I've seen and done many strange things! I've understood some of what's transpired, not all! But it's started me thinking!... and perhaps that was all I needed! 
Appearing in "Metamorphosis!"
Featured Characters:
Supporting Characters:
Villains:
Other Characters:
- Uranus/Uranos
- Zeus (Only in flashback)
- Zeus/Zuras (Main story and flashback)
- ⏴ Mentor ⏵ Template:Flash
- Chronos (Only in flashback)
- Oceanus (Mentioned)
- ⏴ Starfox ⏵
- Sui-San (Main story and flashback)
- Supreme Intelligence (Only in flashback)
- ⏴ Drax the Destroyer ⏵
- Hitler
- ⏴ Una ⏵
Hallucinations/Constructs of:
- Ronan the Accusor
- Kree Sentry
- Megaton
- Dr. Leonard Mynde
Locations:
- Solar System
- Earth
- New York City
- Ancient Olympus (Only in flashback)
- Louisiana
- Saturn
- Uranus (Mentioned)
- Earth
- A "Far Distant Solar System"
Items:
Vehicles:
Synopsis for "Metamorphosis!"
Captain Marvel is brought before Eon, who claim their life's mission is to "destroy Captain Marvel the Warrior". Eon shows Mar-Vell visions of the history of Titan, explaining that Chronos created Eon to wait for the time when Thanos acquires the Cosmic Cube and change Mar-Vell from the warrior he was into the Protector he must become. After guiding him through a series of enlightening visions, Eon grants Mar-Vell Cosmic Awareness, a slightly modified mask, and his hair turns from white to blond. With his new mindset, Captain Marvel conquers his inner demons and returns to the fight against Thanos.
Notes
- The history of Titan shown in this issue will be partly retconned in the backups of What If? #24 and 25. Here, Chronos and A'Lars are shown to be kin to the Olympians and that A'Lars was banished to space by his brother, Zeus. In the updated version, the gods are actually their Eternal counterparts and A'Lars leaves voluntarily to avoid conflict with Zuras.
- In this issue, Captain Marvel is first granted the Protector of the Universe title, his cosmic awareness, and other internal changes. He also undergoes a few external changes, including his hair color changing from white to blonde.
- The cover was originally drawn by Starlin and Milgrom with Romita redrawing Captain Marvel's head.
- This story is Job # 16117 (seen on Page 1).
- This is the first solo issue Jim Starlin writes without Mike Friedrich.
- In this issue, Eon restores Mar-Vell's romantic interest Una's body but not her soul. Her story will be continued in Captain Marvel #40.
- This issue contains a letters page, Mail It To Mar-Vell. Letters are published from Bill Cldius, Duffy Vohland, and Rod Cutheart.
Trivia
- This iconic Jim Starlin cover for this issue has been used in various Marvel merchandising especially in the 1970's. This includes Mar-Vell's 1974 Series "A" Marvel Value Stamp #9, [1] and his 1975 slurpee cup from the 7-11 convinence store chain.