In 1995, on the Kree Empire's capital planet of Hala, Danvers, known as 'Vers' (taken from the remains of her damaged dog tag), suffers from amnesia and recurring nightmares involving an older woman, particularly as a former U.S. Air Force test pilot who acquired cosmic energy force powers from the Tesseract after an explosion that wiped out her memory. The Kree decide to use her as a weapon against the Skrulls. Yon-Rogg, her mentor and commander, trains her 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, Vers is captured by Skrull commander Talos. A probe of Vers's 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 and Fury later go to the Project Pegasus installation at an Air Force base, where they find Goose. They discover 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 and Goose to be Lawson's pet. They, along with Goose who stowed away on their ship, 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 recording from Lawson's jet, prompting Danvers to remember the crash, whereby she absorbed the energy from the ensuing explosion, gaining powers but losing her memory. Devastated by the truth, she suffers a breakdown that Maria and Talos help her through.
Danvers, Talos, Fury, Goose, 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 conversation, allowing her to reach her full potential. In the subsequent battle, Fury retrieves Goose, who is revealed to be an alien called a 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 before overpowering Yon-Rogg on Earth and sending him back to Hala with a warning to the Supreme Intelligence. Danvers departs to help the Skrulls find a new place to live, while leaving Fury a modified pager to contact her in an emergency.