Proxima Midnight's character design in Avengers: Infinity War was inspired by Thanos' (Josh Brolin) look in Guardians of the Galaxy. Despite being one of the weaker elements in the film, it doesn't mean that Marvel Studios didn't devote time and effort in bringing the Black Order to life. If anything, they looked menacing on the big screen. Each member had a distinct look to them that suited their own respective power sets.
One of the four members of the Black Order (repurposed as the Children of Thanos) in the film, Proxima Midnight (Carrie Coon) operated mostly with her husband, Corvus Glaive (Michael James Shaw) by her side. As the only female member of the villainous foursome, Proxima Midnight obviously had to stand out design-wise. But as it turns out, her aesthetic was mined from a very surprising inspiration - Thanos.
In Marvel's Avengers: Infinity War - The Art of the Movie book, Marvel concept artist Jerad Marantz reveals how he came up with the design for Proxima Midnight. He reveals that the villainess' armor is slightly based on the armor the Mad Titan was wearing in his brief appearance in the first Guardians of the Galaxy:
"It was an honor to be able to establish her design in the film. I played around with her black-and-white suit and broke up the panels. I reworked her armored arm to expose more of her costume to show that it was clearly armor and not another Marvel mechanical arm. I designed the armor in ZBrush based on the armor Thanos was wearing in Guardians of the Galaxy. I was able to get the design approved in the first pass. I also decided to incorporate armor on her opposite leg for balance.
While Marvel Studios mostly stuck with the character's look in print, her headpiece was significantly different in the movie to differentiate what they did with Cate Blanchett's Hela in Thor: Ragnarok, whose headdress totally covered her whole skull when changing into her battle armor. For Proxima Midnight, however, instead of covering her whole head like how it is in the comic books, her headpiece was more of a headband.
"One of the biggest changes I made on Proxima was to change her black headdress into horns coming off of her cheekbones. There was a lot of concern that Proxima's would be compared to Hela's headdress, and I was able to make the design work for her in a unique way by making it horns. And Adam Ross did incredible work refining the design in 3D. I think I'm the most proud of Proxima's horns. It was an idea I had pitched in my first pass, and I was really thrilled to see the idea go through. I felt that it really made her stand out and separated her from other Marvel characters."
In hindsight, it would've been interesting to see Proxima Midnight have a bionic arm instead of an armor as it could be more telling of her relationship with Thanos. It would've been a great point to compare and contrast with Nebula (Karen Gillan) who also has a mechanical arm and other body parts - a visual souvenir of the abuse she has suffered while she's with her adoptive father. Assuming that the two suffered the same fate, it would've been interesting to know why Nebula decided to betray her father, while Proxima Midnight remained faithful to him until she met her end during the battle in Wakanda in Avengers: Infinity War.
Source: Marvel's Avengers: Infinity War - The Art of the Movie
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