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What If…? has concluded its three-season run just in time to bring 2024 to a close. Debuting in 2021 on Disney+, What If…? was the Marvel Cinematic Universe’s deep dive into the vast realities that The Multiverse Saga opened up. Narrated by The Watcher (Jeffrey Wright), audiences have seen many of their favorite heroes and villains reimagined. For 26 episodes, fans got a glimpse into realities different from the MCU sacred timeline, including stories that drew from iconic storylines like Marvel Zombies and 1602.
With countless possibilities in a vast multiverse, there were also many opportunities for Easter eggs and references to Marvel Comics’ history. What If…? Season 3 was no different, with the series trying to feature plenty of references and callbacks to past episodes and the wider Marvel pantheon. From a Frog Thor to a possible hint at The Fantastic Four, here are the biggest Easter egg and references in What If…? Season 3.
15
Gamma Monsters Call Back to Marvel’s Early Day
The debut episode of What If…? Season 3, “What If… the Hulk Fought the Mech Avengers?” on the surface, feels like not just a send-up of giant-mech and kaiju animes but also a Marvel remake of Pacific Rim. The idea of Marvel Comics and giant monsters goes back to Marvel Comics’ early days before they were even called Marvel. Between the late 1940s and the beginning of the 1960s, superhero comics had fallen out of favor among comic book readers. Marvel, then called Atlas Comics, was publishing many different types of comics, with a popular subgenre being giant monster comics.
These giant monster comics published in comics like Tales to Astonish and Strange Tales led to the creation of iconic characters like Groot and Fin Fang Foom. When Marvel dipped its toes back into superhero comics with the publication of The Fantastic Four in November 1961, they bridged the gap by having a giant monster on the cover of the comic. That first Fantastic Four issue didn’t have the characters in superhero costumes, but it did feature giant kaiju-like monsters. Marvel would call back to their history of giant monsters in the 2017 event series Monsters Unleashed and now has done so in this What If…? episode with a Hulk-centric spin.
The second episode, “What If… Agatha Went to Hollywood?” sees Agatha Harkness attempt to enact a magical ritual to siphon the power of Celestial Tiamut from the Earth’s core using Howard Stark’s production of Cosmic Queen to lure Eternal Kingo to Hollywood and use his power. The episode is a sendup of the Golden Age of Hollywood, meaning in this reality, Howard Stark got into the film business about twenty years before his sacred timeline counterpart did in Agent Carter.
The episode’s Hollywood-centric story allows Marvel to get a few meta jokes at their own expense, similar to what they did in She-Hulk: Attorney at Law and Deadpool & Wolverine. When Howard Stark calls over his assistant, Edward Jarvis, and informs him that they are doing another round of rewrites and reshoots, it is a reference to the typical Marvel reshoot process that has become a bigger story in the lead-up to Captain America: Brave New World.
Jarvis also seemingly outlines a list of criticisms of Marvel Act 3 set pieces, saying, “Another mind-numbing action spectacle? Big fights? Bigger explosions? I think we’ve seen it.” It is nice to see the MCU can laugh at itself.
In the third episode, “What If… the Red Guardian Stopped the Winter Soldier?”, audiences get a possible glimpse of the chemistry fans can expect from Alexei Shostakov/The Red Guardian (David Harbour) and Bucky Barnes/The Winter Soldier (Sebastian Stan). The episode sees Red Guardian stop the Winter Soldier’s assassination of Howard and Maria Stark from the beginning of Captain America: Civil War. The two are then sent on a road trip to track down a Russian informant, “Rook.” The duo arrives in Las Vegas and discovers it is none other than Obadiah Stane, the first MCU villain from Iron Man.
The codename Rook was an early hint that the informant was Obadiah Stane, as the character in the comics had a proclivity for chess and even had agents named Chessmen. A minor hint of Obadiah Stane’s chess obsession was seen in Iron Man with a chess board in his room.
What If…? seemingly implies that while the moment that diverged the timeline from the Sacred Timeline was Red Guardian interfering with the assassination, the beginning circumstances are the same. That means that in the Sacred Timeline, Obadiah Stane was responsible for the death of Howard and Maria Stark in Captain America: Civil War years before he attempted to kill Tony Stark in Iron Man.
12
Howard the Duck and Darcie’s Daughter Is a Multi-Layered Reference
“What If… Howard the Duck Got Hitched?”was the fourth episode of the series, and one time to air on Christmas Day. That Christmas release date seemed appropriate as the episode centered on the reveal that Darcy Lewis (Kat Dennings) and Howard the Duck (Seth Green) from the Season 1 episode “What If…Thor was an Only Child” got married and have a kid (in the form of an egg) that is destined for cosmic greatness that puts the egg on the radar of many threats including Kaecilius from Doctor Strange, Malekith from Thor: The Dark World, Zeus from Thor: Love and Thunder, S.H.I.E.L.D. and even Thanos after it.
Despite all the cameos from past Marvel faces, the biggest Easter Egg is the significance behind Howard the Duck himself. The idea of Howard the Duck being romantically involved with a human woman has been a horrific thought for anyone who saw the 1986 Howard the Duck film. In that film, Howard’s female companion Beverly says that Howard the Duck might have been brought to Earth for some greater purpose, a cosmic cause. Now, in another branch of the multiverse, Howard the Duck’s kid is destined for greatness. The eventual reveal of Howard and Darcy’s kid, Byrdie, sets the stage for the final two episodes of What If…?
In “What If… 1872?”, audiences get a glimpse into a timeline out of sync where the MCU heroes are reimagined in the Old West. The episode centers on Shang-Chi (Simu Liu), going by the name “The Ten Rings,” and his partner, Kate Bishop/Hawkeye (Hailee Steinfeld). The two are hunting for a mysterious villain known as The Hood, whose identity is kept a secret until the end of the episode. The reveal of who The Hood is a dramatic moment, but it is odd because audiences are meeting a variant of The Hood before their proper MCU debut.
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The Hood, real name Parker Robbins, debuted in Marvel Comics The Hood #1 in July 2002 and was created by writer Brian K. Vaughan and artists Kyle Hotz and Eric Powell. The Hood was supposed to make his MCU debut in Ironheart, where Anthony Ramos will play him, as the series was initially set to debut in 2024. Yet delays to Ironheart, which will now be released in the summer of 2025, now mean that audiences tuning into this episode won’t register The Hood as a particularly noticeable name, but might be a little shocked when he debuts in Ironheart and is a drastically different character.
10
Shang-Chi 2 Teased
The reveal of who The Hood is in “What If…1872?” might be one that hints at big implications for what is in store for the Sacred Timeline. After believing that The Hood kidnapped his sister Xu Xialing, Shang-Chi is shocked to discover that his sister has been operating as the villain for some time. Xu Xialing fought and killed the original wielder of The Hood and took up the mantle after being possessed by its power. Audiences seeing Shang-Chi and his sister Xu Xialing fight is reminiscent of their fight in Shang-Chi and the Legend of the Ten Rings but also might hint at what is in store for Shang-Chi 2.
Despite being one of the most popular post-Endgame releases in the MCU, no official confirmation has been given on Shang-Chi 2 in three years. The film ended with the reveal that while Shang-Chi would carry on the legacy of his father with the actual weapons, the Ten Rings, Xu Xialing inherited another Ten Rings, the criminal organization. The implication was that Shang-Chi 2 would pit brother and sister against one another, with his sister taking on a more villainous role. What If…? might have offered a hint at the conflict that will come in the Sacred Timeline’s future.
9
Iron Fist
“What If…1872” features Shang-Chi and Kate Bishop, joined by a young boy named Kwai Jun-Fan. While that name might seem familiar to many, for those with their ears perk up, Kwai Jun-Fan is one of the many people to wield the mantle of the Iron Fist in Marvel Comics. In the 616 Marvel Comics timeline, Kwai Jun-Fan was the Iron Fist during the Old West. The end of the episode alludes to Kwai Jun-Fan’s eventual fate when Kate Bishop comments on his “Iron Fist.”
This Iron Fist is the first official reference of Iron Fist in a Marvel Studios project. Iron Fist did star in his own series that aired on Netflix for two seasons, with Finn Jones playing the more iconic Danny Rand version of the character. Iron Fist got terrible reviews from critics and audiences alike, with particular criticism being leveled at star Finn Jones’s acting and the series’ decision to fall into the problematic storytelling conventions of the white savior story.
Despite Iron Fist’s connections to Daredevil, which is being made MCU canon with the upcoming Daredevil: Born Again, there are no plans for Danny Rand’s Iron Fist to make his way into the MCU anytime soon. Yet the inclusion of Kwai Jun-Fan shows that Marvel Studios is interested in Iron Fist as a concept.
8
Past Episode Connections
The last two episodes of What If…? form a two-part season finale that ties various episodes from the series together. The episode begins on Xandar, where Nebula is operating as Nova Prime, last seen in the Season 2 debut, “What If… Nebula Joined the Nova Corps?” Then arrives Captain Peggy Carter, the star of the very first episode of What If…? and has since been seen in multiple episodes, including “What If…The Watcher Broker His Oath”, “What If… Captain Carter Fought the Hydra Stomper?”, “What If… The Avengers Assembled in 1602?” and “What If… Strange Supreme Intervened?”
Other major episode callbacks include:
Kahhori (Devery Jacobs) from the episode “What If… Kahhori Reshaped the World?” is part of Peggy Carter’s team after teaming up in “What If…Strange Supreme Intervened?”
A grown-up version of Brydie (Natasha Lyonne), the daughter of Howard the Duck and Darcy Lewis, from “What If…Howard the Duck Got Married”, itself a sequel to “What If…Thor Was an Only Child?”
A variant of the Ultron from “What If…Ultron Won?” appears as one of the last hope to save the Multiverse
The heroes must travel to the reality that Strange Supreme created in “What If…Strange Supreme Intervened”, which was initially destroyed in Season 1 episode “What If…Doctor Strange Lost His Heart Instead of His Hands?”
7
The Exiles Make Their MCU Debut
“What If…The Watcher Disappeared?” begins with a bang as a group of multiversal heroes arrive on Xandar to assist Nova Prime from a tentacle monster attacking the planet. The team consists of Captain Carter, Kohhori, Brydie, and a Mljonir-wielding Storm from the X-Men, voiced by X-Men ’97‘s Alison Sealy-Smith. This team of multiversal heroes is not the Guardians of the Multiverse shown in What If…? Season 1, although members like Star-Lord T’Challa and Party Thor are shown in a group photo with the new team. The team Captain Carter is leading is The Exiles.
The Exiles were created in 2001 by Judd Winnick and Mike McKone and were a team of heroes from different universes, or realities, which have been removed from time and space to correct problems in various alternate worlds and divergent timelines in the multiverse. What If…? adapts this concept, although the significant difference is that The Exiles had six heroes on their team in the comics, while there are only four here.
When Captain Carter arrives on Xandar, she comes in a particularly notable machine that MCU fans will recognize: the time travel chair used by Kang the Conqueror in Ant-Man and the Wasp: Quantumania. It becomes clear that the time chair is a drone that Peggy Carter and The Exiles use to travel and hop between alternate realities in the Multiverse.
How they acquired this machine is never explained. The best explanation is that they might have acquired it from the Time Variance Authority (TVA), as it was later established that they stole time pruners from TVA before the organization phased them out following the organizational changes in leadership in Loki Season 2.
While it is never explained how or why Peggy Carter was the same chair as Kang the Conqueror, it likely was part of Marvel Studios’ original plans to have Kang be the big villain of the MCU’s Multiverse Saga. With Kang the Conqueror now being scrapped in favor of Doctor Doom, this time vessel is a fun Easter Egg for fans since now a Kang the Conqueror-centric episode of What If…? is off the board. It is a nice reference to a piece of the MCU that is seemingly over.
5
Madisynn
When the list of people The Watcher has saved by interfering is presented, many of the names are ones audiences have seen in the series, including Riri Williams from “What If…The Emergence Destroyed the Earth” and Kwai Jun-Fan from “What If…1872”, but one name was not shown in What If…? but another Disney+ series. It is revealed that one life The Watchers saved was Madisynn “but with two N’s and one Y, but it’s not where you think” from She-Hulk: Attorney at Law.
Madisynn King, played by Patty Guggenheim, debuted in She-Hulk: Attorney at Law episode “It’s Not Real Magic” as a drunken party girl who is sent to another dimension by an amateur magician Donny Blaze. She later befriends Wong, and since the character’s debut, fans have been hoping to see more of her in the MCU. Madisynn not only survives her encounter in the fire dimension, she reveals, “I made a pact with a demon that I cannot discuss. Otherwise, he said he would ‘reap my soul and the souls of all I love,’ which, honestly, is so dramatic.” What If…? implies that The Watcher might not have saved a variant of Madisynn, but her actual Sacred Timeline version.
4
Tease for ‘Fantastic Four: First Steps’
Another name that is mentioned for who The Watcher saved could potentially be a big clue in an upcoming MCU film, as the name Reed Richards is specifically mentioned. Reed Richards is, of course, Mister Fantastic of The Fantastic Four, and the superhero team has a long history with The Watcher as the character debuted in The Fantastic Four #13 in April 1963. The Watcher could have interacted with any version of Reed Richards in the MCU Multiverse, but it seemingly seems to be a hint at Pedro Pascal’s version that will be seen in The Fantastic Four: First Steps.
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It is confirmed that The Fantastic Four: First Steps will be set in an alternate timeline apart from the MCU’s sacred timeline. Uatu might have glimpsed into this other timeline and either interfered with the saving of Reed Richards during the origin of the Fantastic Four, resulting in them getting their powers, or possibly with the actual events of the movie.
The Watcher is famously part of “The Galactus Trilogy,” which is a major inspiration for The Fantastic Four: First Steps, as the movie will feature Galactus. Audiences might see exactly how The Watcher interacted with Reed Richards.
3
Uatu Earns His Name
What If…? establishes in its final episode prologue that The Watcher gave up his name to be an observer of the multiverse, but in the episode’s final moments, he asserts his true name for the first time: Uatu. Fans of the comics have known that this was Uatu since the series was first announced, as Uatu was the narrator of the What If…? comics the series is based on. However, much like Rocket not officially being called Rocket Raccoon until Guardians of the Galaxy Vol. 3, not having the character’s popular name revealed was baked into the series’ story.
It is also fitting that The Watcher was unnamed for What If…? until the final episode, as the character went twelve years in the comics without an official name. It was not until Captain Marvel #39 in July 1975, more than a decade after his first appearance in The Fantastic Four, that the name Uatu was named. After 27 episodes, the ending of What If…?, Uatu gives a slightly revamped monologue from his opening title monologue, now with him finally calling himself Uatu as opposed to The Watcher.
2
Various Alternate Easter Egg Variants
At one point, the villainous Watchers threaten to destroy The Exiles and every version of them from across the multiverse. Audiences get a glimpse of some of these variants through a ray of light. Storm’s variant is wearing her classic costume from Giant Size X-Men #1, which she recently began wearing in X-Men ’97, establishing that the Goddess of Thunder is a Storm variant, not a Thor variant. Meanwhile, one of Byrdie’s variants is her drawn as a full duck, in the style of the classic Howard the Duck.
Kahhori variants include one modeled after the X-Men villain Apocalypse and Cloak from Cloak and Dagger. It is Captain Carter that audiences get the most variants of. Peggy Carter is glimpsed as variants of the X-Men villain Sabretooth, the hero Black Knight, the Daredevil love interest Elektra, and even an Asgardian variant that resembles the armor of Valkyrie. It is an Easter Egg extravaganza for fans of Marvel Comics.
1
Ponder the Question…
The series ends with the way every episode of What If…? has begun, with the Watcher giving a monologue over a series of images. While the opening prologue tends to show the MCU versions of classic Marvel heroes like Captain Marvel, Thor, Black Panther, and Iron Man, the What If…? finale ends with showcasing drastically different versions of iconic Marvel heroes. These include but are not limited to a multi-armed Spider-Man, a Thanos-inspired Wolverine, a Riri Williams version of The Punisher, and many more.
While most of What If…? has used the MCU stories as the basis for its multiversal characters, the ending of What If…? implies a greater canvas to explore, one closer to the comics. Where characters’ paths, origins, and looks can have a wider array of inspiration beyond the movies. While What If…? has sadly come to an end, right as the door for a wider variety of stories seems to be opening up, hopefully, Marvel Animation will revisit this concept in the future and go truly wild with the possibilities of What If…?
“}]] ‘What If…?’s final season featured references to The Fantastic Four, She-Hulk, and the larger history of both the MCU and Marvel Comics. Read More