Appearing in "Havoc on Homeworld!"
- Rick Jones (Main story and flashback)
- Supreme Intelligence
- Lunatic Legion
- Ronan the Accuser
- Una (Only in flashback)
- Yon-Rogg (Only in flashback)
- Thanos (Only in flashback)
- Drax the Destroyer (Cameo)
- Rambu (First appearance) (Cameo)
- Shabby Allus (First appearance) (Cameo)
Synopsis for "Havoc on Homeworld!"Captain Marvel, merged with Rick Jones, returns to Hala to report to the Supreme Intelligence about the Lunatic Legion. They're surprised and confused to find the Lunatic Legion waiting for them there to fight them at the Supreme Intelligence's behest. After Captain Marvel easily defeats them, the Supreme Intelligence praises him, revealing that everything Mar-Vell has experienced since first being assigned to Earth has been part of an elaborate plan to create a perfect opponent for himself in a battle that will either award him the mind of Rick Jones and its dormant ultimate power or else put the final nail in the coffin of the Kree's evolutionary dead-end.
Mar-Vell isn't interested in playing the game, but the revelation that his leader might have orchestrated Una's death as part of his schemes sends him into a rage. The Supreme Intelligence counters the attack by separating Mar-Vell from Rick Jones in a way that leaves each of them with one of the Nega-Bands and summons Ronan the Accuser, the once traitor now under the Supreme Intelligence's control, to attack them. Mar-Vell and Rick find that while each Nega-Band only accumulates half the normal amount of power, by using them together they're both able to use the full might of the bands, which they use to defeat Ronan. As soon as they gain the upper hand, the Supreme Intelligence teleports them away on a journey through the final steps of his plan.
- Plot by Englehart and Milgrom, script by Englehart.
- In Warlock #11, the Universal Church is removed from history, which would mean Rick and Mar-Vell's brief and inconsequential encounter with the Hala sect in this issue never happened.
- The last page prologue features previews of the pieces of the Supreme Intelligence's plan that will be explored over the next five issues. The prospector is the subject of the next issue, the space traveler is the subject of Captain Marvel #43, the circuitry is involved in #44, the Gem in #45, and finally the Bloom in #46.
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- Images from Captain Marvel Vol 1 41
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