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If you’ve got a blockbuster that needs a villain, there’s really only one guy you turn to. Whether he’s playing an evil Imperial officer in Rogue One: A Star Wars Story or an evil CEO in Ready Player One, Ben Mendelsohn knows how to imbue a role with a certain sort of memorable menace. (Up next, he’ll be starring in Robin Hood: Origins as — you guessed it — the evil sheriff of Nottingham.)

So it’s no surprise that the Emmy winner is playing the antagonist in Captain Marvel. Brie Larson stars as the part-Kree, part-human hero Carol Danvers, who faces off against an invading army of Skrulls. Since making their debut in a 1962 Fantastic Four story, the Skrulls have been one of Marvel’s nastiest and most notorious baddies, and they’re finally coming to the big screen in Captain Marvel, led by Mendelsohn’s Talos. The pointy-eared, wrinkly-chinned aliens are shape-shifters, able to disguise themselves as just about anyone, and they’ve long been at war with their most hated enemies: the Kree.

Mendelsohn technically plays two roles — one as Talos (under prosthetics) and one as the human S.H.I.E.L.D. agent he impersonates on Earth. (As a human he uses an American accent, but as a Skrull he reverts to his native Australian.) His human version is posing as Nick Fury’s S.H.I.E.L.D. boss and secretly helping to spearhead the Skrull invasion of Earth.

For his part, Mendelsohn is thrilled to join the pantheon of Marvel Cinematic Universe baddies. “These Marvel flicks, they keep getting better and better,” he says. “So I figure we’re at the craps table, we’re still rollin’ the dice, we got a good chance.”

As an added bonus, Captain Marvel is a reunion for Mendelsohn and directors Anna Boden and Ryan Fleck, who previously worked together on the 2015 indie hit Mississippi Grind.

“We had such a great time with him on our last movie that we begged him to do this movie,” Fleck says. “It’s just so fun to see him really dig into that character of Talos. He’s just so charismatic and dynamic and colorful.”

As part of EW’s Captain Marvel cover story, we sat down with Mendelsohn to talk all things Talos. Below is a lightly-edited transcript of the conversation (in which the word “Skrullin’” is mentioned approximately 500 times).

Image zoom Chuck Zlotnick/© Marvel Studios 2019

ENTERTAINMENT WEEKLY: How did you get involved with Captain Marvel? Was it Anna Boden and Ryan Fleck?

BEN MENDELSOHN: Yeah, it was Anna and Ryan, who I’d done Mississippi Grind with, along with Ryan Reynolds. And they were on to do this thing. They asked me aboard the good ship, and no one blocked it.

So what was their initial pitch to you?

It involved certain machinations of what they’re doing and stuff like that. But I knew it was going to be Skrullin’. I knew I’d be Skrullin’, and that had a certain appeal.

You play both the Skrull leader Talos and the S.H.I.E.L.D. agent he impersonates. How did you approach that?

I mean, when you’re Skrullin’, it’s a bit of a different thing. It’s a got a certain flow to it that this guy [gestures to human costume] doesn’t have. Because this guy doesn’t sound like this. This guy is [adopts American accent] a lot more like, straight up, ready to do the work, very military industrial complex certain 1990-whatever. A lot more buttoned up. Skrullin’ is a bit more laid back, a bit tougher. A little bit nastier? Maybe? Maybe. You got sharper nails, stuff like that.

A Skrull can be more openly nefarious, perhaps.

The thing is, when you’re Skrullin’, there’s a kind of take-no-prisoners vibe about it, which is more relaxed. This guy’s got to follow protocol because it’s S.H.I.E.L.D. Skrullin’, you’re punching through shields. You’re taking shields off people and using them on people. So it’s kind of more fun to play.

So what can you tell me about Talos’ M.O. and his relationship with the Kree?

Look…. [long sigh] We gotta deal with the Kree. The Kree are punks. And the Skrulls, I mean, we’re just misunderstood. At the end of the day, the Skrull is really misunderstood. Look, I don’t want to curse in print or anywhere else, but if I could, I would about the Kree. Yeah. I would.

What’s the relationship like between the Skrulls and Carol?

You’ve gotta be a bit more careful of Carol than the Kree. But I think as far as we’re concerned in the Skrull world, she’s kind of like a major obstacle. I still think we can take her. If we had to — if we had to, had to, had to — we could take Carol.

Image zoom Chuck Zlotnick/© Marvel Studios 2019

Obviously you know Anna and Ryan well. What’s different about working with them on this, and what makes them the right people to tell this story?

I’ll tell you what Marvel have done really well — and what they’ve done really well from the time they were in print. They always spoke to the issues of the day and the concerns of their audience, which was predominantly a young audience. And what’s great about Captain Marvel is it’s really beautiful. It’s actually a really beautiful, badass superhero story.

As people, Ryan and Anna are very sweet, and they’re very switched on. Their sensibilities are delicate and exacting, and I think at the heart of this story… Don’t get me started on it because I’ll get emotional. It really is a beautiful story, and it takes directors with heart and with what I think is a really good B.S. meter for weeding out notes that aren’t going to hit right and true. I think they’re an inspired choice for this.

Everyone I’ve talked to has talked about how this film is rooted in Carol’s journey and her character arc.

It’s very touching, actually. I mean, you want her to win. Now, unfortunately, not every fairytale turns out that well. Sometimes you meet a Skrull. But Carol’s resourceful. She’s going to have a few films to get over this and maybe come back from this. We’ll see. [Laughs]

So what is it you like about playing villains?

Well, it’s like the old Rod Stewart album: Blondes Have More Fun. Villains have more fun. What do I like about it? I don’t know! It leaves an imprint on people when you do it right. I think that’s nice. I think it’s nice to provide the counterweight that people have got to get over, you know? In order to get ahead in the hero’s journey. It’s a job of honor. It’s not for everyone. [Laughs] But I do take it as an honor. I do.

For you, what do you think has been your biggest challenge on this movie overall?

I think the challenge is to make you feel that Skrull. Because Skrulls are important! We’re kind of like the thrash metal component of the Marvel universe. We’re tough, we’re brash, we’re loud. People want us to have warning stickers on us, like explicit lyrics.

The Skrulls are such an iconic part of Marvel Comics’ history. Were you a comics fan going into this?

Yeah. I mean, I’ve read bits and pieces in the Marvel universe. I like Skrulls a lot more now that they’ve asked me kindly to come and represent. But I was always aware of what punks the Kree were. I mean, why would you try and start a war with the Skrulls? What sort of an idiot is gonna try to start a war with us? Ugh, please. Go get some help from Captain Marvel.

So they’re just misunderstood.

[Laughs] You know what I say. They’re just misunderstood. It ain’t easy being green.

Kermit knows!

It ain’t easy. And hopefully someday we will find it, the rainbow connection, and we can live together with the Kree and all that hoohah. But first, it’s… [slams hand on table].

So how long does it take you to do all the makeup and prosthetics to play Talos?

Couple of hours.

Have you gotten it down to a faster pace?

They have. What do I do? I sit there. No, they have. They’re awesome. It’s a couple of hours. It’s not that big a deal, you know? It’s get it on, you’re Skrullin’. And we have an alright time while we do it. We listen to music. Lots of Skrull music.

What do you listen to get in that Skrull mood?

Oh, well, you know, there are lots of tracks that lend themselves to the word Skrullin’. So you take “Jammin’” by Bob Marley. [sings] “We’re Skrullin’!” Another one that I like is there’s an album by Freddie Gibbs and Madlib called Piñata. “Thuggin’.” “Skrullin’.” Skrullin’ is just such a good term that you can transpose it easy. So we do a bit of that.

You could make a whole album.

Yeah, I could do a Skrullin’ mix tape. Easy.

I know that you do a different accent for when you’re a Skrull, as opposed to when you’re a human. What can you tell me about that?

Well, you know, Skrulls sound good. Like, a Skrull sounds tough but friendly, a little bit sexy, kind of warm, but very not-to-be-messed-with-at-all. So strangely enough, we’ve discovered that Skrulls sound a lot like Australians.

Why do Skrulls sound like Australians?

It was a very lengthy discussion that happened all up and down the echelons of this. I don’t want to paint my whole country like a Skrull, but I guess because there’s a certain je ne sais quoi. There’s a certain kind of earthy correctness to an Australian delivery. So I think that’s probably what tipped it in favor of me. And then my other guy sounds like Don Rumsfeld. Don Rumsfeld’s a good kind of read for my other guy.

Very buttoned up.

Strictly business. “S.H.I.E.L.D.! Save that earth!” And you know what? He’s doing a good job of it too, until…. Skrullin’! But I think fans of the Skrull are going to be very happy to see the final victory over all of these Kree.

They’ve got a big fan base.

And you know what? [knocks on wood] I don’t want to disappoint them. I just want to marry them with the earthy directness of the Australian and hopefully we’ve got a little Skrull gumbo going on there.

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