Carol... it's enough. You gotta come to the lab with me. Now. We have to face this head-on... whatever it is. 
Appearing in "Falling Star: Part 2"
Featured Characters:
Supporting Characters:
- Alpha Flight (Appears on screen)
- Lt. Commander Abigail Brand (Appears on screen)
- Jim Rhodes
- Avengers
- Iron Man (Tony Stark)
- Hulk (Jen Walters) (Only on screen as a static image or video record)
- Spider-Woman (Jess Drew)
- Star
Antagonists:
- Krakens' creator (Behind the scenes)
Other Characters:
- U.S. Air Force (Mentioned)
- U.S. Government (Mentioned)
- Beast (Hank McCoy) (Mentioned)
- Marie Danvers (Mari-Ell) (Photo)
- "Kraken" (Corpse, skeleton or other remains)
- Nuclear Man (Mahkizmo) (Mentioned)
- Som (Mentioned)
- Numerous unnamed New Yorkers
- NYPD
- God (Yahweh) (Invoked)
- Joe Danvers, Jr. (Mentioned)
- Jenny (Mentioned)
- Unidentified Kree (Referenced)
- Minn-Erva (Earth-616)
Races and Species:
- Human-Kree Hybrids
- Mutant-Alien Hybrids (Appears on screen)
- Cats (Mentioned)
- Humans
- Kree
- "Krakens"
- Kraken (Mentioned)
- Dogs
Locations:
- Earth
- United States of America
- Maine
- New York
- New York City
- Manhattan
- New York City Sewer System
- Greenwich Village
- Wall Street, Financial District (Referenced)
- Manhattan
- New York City
- Earth Orbit (Appears on screen)
- Alpha Flight Low-Orbit Space Station (Appears on screen)
- United States of America
- Hell (Invoked)
- Sun (Mentioned)
Items:
- Captain Marvel's Suit
- Spider-Woman's Suit
- Iron Man Armor Model 29 (Extremis Armor)
- Power Siphons (Unnamed)
- Kree Militia Uniform
- Ms. Marvel's Suits
Vehicles:
- "Kraken" spaceship (First appearance; dies)
- Manticore (Mentioned)
Events:
- Re-Entry (Mentioned)
Synopsis for "Falling Star: Part 2"
- Synopsis not yet written
Solicit Synopsis
A STAR RISES, ANOTHER FALLS!
Being Captain Marvel has been the greatest joy of Carol Danvers’ life. But a new hero is rising to the limelight — just as Carol’s own powers begin to fail her. With everyone now believing she’s a Kree traitor, Carol can’t help but wonder…does the world even need Captain Marvel?