Proxima Midnight/MCU/T'Challa Became a Star-Lord

*"Our head of security, Proxima Midnight."*
―Carina to Nebula and Yondu[src]
**Proxima Midnight** is a deadly warrior, member of the Black Order. Along with the rest of the Black Order, she was hired by the Collector for guard his museum, where Midnight was the head of security. In 2008, T'Challa and his team infiltrated the museum to steal the Embers of Genesis, whom she fought fiercely, however she was finally defeated when Nebula released some particles of the Embers of Genesis.

## Biography

Proxima Midnight's reputation spread throughout the galaxy, along with her teammates Corvus Glaive, Ebony Maw and Cull Obsidian, being known by the same Mad Titan, Thanos, and the Collector.

### Working for the Collector

*"He's got the Black Order doing security. Take it from me, they're bad news."*
―Thanos to the Ravagers[src]

After Thanos reformed and abandoned his goal of wipe out half the universe, Taneleer Tivan hired the Black Order for guard his museum. Being the head of security, Proxima Midnight coordinated the security from the control center located at the museum reception, where she also scanned visitors and their packages using a robot.

#### Theft of the Embers of Genesis

*"The Ravagers? It's a diversion. Sounds the alarms, lock down the building!"*
―Proxima Midnight[src]

In 2008, T'Challa and his Ravager team, along with Nebula, infiltrated the Collector's Museum in order to steal the Embers of Genesis, using a distraction to remove her from the guard so they could pass and avoid the routinary scanning to visitors that Proxima used to do. When the Ravagers started to fight between them, they attracted the attention of Corvus Glaive and Cull Obsidian, who were guarding the surroundings of the museum, so Corvus reported the situation and called all the units there.

Midnight hearing this, jumped over the security counter and went running to the scene. She climbed to a roof and when she saw the fight she took a gigantic jump towards the battlefield while she was supercharging her spear. Slamming the ground with her spear, it released a powerful electric shock that knocked out all the fighters. Looking at them, she noticed that they were all Ravagers, realizing that was a distraction. She alerted so the others, and ordered to turn on the alarm and lock down the museum.

After the Black Order captured all the Ravagers, they were freed by Nebula, thanks to T'Challa and Nebula's plan. Midnight then reported it over the loudspeakers and ordered all units to go to sector seven.

Midnight, Obsidian and the Sakaarans then started chasing Thanos, Nebula, Korath and Taserface across Exitar. Midnight jumped from a roof trying to kill Nebula with her spear, however Thanos saw her and slammed her hard to the side before she could pierce Nebula's head, causing her go through a wall and being knocked out. Once Thanos defeated the Sakaarans and started fighting Cull Obsidian, she recovered and quickly attacked Thanos hurting him in the left leg, causing Thanos scream of pain and Nebula to return to help her father.

Having brutally beating Thanos along with her partner and leaving him lying on the ground, Midnight prepared to kill him by burying her spear into his head, however Nebula shot her just before she could. Although the first shot did not caused her so damage, the second shot knocked her out, leaving her lying on the ground while Obsidian was chocking Nebula.

Having no other option, Nebula released some particles of the Embers of Genesis to Obsidian's mouth, causing that many vegetation started growing extremely fast in all Knowhere. Midnight then recovered again and took her spear to go against Nebula and Thanos, however a giant stalk lifted her far away, allowing Thanos and Nebula to escape.

## Personality

Proxima Midnight was trained her entire life to become a deadly and highly skilled combatant, repeatedly showing her tremendous warrior nature. She is cold, smart, responsible, persistent, and fierce in battle.

## Powers and Abilities

### Powers

* **Superhuman Strength**: Midnight has a high degree of strength, enough to fight and hurt a Titan like Thanos using her spear and her feet to kick him. Her strong legs also allows her to jump very high and resist the fall.

* **Superhuman Durability**: Midnight was shown to be very durable, especially in battle. She recovered from a strong blow from Thanos that threw her against a wall causing it to break, without showing tiredness or any decrease of her abilities. She later resisted well two shots to the chest from Nebula's Electric Blaster, with the first one doing practically nothing, and the second one knocking her for a while.

* **Superhuman Speed**: Running Midnight is able to easily reach another individuals physically superiors like Nebula and Thanos. She also shows great speed when moving in fight.

* **Superhuman Agility**: Midnight has a limited degree of superhuman agility, adequate enough to leap high into the air, perform complex flips and twists in combat, as she demonstrated when stopped the Ravagers fight and when she was chasing Nebula, Thanos and Korath the Pursuer across Exitar.

### Abilities

* **Master Combatant**: As a warrior trained from her childhood, Midnight has great combat skills and experience on battle, allowing her to fight against practically anyone in ground combat.

* **Spear Mastery**: Midnight is extremely skilled in using her spear for close quarters combat, managing to repeatedly use it to attack Thanos, who used to be one of the most powerful warriors in the universe.

* **Master Acrobat**: Midnight has shown to be a capable acrobat, doing many flips and falling from great heights in pursue and battle.

## Equipment

### Weapons

* **Spear**: Proxima Midnight wields a three-pronged spear in battle as her primary weapon. The spear can be thrown at high speeds, or utilized in combat to impale, slash, beat or parry attacks. The spear can also discharge powerful bursts of energy that can knock down her foes, as well as supercharge and generate an explosion that electroshocks the enemies in a relatively large radius. The electroshock even can incapacitate a Titan like Thanos.

### Other Equipment

* **Armor**: Proxima Midnight wears a light-armor that gives Midnight greater agility in combat, and it's pretty resistant to varied attacks. It also has some technological functions which helps Midnight in her missions, like a communicator that she uses to coordinate the Black Order.

* **Museum Security Scanner**: Midnight used this device to scan packages entering the Collector's museum. She used it during the theft of the Embers of Genesis to scan Nebula and Yondu's package, where Star-Lord was actually hiding inside. The scan was not completed since the Ravagers started a diversion that forced Midnight to leave her place.

## Facilities

* **Collector's Museum**: Midnight was the head of security of Taneleer Tivan's museum located in Knowhere, supervising the entrance of the museum and coordinating the security of the surroundings with her partners.

## Relationships

	+ Corvus Glaive
	+ Cull Obsidian †
	+ Ebony Maw †
* Tivan Group
	+ Taneleer Tivan/Collector - Employer
* Sakaarans - Subordinates
* Beerbot 5000
	+ T'Challa/Star-Lord
	+ Yondu Udonta
	+ Thanos - Attempted Victim
	+ Kraglin Obfonteri
	+ Taserface
	+ Korath the Pursuer
* Nebula - Attempted Victim
* Carina - Former Subordinate
* Cosmo
* Howard the Duck

## Appearances

	+ *What If... T'Challa Became a Star-Lord?*

	+ *What If... Captain Carter Were the First Avenger?*
	+ *What If... T'Challa Became a Star-Lord?*
	+ *What If... The World Lost Its Mightiest Heroes?*
	+ *What If... Doctor Strange Lost His Heart Instead of His Hands?*
	+ *What If... Zombies!?*
	+ *What If... Killmonger Rescued Tony Stark?*
	+ *What If... Thor Were an Only Child?*
	+ *What If... Ultron Won?*
	+ *What If... The Watcher Broke His Oath?*

## Trivia

*See also: Proxima Midnight#Trivia & #Behind the Scenes*
* Of the four versions of the Black Order shown in the Marvel Cinematic Universe, this version of Proxima Midnight is the only known member not shown to die.
* Other versions of the character previously appeared in the Marvel Cinematic Universe, on which this version is based.
* Although in the main universe the Black Order are the adoptive children of Thanos, in this universe there is no hint that this has been the case.
* A small shot of Proxima Midnight appears in the intro sequence of the first season of *What If...?*.

## References

The Wiki has a collection of images and media related to **Proxima Midnight**.

The Wiki has a collection of quotes related to **Proxima Midnight**.

1. ↑ *Avengers: Infinity War Character Super Guidebook*
2. ↑ 2.0 2.1 2.2 *What If...?* Season 1 Episode 2: *What If... T'Challa Became a Star-Lord?*
3. ↑ *Marvel Studios: Visual Dictionary*

* Proxima Midnight on Wikipedia
* Proxima Midnight on Marvel Cinematic Universe Wiki