Carol Danvers first appeared in Marvel Comics in 1967 in a story featuring the Kree warrior known as Captain Marvel. Mar-vell plagued the NASA base where Carol was the new security chief. For months, Carol investigated and tried to capture Mar-vell. However, time and again she failed. Over the course of this "pursuit" the two became close. When Mar-vell's enemy Colonel Yon-Rogg found him on Earth, he used Carol as a pawn in his personal vendetta against Mar-vell. Caught in the crossfire of this cosmic drama, Carol ended up in the role of pawn time and time again. Carol hated the role of "damsel in distress." Ironically, it was the final battle between Mar-vell and Yon-Rogg that transformed Carol into Ms. Marvel, freeing her from the role of "damsel in distress once and for all!
Following her transformation, Carol quit NASA and purposely distanced herself from Mar-vell, despite their previous relationship. Carol felt a bit diminished being viewed as a "female copy" of Mar-vell and changed her costume after the two teamed up against Ronan the Accuser. The two remained friends but eventually lost touch. Carol was unaware of Mar-vell's battle with and death from cancer. At a poker party at Avengers Mansion, she met the new Captain Marvel, Monica Rambeau and leanred of Mar-vell's demise. She immediately rushed to his gravesite to pay her last respects. She was embittered that she didn't get the chance to say good-bye and realized that her genetic make-up may have helped save Mar-vell. Her frustration was compunded by the fact that she could not truly grieve for Mar-vell because she had lost the emotional connection to her memories of him at the hands of Rogue.