Annette Bening Did Her Captain Marvel Death Scene on No Sleep

Captain Marvel had no shortage of emotional and surprising moments, and it sounds like one came about under surprising circumstances. In the film’s recently-released commentary track, co-director Ryan Fleck spoke about the scene where Helen Lawson/Mar-Vell (Annette Bening) is shot and killed by Yon-Rogg (Jude Law), shortly before Carol Danvers/Captain Marvel (Brie Larson) gets her powers. As Fleck revealed, the scene was actually Bening’s first to shoot in the film, and was done on very little sleep.

“This was Annette Bening‘s first day of shooting.” Fleck revealed. “She flew across the country, she had something she had to do in New York and she flew across the country, showed up without sleeping, and did a dying scene for us. It was a tall order. ‘Hey Anette, how’s it going? So you’re going to get out of this plane and you’re going to die over here. You ready? Let’s go!’ And she was such a trooper. I think it’s a very difficult scene for actors to play and she nails it.”

While the scene is already pretty intense, this behind-the-scenes fact adds a whole other context to the moment. Bening’s dual roles in the film – both as Mar-Velland as Carol’s manifestation of the Supreme Intelligence – certainly surprised fans when they initially saw the film, especially since it was so different from existing Marvel Comics lore. But as the directing team have since revealed, there was a good reason for adapting the two characters in that way.

“I think that we initially had a separate figure being the Supreme Intelligence and then it just felt like to bring it together, somebody from her past that she knew and she admired but she didn’t know who it was because she had that part of her self missing,” co-director Anna Boden said during a podcast appearance earlier this year. “To have it be connected to her origin and have it be connected to her hero felt like an obvious idea that should’ve been in there from the very beginning, so it was just one of those things where all of a sudden like I woke up from a nap and I was like ‘what the hell are we doing? Why are these two separate people?’ I called Ryan. I’m like ‘am I crazy to think that we should make them the same actor?’ and he’s like ‘no, that seems like why didn’t we think of that four months ago.’ And there we go.”

What do you think of this bit of trivia surrounding Mar-Vell’s Captain Marvel death scene? Share your thoughts with us in the comments below!

Avengers: Endgame is in theaters now. Spider-Man: Far From Home will land in theaters on July 2nd.