'Captain Marvel' Editor Debbie Berman Reveals How Carol's Journey Originally Ended (Exclusive)

captain marvel
Walt Disney Studios

Berman opened up about working on Marvel's first female-led film, building an unconventional origin story and that 'mindfrack' scene.

Captain Marvel made its worldwide debut last weekend, landing Marvel Studios' seventh biggest opening with a $455 million worldwide gross and glowing reviews from critics for star Brie Larson and the film's nostalgic notes, humorous banter and heart-pounding action scenes.

The movie is the MCU's first female-led standalone, and the crew behind the scenes was similarly captained by hard-working women, including co-director Anna Boden, screenwriter Geneva Robertson-Dworet, composer Pinar Toprak and editor Debbie Berman.

After getting her start in reality TV and moving to features like Black November and The Final Girls, Berman made her Marvel editing debut with 2017's Spider-Man: Homecoming. Next, the South African-born filmmaker worked with director Ryan Coogler on the Oscar-nominated Black Panther, before making another kind of history with Captain Marvel.

Jesse Grant/Getty Images for Disney

"I feel very honored that I got to work on the Marvel films that I did," Berman told ET over email following the film's release. "I can’t imagine a better personal trilogy! To be a part of when Spidey finally came home to Marvel was phenomenal. As a South African, to be a part of Black Panther was incredible. And then to be a part of their first female-led film has been brilliant! To see all these films embraced and break financial and critical records has been overwhelming."

Read on for more of Berman's insights on her creative process -- including what it took to craft Captain Marvel's unconventional origin story and what changes she made to the film's original ending -- as well as some behind-the-scenes secrets from the latest Marvel blockbuster.

ET: I've seen Captain Marvel three times now, and found new things to love on each viewing. Do you have a favorite scene or segment and why?

Debbie Berman: There is actually a section that has always felt like the heart of the film to me, and that is when we are in Louisiana meeting Maria (Lashana Lynch) and Monica (Akira Akbar). We’ve just come out of an action sequence, and there is a scene where she sits with her old friend, Maria, to try and discover her past. The film slows down, and you can feel that connection between the two of them. It always reminds me of that moment when there is a friend that perhaps you didn't speak to for a few years, and then when you connect again, it's like not a second has passed and you pick up exactly where you left off.  And even though Carol doesn't necessarily recall this friendship, it has that feeling, and the chemistry reasserts itself almost instantly and you can see that the foundation of that love and friendship is still there.

I did something editorially, where I started the scene on a wide [shot] and I really just held it there for quite a significant amount of time. It’s not something you really see in films of this genre, and I was pretty convinced that, at some point, they would want to shorten it and go into coverage sooner. But to my delight, everyone really bought into staying in that two-shot for a really long time and just watching both these characters simultaneously, seeing them reconnect, being able to settle and let the film breathe, starting with a bit of a distance and then slowly build to more intimacy.

And then, almost right after that, we get to what I call the “Milkshake Talos scene," which is a truly hilarious scene.  We’ve just been through a lot of serious moments, and it’s great to break that tension with laughter. I always feel that, if you can make the audience laugh, it opens the door for them to cry, because ultimately you’re responding emotionally either way.  So that little section of the film is really a big part of the heart of the movie, and I love it for its being raw and real and fun.

Have you seen the film with an audience yet? What was that experience like? 

I’ve seen several iterations of the film with an audience, including the final cut!  And it is the best feeling in the world, watching the film with new people, feeling the excitement and the electricity of anticipation, hearing them laugh, cry and cheer. It’s the reason I love making movies: to experience other people enjoying the escapism of a cinematic experience that I helped create.

Captain Marvel is structured differently from a typical "origin story" in that the audience meets Carol when she already has her powers -- even if she's not quite sure how she acquired them. What are the pros and cons of that structure from an editing standpoint?

The pros are that this is a structure that we are not used to, which makes the story a more interesting and original adventure. The challenge that comes with that is that we don't have a history with that character, and therefore we don't necessarily have the emotional connection to them and their powers. To address that, we learn the history of Carol through the "mindfrack" sequence, which allows us to emotionally connect to her as just a normal human being. And she ultimately achieves her true powers at the end of the film, the discovery of which we experience with her.  So we don’t experience the origin of her initial powers, but we do experience that of her true powers, which, to come full circle, is ultimately driven by her humanity.

That "mindfrack" sequence, as you called it, is one of my favorite scenes in the film -- when the Skrulls have captured Carol and are scrubbing through her memories. What can you tell me about the creation and conception of that scene? What was it like to try and structure it differently from a typical training or origin montage?

It was a huge challenge. There were many full scenes shot for that section, and it took a lot of deliberation and iterations to come up with the final result. The challenge was to reveal enough of Carol’s past so that we can connect to her as a human being -- and almost crave seeing her as a human again. We also needed to introduce some characters and events from her past that would pay off later.

But at the same time, it’s still near the beginning of the film, and we’ve been given a lot of information, so there was the risk of making things too confusing. So how do you make it feel exciting and intense, but then at the same time tell the story of the scene -- which is that the Skrulls are going through her mind looking for some specific information? It’s a lot to try and accomplish in a small space of time! That sequence changed constantly and was certainly a very collaborative one. We had a lot of fun with it.

You worked with Marvel's first female co-director on this film [Boden, who directed with partner Ryan Fleck]. Was it an unusual process to edit with a directing team, or did they work together seamlessly?

It's definitely different, working with a directing team as opposed to a singular person. Luckily, Anna and Ryan were pretty much always on the same page, so it made things easier. There were definitely times where they had differing opinions, and then they would always listen to each other’s thoughts with respect, and try to address any concerns the other had. As an editor, it’s great, because you often get to be the deal-breaker in such situations. What was also kind of fun is that sometimes, I would pitch an idea to one of them and maybe they wouldn't buy it, so then I would go and pitch the exact same idea to the other! It was like if "Mom" said no, then go and try get "Dad" to say yes. Double the opportunity!

Do you find any notable differences when working with female directors as opposed to men?

I think that's more subject to personality traits and filmmaking styles than gender. The one thing I used to joke with Anna about is that, sometimes, you are working these marathon sessions -- they can often be 14-hour days and often you just go to the restroom to escape and get a little bit of a break -- and then Anna would follow me there, so that backfired!  But it was actually a lot of fun because some of our best discussions came from that. When you step away from the machine and are not distracted by the immediate interaction required with the technology, that can open the door to some of your clearest analysis. Some of our best breakthroughs were had while we were yelling ideas to each other over the bathroom stalls, so that was a fun and certainly new experience!

There's been a lot made of the "male gaze" when it comes to recent movies and TV shows featuring female superheroes. Is that something that you thought about when editing this movie?

It’s not something I intentionally considered.  I just tried to make the movie that I would want to see, so I think naturally, that put a female gaze on it without me over-intellectualizing it. I love that there is no romantic interest in this story. (Though I think almost all the ladies on the crew fell a little bit in love with Jude Law and Ben Mendelsohn!) The love in this film is between two dear friends. I think it’s good to be able to directly emotionally connect to the character and feel what reactions you personally think would be genuine, and bring that into the story.

I remember when I came across the line where she says, "My name is Carol," and there was a take where a tear runs down her cheek. I had a lot of other takes of that line where she just said it in a stoic, kick-ass fashion. And I was drawn to those other takes because that's what I am used to seeing -- and in a way, I’ve been programmed to feel that someone being strong and emotionless is the right play. And they were really great performances and you could feel her power. But then I thought, I have never seen a superhero cry while saying her most kick-ass of lines, and honestly, if I had gone through everything she had just gone through, no matter how strong I was feeling at that moment, I think I would be having a multitude of emotional experiences simultaneously.

So I went with the "kick-ass tear" take. And again, I was expecting pushback [on] it and was again surprised and delighted everyone loved it. It’s one of the most powerful moments of the movie. It's something new and unexpected, and Brie really brought the performance in that moment, and I embraced it as something that felt real to me.

I remember reading about your work on Black Panther and how you offered input on the final scene, where T'Challa and Shuri travel to Oakland. Are there any similar scenes that stand out to you in Captain Marvel, where you offered input that shaped or changed things in a pivotal way?

I did actually suggest some tweaks to the ending of this film. It used to end with Carol flying off into space alone, and I found that a bit jarring. Like, where exactly was she going? And what was she doing? It felt like we needed a stronger visual to assert a more specific justification for her leaving and disappearing for so many years. So we added Talos and his family in their spaceship waiting for her, and they all fly off together. It gave her more of a sense of purpose and made it easier to believe that she left her newfound life on Earth because she was with a friend we knew she cared about, and for a more specific mission. It gave more resonance and closure to her final moment in the film.

Music is so pivotal in several Captain Marvel scenes, in terms of setting the tone and obviously, the time period (I'm thinking of No Doubt's "Just a Girl" and Nirvana's "Come as You Are," in particular). When does that come into the process for you? Were there any scenes that originally featured different songs?

I think almost every single scene originally featured a different song! It’s part of the process to try a variety of options, and see what was true to the era, but also what resonates the most in that moment -- be it emotionally, tonally or comedically.  It’s through a lot of trial and error, and it took us, as a team, quite a while to get to the place where it ultimately landed, but I feel really happy with the end result. 

You've now worked on three very different Marvel films, in Spider-Man: Homecoming, Black Panther and Captain Marvel. Are there common threads that you find in editing each of them, or are they completely separate from your perspective?

They all felt like radically different experiences -- even though they are all under the Marvel umbrella -- because of the kind of movies they were, and because of the people I was working with. I guess the common thread is that I was always just trying to put my heart and soul into making a movie that I loved and enjoyed, and I hoped that the audience would reciprocate that.

I'm sure you're sworn to secrecy, regarding Marvel specifics, but are there any projects or properties you'd like to work on in the future, superhero or otherwise?

I am drawn now, as I always have been, to filmmakers who affect and excite me and are doing original works. I would love to have creative partnerships with innovative auteurs like Charlie Kaufman and Sean Baker. And of course, I would do anything in the world that Ryan Coogler asked me to do. I am looking to maybe even spread my filmmaking wings a little and get involved with other aspects of the filmmaking process. So I am not sure what the future holds, but I know I’ll be chasing stories that I love, made by good people, and hope to bring more exciting and engaging cinematic adventures to the world.

Captain Marvel is in theaters now.