Captain Marvel is a 2019 American superhero film based on Marvel Comics featuring the character Carol Danvers / Captain Marvel. Produced by Marvel Studios and distributed by Walt Disney Studios Motion Pictures, it is the 21st film in the Marvel Cinematic Universe (MCU). The film was directed by Anna Boden and Ryan Fleck from a screenplay they co-wrote with Geneva Robertson-Dworet. It stars Brie Larson as Carol Danvers, alongside Samuel L. Jackson, Ben Mendelsohn, Djimon Hounsou, Lee Pace, Lashana Lynch, Gemma Chan, Annette Bening, Clark Gregg, and Jude Law. Set in 1995, the story follows Danvers as she becomes Captain Marvel after Earth is caught in the center of a galactic conflict between two alien civilizations.
Development of the film began by May 2013. It was officially announced in October 2014 as Marvel Studios' first female-led superhero film. Nicole Perlman and Meg LeFauve were hired to write the film the following April after submitting separate takes on the character, and borrowed elements from Roy Thomas' 1971 "Kree–Skrull War" comic book storyline. Larson was announced as Danvers at the 2016 San Diego Comic-Con, with Boden and Fleck hired to direct in April 2017. Robertson-Dworet was soon hired to re-write the script, with the rest of the cast added by the start of filming. Location shooting began in January 2018, with principal photography starting that March in California and concluding in Louisiana in July 2018. Several actors reprise their roles from previous MCU films in Captain Marvel, including Jackson and Gregg who were digitally de-aged in post-production to reflect the film's 1990s setting.
Captain Marvel premiered in London on February 27, 2019, and was theatrically released in the United States on March 8, as part of Phase Three of the MCU. The film grossed over $1.1 billion worldwide, making it the first female-led superhero film to pass the billion-dollar mark. It became the fifth-highest-grossing film of 2019 and was the 23rd-highest-grossing film of all time during its theatrical run. The film received generally positive reviews from critics with praise for the performances of the cast, particularly that of Larson. A sequel, The Marvels, is scheduled for release on November 10, 2023.
Plot
In 1995, on the Kree Empire's capital planet of Hala, Starforce member Vers suffers from amnesia and recurring nightmares involving an older woman. Yon-Rogg, her mentor and commander, trains Vers to control her abilities, while the Supreme Intelligence, the artificial intelligence that rules the Kree, urges her to keep her emotions in check.
During a mission to rescue an undercover operative infiltrating a group of Skrulls, alien shapeshifters with whom the Kree are at war, Vers is captured by Skrull commander Talos. A probe of Vers' memories leads them to Earth. Vers escapes and crash-lands in Los Angeles. Her presence attracts S.H.I.E.L.D. agents Nick Fury and Phil Coulson, whose investigation is interrupted by a Skrull attack. Vers recovers a crystal containing her extracted memories in the ensuing chase while Fury kills a Skrull impersonating Coulson.
Talos, disguised as Fury's boss Keller, orders Fury to work with Vers and keep tabs on her. Using her extracted memories, Vers and Fury go to the Project Pegasus installation at a U.S. Air Force base. They discover that Vers was a pilot presumed to have died in 1989 while testing an experimental light-speed engine designed by Dr. Wendy Lawson, whom Vers recognizes as the woman from her nightmares. Fury informs S.H.I.E.L.D. of their location and a team arrives. Fury realizes that Keller is Talos and helps Vers escape in a jet with Lawson's stowaway cat, Goose.
They fly to Louisiana to meet former pilot Maria Rambeau, the last person to see Vers and Lawson alive. Rambeau and her daughter Monica reveal that Vers is Carol Danvers, who was once like family to them. Talos, arriving unarmed, explains that the Skrulls are refugees searching for a new home and that Lawson was Mar-Vell, a renegade Kree scientist helping them. Talos plays a recovered blackbox recording from Lawson's jet, prompting Danvers to remember the crash: Yon-Rogg killed Mar-Vell to prevent her from destroying the engine before the Kree could recover it. Destroying the engine herself, Danvers absorbed the energy from the ensuing explosion, gaining powers but losing her memory.
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Danvers, Talos, Fury, and Rambeau locate Lawson's cloaked laboratory orbiting Earth, where Lawson hid several Skrulls, including Talos' family, and the Tesseract, the power source of Lawson's engine. There, Danvers is captured by Starforce and interfaces with the Supreme Intelligence. Danvers removes the Kree implant that suppressed her powers during their encounter, allowing her to reach her full potential. In the subsequent battle, Fury retrieves Goose, who is revealed to be an alien Flerken. Goose swallows the Tesseract and scratches Fury, blinding his left eye. Danvers destroys a Kree bomber, forcing Kree officer Ronan the Accuser and his squadron to retreat.
Danvers overpowers Yon-Rogg and sends him to Hala with a warning for the Supreme Intelligence. She then departs to help the Skrulls find a new homeworld, leaving Fury a modified pager to contact her in an emergency. Fury drafts an initiative to locate heroes like Danvers, naming it after her Air Force call sign, "Avenger". In a mid-credits scene, set in 2018, the activated pager is being monitored by the Avengers when Danvers appears looking for Fury. In a post-credits scene, Goose climbs onto Fury's desk and regurgitates the Tesseract.
Cast
Brie Larson (top) and Samuel L. Jackson (bottom) with Brig. Gen. Jeannie Leavitt, the U.S. Air Force's first female fighter pilot and consultant on Captain Marvel
Brie Larson as Carol Danvers / Vers / Captain Marvel:
An ex-U.S. Air Force fighter pilot and member of an elite Kree military unit called Starforce. She was imbued with superhuman strength, energy projection, and flight after exposure to Tesseract energy. Larson described Danvers as a "believer in truth and justice" and a "bridge between Earth and space", who must balance her unemotional Kree side with her "flawed" human half. Larson also called Danvers aggressive, quick-tempered, and invasive—attributes that help her in a fight but prove to be character flaws. Marvel Studios president Kevin Feige said Larson was cast because of her ability to balance the character's vast powers with her humanity. Due to concern that Larson (aged 26 when she was cast) was too young to portray an accomplished airman, screenwriter Nicole Perlman consulted with the Air Force, who said it was possible for someone to excel between the ages of 28 and 34. Larson trained for nine months for the role, learning judo, boxing, and wrestling. She also visited Nellis Air Force Base and met with active duty airmen, including Brigadier General Jeannie Leavitt and Thunderbirds pilot Major Stephen Del Bagno, in preparation for the role. Carol Danvers is portrayed as a thirteen-year-old by Mckenna Grace, and as a six-year-old by London Fuller.
Samuel L. Jackson as Nick Fury:
The future director of S.H.I.E.L.D., who at this time is a low-level bureaucrat. Fury appears without his signature eye patch as the film is set before he loses his eye. Feige explained that Danvers is the first superhero that Fury has come across, which sets him on a path to his role working with heroes in later-set MCU films. Jackson described Fury at this point as a desk jockey, who has not yet become cynical towards bureaucracy and who learns in the film that there are superpowered beings who could help S.H.I.E.L.D. Jackson added that trusting Danvers plays a key role in his development, as they become "compatriots" throughout the film. Jackson was digitally de-aged by 25 years, the first time Marvel had done this for an entire film.
Ben Mendelsohn as Talos and Keller:
Talos is the shape-shifting leader of the Skrulls who goes undercover at S.H.I.E.L.D. as Fury's boss, Keller. Mendelsohn described Keller as "buttoned up" compared to Talos's "more laid-back" Skrull persona. Mendelsohn uses an American accent inspired by former United States Secretary of Defense Donald Rumsfeld for Keller, and his native Australian accent for Talos; the latter was chosen, after a "lengthy discussion", due to what Mendelsohn called "earthy correctness". The makeup and prosthetics necessary to portray Talos took "a couple of hours" to apply. Executive producer Johnathan Schwartz added that "it's sort of fun to show off both the Skrull's powers and Ben's range as an actor" with the character. Talos also takes on a surfer-girl form, portrayed by Emily Ozrey and Abigaille Ozrey, and a Kree soldier disguise played by Duane Henry. An early version of the script had the character dying in the film.
Djimon Hounsou as Korath:
A Kree swordsman and second-in-command of Starforce. Hounsou explained that Korath was "at his infancy" in the film compared to his appearance in Guardians of the Galaxy (2014), but was "still a humorless machine".[30]
Lee Pace as Ronan the Accuser:
A high-ranking Kree official. Compared with his appearance in Guardians of the Galaxy, Ronan is not yet a "radical zealot", with his role in the Kree military intersecting with Starforce "in an interesting way".
Lashana Lynch as Maria Rambeau:
One of Danvers' oldest friends and a fellow Air Force pilot who goes by the call sign "Photon". She is a single mother to daughter Monica. Lynch described Rambeau as "resilient" and someone "that you don't feel like you need to help". Larson called Rambeau "the representation of love" in the film and "an incredible badass". She described the friendship between Danvers and Rambeau as equal, with "a playful competitiveness [and a] mutual respect". Like Larson, Lynch met with active duty airmen in preparation for the role. In particular, she met with pilots who are also mothers. Lynch was excited to portray a character the audience would be proud of and could relate to, especially mothers and members of the black community, helping to continue "a real through-line" for African-American characters in the MCU after Black Panther (2018).
Gemma Chan as Minn-Erva:
A Kree sniper and member of Starforce. Chan explained that Minn-Erva was "the star of Starforce" before Danvers joined the team and is "slightly threatened by someone else who has come in and is also very talented".
Annette Bening as the Supreme Intelligence and Mar-Vell / Dr. Wendy Lawson:
The Supreme Intelligence is an artificial intelligence that is the collective embodiment of the greatest minds of the Kree people, and the ruler of the Kree Empire. It appears in different forms to each person, specifically to Vers as rebel Kree scientist Mar-Vell, who had disguised herself on Earth as Danvers' boss Dr. Wendy Lawson. Mar-Vell was originally written as a male love interest to Danvers as in the comics, but after struggling to cast the character, co-director Anna Boden suggested that they cast a woman instead, and tie her in to the Supreme Intelligence storyline by combining those characters. Boden said Bening was "regal" as the Supreme Intelligence, and "casual and cool and laid back" as Lawson. Feige said changing Mar-Vell's gender was important to Danvers' development in the film, giving her a female mentor.
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Clark Gregg as Phil Coulson:
A rookie agent of S.H.I.E.L.D. who works closely with Fury. Gregg said the film would be "the earliest we will have seen [Coulson in the MCU], so when he says 'Mr. Stark, this isn't my first rodeo' in Iron Man (2008), this is maybe the rodeo he's talking about. He had to work to portray Coulson as "a little less crusty and jaded" than he is in the present day of the MCU. Though Coulson encountered the Kree in the MCU television series Agents of S.H.I.E.L.D., Schwartz noted that Captain Marvel would not need to worry about that since it is a prequel where Kree is not even "part of his vocabulary yet". Like Jackson, Gregg was digitally de-aged by 25 years.
Jude Law as Yon-Rogg:
The commander of Starforce and Danvers' mentor, who trains her to use her new powers. Law said that his character is "driven by a belief in the divine leadership of the Kree people. So he's almost a devout warrior—unquestioning, conservative, but inspirational." Law also stated that his character has a special relationship with Danvers, whom he views as a protégée, which becomes a source of tension in the film with the other members of Starforce. Robert Downey Jr., who portrays Tony Stark in the MCU films and who co-starred with Law in Sherlock Holmes (2009) and its sequel (2011), counseled him on working with Marvel before Law took the part.
Additional members of Starforce include Algenis Pérez Soto as Att-Lass, the marksman of the team, and Rune Temte as Bron-Char, the "bigger, stronger guy who fights with his fists". Maria's daughter, Monica Rambeau, is played by Akira and Azari Akbar as an eleven-year-old and a five-year-old, respectively. Sharon Blynn portrays Soren, Talos' wife, while Auden L. Ophuls and Harriet L. Ophuls portray their daughter. Robert Kazinsky appears as a biker nicknamed "The Don". Vik Sahay plays a Torfan, while Chuku Modu portrays the Kree spy Soh-Larr. Colin Ford appears as Danvers' brother, Steve, and Kenneth Mitchell plays their father. Danvers' comic book cat Chewie (named for the Star Wars character Chewbacca) appears in the film, renamed Goose after the Top Gun (1986) character Nick "Goose" Bradshaw. Its name was changed since Star Wars is a contemporary franchise and not specific to Danvers, unlike the pilot-themed Top Gun. Goose is portrayed by four different cats, each chosen for their actions and personality: Reggie, Archie, Rizzo, and Gonzo. Patrick Brennan, who previously portrayed Marcus Daniels in Agents of S.H.I.E.L.D., appears as a bartender. Producer Victoria Alonso alluded to the possibility that the two were the same character.
Real-life Air Force pilots Matthew "Spider" Kimmel and Stephen "Cajun" Del Bagno appear as themselves. Del Bagno died months prior to the film's release, and it is dedicated to his memory. Captain Marvel comic book writer Kelly Sue DeConnick makes a cameo appearance as a train station passerby, and Stan Lee, co-creator of Captain Marvel, appears posthumously as himself memorizing the lines for his cameo in Mallrats (1995). Reprising their MCU roles for the mid-credits scene are Chris Evans as Steve Rogers, Scarlett Johansson as Natasha Romanoff, Mark Ruffalo as Bruce Banner, and Don Cheadle as James "Rhodey" Rhodes.
Production
Development
We've been talking a lot about how to write a strong female superhero without making it Superman with boobs. We have this constant back-and-forth about how to tell a story that is compelling, entertaining, moving, kick-ass, and fun, and also be aware of what those larger implications might be.
—Initial screenwriter Nicole Perlman on creating Marvel Studios' first lead female superhero
By May 2013, Marvel Studios' writing room had produced a script for a film featuring Ms. Marvel, an alias used by the character Carol Danvers before she took the mantle Captain Marvel. Later that year, executive producer Louis D'Esposito said the studio was interested in a female-driven superhero film and had plenty of "strong female characters" from which to choose, suggesting Captain Marvel, Black Widow, Pepper Potts, or Peggy Carter as possible candidates. Kevin Feige, President of Marvel Studios, said that if Marvel was to make a female-led film, he would prefer it to be a new character to the Marvel Cinematic Universe like Captain Marvel, for whom an origin story could be told. In August 2014, Feige stated that development had begun on a Captain Marvel film, and said members of the public asked about the project more often than Iron Man 4 or Avengers: Infinity War.
In October 2014, Feige announced that Captain Marvel would be the studio's first female-led film, and would focus on Carol Danvers. It was given a release date of July 6, 2018, as part of their Phase Three slate of films. Feige said the film had been in development almost as long as Guardians of the Galaxy (2014) and Doctor Strange (2016), and one of its biggest challenges would be balancing the title character's "earthbound" adventures with her cosmic powers. He said a writer and director for the film would be announced soon, and female filmmakers were being considered for the project, but he could not promise that filmmakers from a certain demographic would be hired for the film.
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In February 2015, Marvel pushed the release date back to November 2, 2018, to accommodate Spider-Man: Homecoming (2017). In early April, Feige revealed that Captain Marvel had been included in an early draft of the Avengers: Age of Ultron (2015) screenplay, but Marvel chose to remove this appearance because they did not want to introduce the character before they were able to explore her backstory and personality first. He also said that Marvel would announce writers for the film within a few weeks, and by mid-April, Guardians of the Galaxy co-screenwriter Nicole Perlman and Inside Out (2015) co-screenwriter Meg LeFauve were announced to be writing the screenplay. The duo were put together as a writing team after impressing Feige with separate takes on the character, and began work on the film within a month. Jessica Gao, who would later become the head writer for She-Hulk: Attorney at Law (2022), also pitched for the film. LeFauve found the character being a female superhero to be both "wonderful" and a challenge, believing that the character's power-level could lead to the "Superman curse" of being perceived to be invulnerable. Additionally, LeFauve and Perlman found that writing a "story about a human and not get[ting] too overwhelmed by the worry of representing all women" worked best when approaching the story. An article about young girls who would quit learning to code after they encountered trouble made LeFauve and Perlman consider questions about females being taught they cannot make mistakes or embrace their own power. This helped the duo realize that "part of embracing your power is failure" and seeing it "more as feedback instead of your character".
Brie Larson at the 2016 San Diego Comic-Con after being announced in the role of Captain Marvel
By May, Marvel had discussions with Ava DuVernay about directing Captain Marvel or Black Panther (2018), which Feige confirmed a month later, saying that he had met with DuVernay amongst a number of other directors and expected a decision to be made by mid- to late 2015. That September, Feige said that the casting process would not begin until 2016, as the studio did not want to try to cast Carol Danvers until they had decided on the direction for the character in the screenplay, as well as the structure of the film and the character's role in the rest of Marvel's Phase Three films. Producer Jeremy Latcham elaborated that "getting the character right first is going to lead the charge". In October 2015, Marvel changed the release date again, this time moving it to March 8, 2019, to make room for Ant-Man and the Wasp (2018).
Feige stated in April 2016 that a director would be announced within a few months and that the first cast members would be announced in mid-2016. He also mentioned that the film would be about Carol Danvers becoming Captain Marvel. The next month, indie filmmaker Emily Carmichael's name surfaced as a possible contender to direct the film, and by June, Brie Larson emerged as the frontrunner to play Captain Marvel. Larson's casting was confirmed at the 2016 San Diego Comic-Con. She was set to earn $5 million for the film. Larson was initially hesitant to accept the role, but "couldn't deny the fact that this movie is everything I care about, everything that's progressive and important and meaningful, and a symbol I wished I would've had growing up". She was able to bring to the part "some of those [deep emotional] things" she had used in previous, more "dramatic roles". Larson felt this would differentiate Captain Marvel from other superhero films. Also at Comic-Con, Feige said the search for a director had narrowed to ten candidates and he hoped to announce the final choice in the coming months.
Perlman revealed in August that the character's origin story had been changed for the film because of similarities to the DC Comics character Green Lantern, with Feige explaining that the new story is centered on Danvers finding her limitations and vulnerabilities. He added that Danvers is the most powerful character in the MCU, and would become very important in the franchise. Producer Nate Moore said the film avoids the traditional structure of many MCU origin stories, which he described as a character having a problem before gaining "powers at the end of the first act, and the end of the second act they learn about the powers, the third act they probably fight a villain who has a function of the same powers"; instead, Danvers starts the film having already gained her powers.
In October 2016, Feige admitted that the announcement for a director was taking longer than he previously expected, and explained that the studio was now waiting for more of the film's story to be defined in the script so they could then talk to potential directors about it. Once again talking about hiring a female filmmaker to direct the film, Feige said that he did not think it would be a requirement to make a "great version" of the film, but it was something that Marvel felt was important to consider, even if that female filmmaker did not know a lot about the comics, as "they just have to fall in love with it once they are presented with it. It's amazing to see all of the filmmakers read through [the source material] and know, 'Oh, a female's writing it now'", speaking in particular to Kelly Sue DeConnick's run in the comics. Feige expected a director to be announced by the end of 2016; however, Perlman and LeFauve turned in a script treatment around December, pushing additional meetings with director candidates into early 2017.
In February 2017, Perlman stated that despite her and LeFauve being hired almost a year previously, the duo had only recently gotten their "marching orders" for the script, stating that one of the reasons for the delay was figuring out where the film would fit within the MCU. Perlman also discussed the character's femininity, feeling that it was important to make sure she is not "somebody who is a hero in spite of her femininity ... being a woman is part of [her] strength". The writers were also wary of tropes that could be diminishing to a female character but not for male characters, such as things they would not have been concerned about writing for Iron Man but would not play the same way for Captain Marvel.
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Pre-production
This is not a superhero who's perfect or otherworldly. What makes her special is just how human she is. She's funny, but doesn't always tell good jokes. And she can be headstrong and reckless and doesn't always make the perfect decisions for herself. But at her core, she has so much heart and so much humanity—and all of its messiness.
—Co-director Anna Boden on the film's title character
Marvel hired Anna Boden and Ryan Fleck to direct Captain Marvel in April 2017, after the duo impressed the studio over numerous meetings with their vision for the character and because of their experience working in both television and film. Feige said that he and Marvel were particularly impressed with Boden and Fleck's ability to create a diverse range of character-driven stories in all of their works. Feige felt the film had to focus on the complexity and relatability of Carol Danvers' character without being bogged down by the villains and the special effects, and thought that Boden and Fleck could provide this character focus. Filming was scheduled to begin in January 2018, at Pinewood Atlanta Studios in Fayette County, Georgia, but Feige said he did not expect it to begin until February.
By July 2017, Samuel L. Jackson was set to appear in the film, reprising his role as Nick Fury. Larson, who had worked with Jackson on Kong: Skull Island (2017), pushed for Fury's presence in the film. At the 2017 San Diego Comic-Con, Feige revealed that the film would take place in the 1990s and that the Skrulls would be the film's villains, allowing elements from the "Kree–Skrull War" (1971) comic book storyline to be used. By setting the film in the 1990s, Feige noted that Danvers would "be the singular hero" while still giving her a definitive placing in the MCU timeline. Executive producer Jonathan Schwartz said setting the film in the 1990s was an idea from early in the development process, and gave the character a special place and significance within the MCU. It also allowed the film to make connections to plot details from past MCU films that are set later in the timeline. Regarding the elements from the "Kree–Skrull War" used for the film, Schwartz said some paranoia elements would be featured but would not be related to the Anti-Superhero Act as in the comics. He added that the Kree-Skrull conflict would mostly be a "backdrop and mythological underpinning" for the film. In response to the Comic-Con announcements, Graeme McMillan of The Hollywood Reporter compared the film to Captain America: The First Avenger (2011) and the DC Extended Universe film Wonder Woman (2017), as they were also set decades before the present day. By setting the film in the 1990s, McMillan felt it would create the question "what happened to Captain Marvel to take her off the playing field ahead of the Marvel movies that we've seen to date?
Directors Ryan Fleck and Anna Boden speaking at The Pentagon in March 2019
Also in July, the California Film Commission awarded a $20.7 million tax credit to the production, going towards the first $100 million spent on qualified in-state expenditures, making California the main filming location for Captain Marvel. D'Esposito was excited about this since Marvel Studios' headquarters and post-production facilities are also in the state, allowing them to streamline the production process for this film and others. Awarding of the tax credit was dependent on filming beginning within 180 days. Marvel planned to spend $118.6 million filming in the state, for a net of $97.8 million after the tax credit was applied. Schwartz said one of the reasons Los Angeles was chosen for filming was because "not a lot of big movies shoot in LA anymore, so it weirdly feels like fresh territory for a movie like this".
Geneva Robertson-Dworet was hired by mid-August to take over the scripting duties for Captain Marvel after LeFauve left the project to co-direct Gigantic for Disney Animation. Perlman also left the project, but stated that the story she and LeFauve had worked on in earlier drafts would be retained in the final screenplay. Robertson-Dworet described the film as an action-comedy, and likened her script to an initial one she wrote for Tomb Raider (2018) before that film took a more dramatic tone. She added that it was important to the entire creative team to keep the comedic elements of the film and the sassiness of Danvers' character. Robertson-Dworet also credited Boden for helping to shape Danvers' voice in the film and for the desire "to carve our own path and make sure we weren't retreading the same territory [after the release of Wonder Woman], and showing all facets of what women are capable of". Feige added that Captain Marvel would have action scenes that would pay homage to 1990s action films, including Terminator 2: Judgment Day (1991), since the 1990s action genre was one Marvel Studios had yet to explore. He also stated that much of the film would take place in outer space. RoboCop (1987), The French Connection (1971), and The Conversation (1974) also served as influences on Captain Marvel for Boden and Fleck. Speaking specifically to RoboCop, the directors were drawn to "this idea of a character who's finding himself and finding his past" from that film and how it could connect to the story they were telling in Captain Marvel. DeConnick and quantum physicist Spyridon Michalakis, of the Institute for Quantum Information and Matter at the California Institute of Technology, consulted on the film.
By October, filming was slated to begin in March 2018. Feige said the film would play a significant role in setting up Avengers: Endgame (2019), which was set for release after Captain Marvel. Ben Mendelsohn entered negotiations to play the film's main villain, having previously worked with Boden and Fleck on their film Mississippi Grind (2015). They had him in mind for the Captain Marvel villain when they first began working on the story, and Mendelsohn agreed to play the role shortly after discussing the film with the directors. By November, Jude Law was in negotiations to join the film, which at the time was reported to be the role of Walter Lawson / Mar-Vell.[106] Keanu Reeves had also been approached for the part but declined. In January 2018, DeWanda Wise was cast as Maria Rambeau, and Mendelsohn and Law were confirmed to have been cast.
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Filming
Filming of Captain Marvel at Edwards Air Force Base in April 2018
Location shooting occurred at the end of January 2018. Set photos taken at that time showed Larson in a green-and-black uniform instead of the character's familiar red-and-blue suit. Feige responded by saying that Marvel accepts the risk of set photos being leaked as a consequence of location shooting, and felt that "most people are savvy enough to know they're looking at a behind-the-scenes photo, completely out of context". He added that a large number of scenes in the film would be shot on location.
A month later, Gemma Chan joined the cast as Minn-Erva. In mid-March, Wise withdrew from the film because of a scheduling conflict with her television series She's Gotta Have It. Lashana Lynch entered into negotiations to replace Wise the next day, and was confirmed for the role by the end of the month. At that time, Marvel revealed that Djimon Hounsou, Lee Pace, and Clark Gregg were set to reprise their respective roles of Korath, Ronan the Accuser, and Phil Coulson from earlier MCU films; as those characters were all killed in their previous appearances, Richard Newby of The Hollywood Reporter described the film as a unique opportunity to "strengthen the presence of [the characters] who may not have lived up to their potential". Marvel also announced that Algenis Perez Soto, Rune Temte, and Mckenna Grace had been cast, and revealed that Boden, Fleck, and the writing team of Liz Flahive and Carly Mensch had all contributed to the film's screenplay in addition to LeFauve, Perlman, and Robertson-Dworet. Bek Smith, who previously was a member of Marvel's screenwriter program, performed uncredited rewrites during production.
Principal photography began on March 19 in Los Angeles, at Sony Studios under the working title Open World. Schwartz stated that Open World was chosen because it likened the film to an open world video game that could go in many directions, which is how the production felt about Captain Marvel's story at the time. A 1986 carnival scene was filmed later that week at the Jim Hall Racing Club in Oxnard, California. Filming of Captain Marvel in Los Angeles, along with other big-budget films that took advantage of California's improved tax credit program, helped raise on-location feature film production in the area by 11.7% in the first quarter of 2018, compared with the same period in 2017, the first such double-figure increase since the fourth quarter of 2015. Filming at Shaver Lake outside Fresno, California, was set to take place in April but was pushed back to mid-May. In late April, Feige stated that almost half of filming was completed. The following month, Annette Bening joined the cast in an undisclosed role. Additional location shooting in and around the Los Angeles area included Simi Valley, Edwards Air Force Base, and Lucerne Valley.[124] In late June, production moved to Baton Rouge, Louisiana and New Orleans for two weeks. A realistic cat puppet was used on set since Larson is allergic to cats. Scenes featuring the interior of the Quadjet were filmed on the set used to depict the interior of Quinjets on the MCU television series Agents of S.H.I.E.L.D. Filming concluded on July 6.
Cinematographer Ben Davis shot primarily on large-format Arri Alexa 65 cameras, liking how the camera rendered the film's costumes. Davis, who previously served as director of photography for Guardians of the Galaxy, Avengers: Age of Ultron, and Doctor Strange (2016), noted that there was a "point of departure" in the visuals of Captain Marvel coming from its 1990s setting. To achieve the 1990s aesthetic, Davis first attempted to utilize post-production techniques to convey a period look, but found that it just softened the image. He then tried using vintage Cooke Panchro and Canon K-35 lenses, but they were not compatible with the large format of the Arri Alexa camera system. Davis ultimately enlisted Dan Sasaki of Panavision to make new lenses for the period scenes that could work with the cameras. Davis initially intended not to use these lenses for scenes set in space, to differentiate them, but found himself using the lenses for some close-ups set in space because he liked the way they looked.