play as active a role in the MCU as her counterpart did in the comics and has no superpowers or fighting skills.
  • They Wasted a Perfectly Good Character:
    • In a weird way, Carol herself, even though she's the main character. While the story of her Laser-Guided Amnesia is a potentially fascinating one and something the MCU hasn't seen very much of yet, we don't get to see very much of the past that was erased from her memory, brushing over her military training and childhood in a brief montage and showing us very little of how she was supposedly judged, looked down upon, and mistreated. Compare how well we got to learn about Steve Rogers in his own first movie before he got superpowers, and Carol's story feels curiously slight by comparison. The fact that even after her memories have been recovered, Carol only seems pained about the decades she's lost and the life that the Kree have stolen from her for a scene or two before jumping right back into the fray means that her unlocking her true powers and the "I don't have to prove anything to you" moment feels somewhat perfunctory when it should have drawn fist-pumps and cheers.
    • Double-whammy version for Minn-Erva. In the comics, Minn-Erva was a Kree Hot Scientist and Eugenicist whose pet project was using Mar-Vell's genes to improve the Kree, creating an interesting connection between Minn-Erva and both Mar-Vell and Carol. The movie abandons this backstory, with promotional material describing Minn-Erva as the previous star player of Star-Force who feels threatened by Carol's power and competence. Despite either of these backstories providing plenty of depth for the character, the movie itself uses Minn-Erva as little more than another goon for the Kree empire, ignoring any potential character development she could have gotten. The nail in the coffin is that she seemingly gets killed off in the finale, preventing her from getting any future character arc to live up to her potential.
    • The rest of Star-Force falls into this as well. We don’t really get to see much of Carol’s relationship with the rest of her teammates during her time as a member of Star-Force. At-Lass was pretty hesitant in trying to fight Carol, and she doesn't kill them despite showing that she could, implying that she had a pretty close relationship with her teammates aside from Minn-Erva. Some fans were also disappointed that none of them aside from Carol have superpowers like in the comics, which could make them much more of a challenge for Carol to fight. Instead, they are simply a group of Badass Normals and are quickly trounced by Carol.
    • For that matter, even Yon-Rogg falls into this for many people. He has a few brief interactions with Carol in the first act, most of which are spent offering bland mentor platitudes and then barely appears until the third, where he's defeated without a fight, leaving his actual motives, personality and relationship history with Carol barely fleshed out. As a consequence, we don't spend enough time with him in the beginning to really get to like him, and we don't really get enough time with him in the climax to hate him.
    • Dr. Lawson. Though she's two things that the MCU has very little of, (1: non-civilian active female characters played by an actress older than 50, and 2: good-aligned Kree), she doesn't get nearly as much time to shine as earlier MCU "mentor characters" like Dr. Erskine, Odin, or the Ancient One. The story of [[spoiler:a brilliant Kree scientist breaking with their genocidal ways to help the Skrulls on Earth is interesting enough to carry an entire movie on its own, but we learn very little about her history with the bad guys or emotional motivations before Yon-Rogg kills her.
    • Maria Rambeau. Although audiences and critics love her, she doesn't appear until more than an hour into the film. Many wished that she had been introduced earlier in the film since she could've further humanized Carol through their friendship.
    • Returning characters like Coulson, Korath, and Ronan only appear in a few scenes and don't really do much with the overall plot. Korath and Ronan specifically, which some viewers were expecting to receive some much-needed character development after their first appearance in Guardians of the Galaxy, only for them to turn out to be exactly the same characters that they were as before.
    • Speaking of Coulson, many believed that Melinda May could have made an appearance here since she's already a veteran S.H.I.E.L.D. agent when Agents of S.H.I.E.L.D. premiered.
  • They Wasted a Perfectly Good Plot:
    • Captain Marvel is not only the first MCU chapter to star a main character rooted in the Kree culture, but also introduces the Skrulls with all their own baggage, and also features a plot where the two civilizations clash against each other. However, the film barely shows the Kree homeworld at all, as well as just a bit of their creed and space navy (and most it amounts to the familiar Ronan), while the Skrulls themselves are portrayed as having become pauper refugees and receive virtually no focus or expansion outside that characterization. It does not even make a real comparison between the two races due to how little it shows about each. Many people hoping to learn about the MCU space lore were understandably disappointed at this.
    • While it's generally agreed that Carol getting her powers from an explosion caused by her blowing up the lightspeed engine to prevent the Kree from getting it is an improvement on the comics' version (where she was trying to save Walter Lawson), some feel that this is one area where Marvel could have afforded to alter her backstory more significantly, because the story's themes of female empowerment and choice are somewhat undermined by the fact that she still gets her powers from being lucky enough to survive the explosion just... because, rather than because she was inherently stronger or more devoted.
    • While most people already expected the Kree turning out to be the bad guys, they also were already led to believe that the Skrulls wouldn't be much better, since that was the case in the comics, which would create the chance to explore many layers of morality in the setting. Instead, the Skrulls are given some Adaptational Heroism, being portrayed as the real good guys who are wrongly accused of their crimes (even if Talos does admit he's done some awful things in the war regardless of how good his justifications are), rather than making the war a case of Gray and Grey Morality on both sides at best.
    • Carol's vital flashbacks make a big focus on her strong will and determination to rise up after every fall, but some feel this attribute is actually not explored in the film, as most of her conflicts are not rooted on overcoming external challenges like those in her memories, but on building an inner identity (in this case, the human Carol Danvers being re-discovered by the Kree Vers) that is only barely reflected on them. Some would have preferred her decisive flashbacks to show the most definitory moments of her past life, like her bad rapport with her family or her career with Maria and Mar-Vell, instead of being a generic motivating sequence with a single action repeated over and over.
    • It's easy to think that the film's final battle would have benefitted greatly from having a character who could aspire to be a threat for Carol, instead of being basically Carol steamrolling an entire Kree fleet and effortlessly humiliating her nemesis Yon-Rogg. This would have been a way for her flashbacks about rising up from crashes and athletic failures not to feel hard to jive with the rest of the film, if only because, barring two instances of Carol being captured (only to free herself at both), there are no situations in the final movie that can be equated to a "fall" for her to rise up from: she takes the revelation of her old identity remarkably cooly, never finds opponents that can seriously threaten her beyond some hand-to-hand struggle, and later gets a powerup that ensures not even all her enemies's combined space fleet poses a challenge to her.
    • Many feel that The Reveal of how Nick Fury lost his left eye (getting it scratched by Goose the Cat/Flerken) was a hugely wasted opportunity to flesh out his backstory and justify his need to keep secrets, since it was implied back in Winter Soldier that Fury had been betrayed by someone close to him, losing the eye in the process. Especially considering that the film features the Skrulls, who are known for their ability to disguise themselves. Rather than losing it in a Moment of Awesome as most fans thought, the moment is instead Played for Laughs.
  • Tough Act to Follow: While the film isn't necessarily considered a bad entry, given the circumstances surrounding the movie, it unexpectedly has to live up to hefty expectations.
    • The film is stacked up against the rest of Phase 3 of the MCU, which is considered a major Growing the Beard for the franchise with many of the films released getting massive praise from critics. The resulting movie, while considered good (or at least decent) is considered by many to be not up to par with much of Phase 3's offerings, with some citing it as being one of the weakest Phase 3 films released so far.
    • With Marvel's Phase 3 villain winning streak,note  there was a lot of pressure for the Skrulls to maintain the streak, also due to the added pressure from them being a fan-favourite villain race in the comics. Although Talos and the Skrulls are seemingly agreed to have cleared that high bar, the actual Kree villains of the piece have not fared so well, in both professional critic and audience reviews.
    • This also applies to the titular captain herself. With Kevin Feige saying that Carol will become the new face of the MCU post-Endgame, fans feel that she would have big shoes to fill especially when compared to fan-favorite heroes introduced in Phase 3 like T'Challa, Peter Parker, and Stephen Strange.
  • Ugly Cute: Talos's daughter, only falling under the "ugly" part due to the Skrulls' general appearance. She is otherwise a darling little girl.
  • Uncanny Valley: Annette Bening does an amazing job playing the Supreme Intelligence playing the person Carol most admires—she's always just a little off, and it somehow gets creepier when Carol gets some memories back and the Supreme Intelligence is able to do a more detailed impression. There's something really weird about a genocidal computer dictator cheerily doing a little dance and complimenting the fashion sense of Carol's dead mentor. (It doesn't help that the Supreme Intelligence can't or won't match the eyes.)
  • Unexpected Character: The Skrulls. While that alien species is typically associated with the Fox-owned Fantastic Four, they're technically allowed to use the Skrulls as a race as long as certain specific characters from the comics don't appear (such as Super-Skrull, who has the powers of all four of the members of the Fantastic Four), but that alone had most fans thinking it would never happen. It should still be noted that Disney's acquisition of Fox makes future inclusion of Skrulls a non-issue, but the deal (which, from a legal standpoint, wasn't very far along during principal photography of developing this movie) wasn't a factor in their inclusion at the time that this movie was being filmed.
  • Vanilla Protagonist: Surprisingly, both fans and detractors of the movie generally tend to agree that the title character is the least interesting person in her own movie. While her lack of emotion is justified by her Kree Starforce background and Laser-Guided Amnesia, she still tends to be outshone by the much more colorful supporting cast like the bitingly sarcastic Talos (especially once he's revealed to be a good guy), the younger Nick Fury, Dr. Lawson, or the Rambeau family. Even people who like the film (or Carol's character) have noted that even though the film is supposed to be her origin story, we ultimately don't learn enough about her past or upbringing for her ultimate victory over the villains to feel satisfying instead of rushed.
  • Visual Effects of Awesome: One aspect of the film that has been near-universally praised by many are the CGI-effects done to make both Samuel L. Jackson and Clark Gregg look younger, that you would be forgiven for thinking that they have been literally de-aged for the role. Especially for Jackson. While most CGI de-aging efforts just copy-paste the actor's younger selves, 90's Fury has a different hairstyle and build than 90's Jackson. The filmmakers took care to de-age Fury, not just Jackson.
  • What an Idiot!:
    • Talos. He is absolutely terrified of Goose, as he claims she is actually a dangerous Flerken, yet he never even tries to explain the rest of the cast what a Flerken is and why it is supposed to be so scary, making it look to them like just a weird phobia instead of a very reasonable fear towards a highly dangerous creature with venomous claws and a Black Hole Belly. Due to it, they don't learn about this until Goose eats a bunch of Kree soldiers with her tentacles, and even afterwards, their lack of information about the creature's nature costs Fury an eye.
    • For that matter, Fury continuing to annoy Goose with his constant doting and holding her close to his face despite already witnessing first-hand that she's not a normal house cat and is actually a very dangerous alien capable of swallowing humans whole. He actually got off pretty lightly when Goose scratched his eye instead of eating him whole.

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