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"He'll die alone. As will you."
―Proxima Midnight to Wanda Maximoff[src]

Proxima Midnight was Thanos' adoptive daughter and a member of the Black Order. She joined her father in his quest for the six Infinity Stones, initially attacked the Statesman with her brothers and helped to kill the Asgardians aboard and retrieve the Space Stone. She later attacked Vision and Wanda Maximoff, almost killing them until the arrival of Captain America, Falcon and Black Widow. She was forced to flee when Widow wounded Corvus Glaive before returning to fight in the Battle of Wakanda. She fought and nearly killed both Okoye and Black Widow before Maximoff used her telekinesis to throw her to the path of a Thresher, killing her.


Black Order

Becoming a Child of Thanos

Proxima Midnight, like the rest of the Black Order, was a member of a world conquered by Thanos in his quest to wipe out half the universe. Thanos took the orphaned Midnight and raised her as his own child, training her to be a deadly member of the Black Order. Unlike Ebony Maw, Cull Obsidian, Nebula, and Gamora, her adoptive siblings, Midnight was able to actually feel love for Corvus Glaive, her husband and fellow adoptive brother.[1] As with her fellow siblings, with the exception of Gamora, Midnight was disliked by Nebula.[2]

Attack on the Statesman

Midnight standing guard over Loki

"There are two more stones on Earth. Find them, my children, and bring them to me on Titan."
"Father, we will not fail you."
Thanos and Proxima Midnight[src]

Along with the rest of the Black Order and Thanos, Midnight was present when they first attacked Xandar in search of the Power Stone. Thanos eventually stole the Orb from the Nova Corps Headquarters after defeating the Nova Corps. Eventually, the Sanctuary II had crossed paths with them in space with the Asgardians onboard of the Statesman.

Midnight humbly bows down to Thanos' might

Midnight intercepted the Statesman holding the survivors of Ragnarök, participating in Thanos' assault on the ship in their search of the Space Stone. Midnight and her brothers stood guard while Thanos demanded that Loki surrender the Tesseract containing the Space Stone. As Loki was going to give the Tesseract to Thanos, Hulk violently attacked him. After Thanos defeated Hulk and Thor restrained by Maw, he had acquired the Space Stone to his Infinity Gauntlet.

Midnight and the Black Order teleported away

After Thanos harnessed the power of the Space Stone, he ordered his children to retrieve two Infinity Stones on Earth, the Mind Stone and Time Stone, to which Midnight bowed down to her knee and agreed to her father's demands without questioning, promising Thanos that they would not fail him. Leaving the grieving Thor to mourn over Loki's lifeless body, Thanos destroyed the ship before departing with his children, using the newly acquired Space Stone to teleport them away.[1]

Attack on Vision

Midnight fighting against Wanda Maximoff

"We don't want to kill you. But we will."
"You'll never get the chance again."
Black Widow and Proxima Midnight[src]

Proxima Midnight and Corvus Glaive then went to Edinburgh, Scotland, to claim the Mind Stone. The pair found and ambushed Vision, with Glaive stabbing the android, and Midnight attacking Wanda Maximoff before she could aid him, blasting her with her spear, and sending Maximoff crashing though a shop window.

Midnight furiously fights against Wanda Maximoff

Midnight then pinned Vision down much with Glaive, as he attempted to forcefully remove the Mind Stone from Vision's head. However, they were both swiftly knocked down by blasts from Maximoff, who levitated Vision and herself and attempted to escape the children of Thanos. After they landed, Midnight and Glaive quickly found the most again, Glaive clashed with Vision, while Midnight attacked Maximoff. Midnight swung her spear at Maximoff, who used her powers to block all of Midnight's strikes.

Midnight again confronting Wanda Maximoff

However, Midnight soon gained the upper hand, unleashing an energy blast from her spear that knocked Maximoff onto the ground. Midnight then lunged down at her victim, but her blow was stopped at the last second by Maximoff, who held her spear in place. This gave Maximoff the chance to get up, and she and Midnight continued to fight. After a blast from Vision accidentally blew up a nearby car, Midnight was flung into the flaming wreck by Maximoff, who once again attempted to flee with Vision.

Midnight is confronted by Captain America

However, Midnight swiftly recovered, and sent a blast of energy from her spear at the pair, knocking them out of the sky, and crashing into a train station. Midnight and Glaive then both jumped in though the roof, as Maximoff stood between them and Vision. As a train shot past, Midnight noticed another figure had arrived, and compulsively flung her spear at the newcomer. To her surprise however, the newcomer caught the spear, and emerged from the darkness, revealing itself to be Captain America.

Midnight fighting against Captain America

Before the Black Order could react any further, Falcon arrived, diving though the air and kicked Midnight over to a glass window inside a restaurant. When Black Widow fought against Glaive and used Midnight's own weapon to stab him, she called the weapon back to her, attempting to kill Black Widow, but her strike was blocked by Captain America wielding Glaive's weapon, which he then used to cleave Midnight's spear in half, and flung Midnight down next to Glaive.

Midnight threatening all of the Avengers' lives

Midnight crawled over to Glaive's aid, as he groaned in pain from his gruesome stabbing in his abdomen. Midnight told Glaive to get up but told her that he couldn't move thus not allowing for him to get up, as Black Widow threatened the pair that they won't harm them but they will. Midnight rebuffed Black Widow's claim, saying that they would never get the chance again, before escaping with the wounded Glaive.[1]

Battle of Wakanda

Midnight confronts her enemies in Wakanda

"You are in Wakanda now. Thanos will have nothing but dust and blood."
"We... have blood to spare."
T'Challa and Proxima Midnight[src]

Arriving to Wakanda with the accompany of Cull Obsidian, the two had attacked the Golden City but was shielded by an impenetrable force field. Midnight and Obsidian dropped down to the ground and met up with Captain America along with Black Widow and Black Panther at the other side of the force field.

Midnight accepts to battle against Wakanda

Midnight unsheathed her sword and ran it along the force field, and mocked her opponents, telling them that the Vision and the Mind Stone would soon be taken by Thanos. Black Panther then informed them that they were in Wakanda, and Thanos would have nothing but dust and blood. Accepting the challenge, Midnight claimed they had enough blood to spare, and commanded Thanos' army of Outriders to be unleashed.

Midnight watches Thor's entering Wakanda

While the Outriders tried to get ahold of their enemies and gone pass through the dome, Midnight smiled as they kill themselves to get through. To prevent the Outriders going around the force field, Black Panther commanded it to be opened, letting in the army, as well as Midnight, alongside with Obsidian. In the ensuing invasion, Midnight watched in horror as Thor entered Wakanda with Groot and Rocket Raccoon.

Midnight prepares to kill off Wanda Maximoff

Having noticed Wanda Maximoff had joined the battle, Midnight ordered Corvus Glaive to take the Mind Stone from Vision, who was being operated on by Shuri. While the Avengers took notice of Vision's disappearance, Midnight then confronted Maximoff herself, knocking her off the field and landed on the ground. While Maximoff was lying on a hole in the ground, Midnight stood over her in preparation to kill her, mockingly telling her that she'll die alone.

Midnight is thrown into the Thresher's way

However, Black Widow and Okoye came to Maximoff's aid, telling Midnight she was not alone. Midnight then ferociously fought Black Widow and Okoye. As the battle continued, Midnight was able to hold her own and eventually gain the upper hand over both of them. However, Maximoff telekinetically threw Midnight into the path of a Thresher, which shredded her under its spinning blades, and splatting spots of her blue blood onto Black Widow.[1]


Proxima Midnight always kept on showing fierce loyalty towards Thanos, but alongside this, she also kept showing love, caring and sense of security towards Corvus Glaive, after being concerned about his state moments after he was wounded by Black Widow. Midnight furiously came to his defense, lunging at Romanoff with the intent of killing her. When Captain America came to Romanoff's aid, Midnight used her acrobatics to get closer to her fallen husband while simultaneously moving her enemies further away.

Proxima Midnight was trained her entire life to become a deadly and highly skilled combatant, repeatedly showing her tremendous warrior nature in battle many times and began developing her own cruel, arrogant, cold, and fierce nature.

When becoming apart from the Black Order, Midnight also developed extreme sadism; showing pure pleasure driven by herself toward the pain of others and of her own enemies. Her arrogance is what brought her great downfall during the great Battle of Wakanda, stating that no matter what, Thanos would obtain the Mind Stone which still shown her loyalty toward her adoptive father.

Powers and Abilities


  • Superhuman Strength: Midnight was physically stronger than Black Widow and Okoye, and also overpower both of them during the Battle of Wakanda. However, the super-soldier Captain America seems to have strength comparable to her, as he was able to hold her at bay using the Glaive to save Black Widow, but displayed visible strain in doing so. Her strength was sufficient enough to easily throw people around as she did to Okoye. She was also able to knock down Black Widow with a kick and subdue her with her punches despite being blocked by her batons.
  • Superhuman Durability: Midnight was able to withstand powerful bolts of Wanda Maximoff's telekinetic energy during their first encounter for quite a while, before being defeated by the combined efforts of Captain America, Black Widow and Falcon. Despite being outnumbered two-to-one while fighting Black Widow and Okoye, she was able to stand her ground and suffered minor wounds. She was able to touch Black Widow's batons with only mild discomfort and could withstand a kick to her abdomen from Black Widow with seemingly no discomfort. She was able to be thrown through a shop front with great force and thrown through a flaming truck without sustaining any heavy injuries. However, it is implied that she is not bulletproof, as she showed discernible fear when Falcon aimed his guns at her, and her first death was a result of being shredded by Threshers.
  • Superhuman Speed: Midnight was fast and agile in battle, able to swiftly attack or parry incoming attacks, as well as dodge or evade her opponents quickly. During her battle with Black Widow and Okoye, she was able to maintain the upper hand against them. During the attack on Vision, Midnight demonstrated this during her brief skirmish with Captain America and Black Widow, as she was able to block attacks from both incredible fighters simultaneously. However, it was not impossible to ambush her, Falcon was able to use the momentum of his flight to send her flying, with Midnight hardly having enough time to react.
  • Superhuman Agility: Midnight possessed a limited degree of superhuman agility, adequate enough to leap high into the air, perform complex flips and twists in combat, as well as execute a perfect roll after jumping many feet into the air during her pursuit of Wanda Maximoff.
  • Superhuman Stamina: Midnight battled both Wanda Maximoff and Vision without tiring and then entered the Battle of Wakanda where she fought even longer.
  • Superhuman Reflexes: Midnight dodged many of Wanda Maximoff's attacks and even dodged both Okoye's and Black Widow's attacks at the same time.


  • Master Combatant:

    Midnight fighting against Black Widow

    Midnight was an extremely skilled and formidable hand-to-hand combatant, able to employ various weapons like her spear or swords with incredible dexterity and skill in battle. As such, she was able to go toe-to-toe with Wanda Maximoff on their first meeting with only her combat skill alone, and was only defeated through a combination of teamwork from Captain America, Black Widow, and the Falcon, all of whom are extremely skilled combatants. In the battle in Wakanda, Midnight was able to take the upper ground in her fight with both Black Widow and Okoye simultaneously, and would have killed the two had Wanda Maximoff not intervened in time and killed her.
  • Spear Mastery:

    Midnight fighting Maximoff with her spear

    Midnight was extremely skilled at using a spear in combat, managing to repeatedly use it to attack Wanda Maximoff with it and also fight on par with both Steve Rogers and Natasha Romanoff. She was also able to throw the spear with deadly accuracy to impale her opponents or could blast them with energy from the spear's tip.
  • Sword Mastery: Midnight was extremely skilled at using a sword in combat, being able to face Black Widow and Okoye with a sword, and also almost killed Black Widow with a retractable sword that she wore in her gauntlet.
  • Master Acrobat: Midnight utilized several flips during her skirmish with Captain America and Black Widow to strategically position herself closer to her fallen husband while simultaneously moving her enemies away.



  • Proxima Midnight's Spear:

    Proxima Midnight aiming her spear at Loki

    Proxima Midnight wielded a three-pronged spear in battle against her enemies. It could be thrown at blinding speeds, or utilized in combat to impale, slash or parry attacks. The spear could also discharge powerful bursts of energy that could knock down her foes. The spear could also be controlled telekinetically, as Midnight was able to summon it back into her hands. The spear was eventually broken when Captain America used Corvus Glaive's glaive to slice it in half.
  • Proxima Midnight's Sword: Proxima Midnight wielded a sword during the Battle of Wakanda. It was used to impale, slash and parry attacks.

Other Equipment

  • Tactical Gauntlet: Midnight wore a tactical gauntlet that contained several assets she could utilize in battle.
    • Proxima Midnight's Gauntlet Blade: Proxima Midnight used a blade concealed inside her gauntlet in an attempt to kill Black Widow during the Battle of Wakanda.
    • Wrist Communicator: The gauntlet held a small communicator on its wrist that allowed Proxima to contact other members of the Black Order.


  • Sanctuary II: Proxima Midnight, along the rest of the Black Order, used this massive warship to go to different places in the universe along Thanos and the army. They used this ship to assault the Statesman in 2018.
  • Statesman: Midnight boarded this massive ship along Thanos and the Black Order to obtain the Space Stone. After some fights, Thanos obtained the Stone and they left the ship while it was destroyed by the Power Stone.
  • Q-Ship: Proxima Midnight and Corvus Glaive used this ship to go to Edinburgh in order to obtain the Mind Stone. In the attack Glaive was hurted and her spear destroyed. Without having option, she retreated along with Glaive to their waiting Q-Ship and fled to orbit to nurse their wounds. Later they met Cull Obsidian in the ship, and prepared for the final battle for the Mind Stone.
  • Outrider Dropship: Midnight, Obsidian and Glaive used these ships to arrive on Wakanda before the battle.





Behind the Scenes



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