DIRECTOR: Bryan Andrews

CAST: Jeffrey Wright, Samuel L. Jackson, Lake Bell, Mick Wingert, Clark Gregg, Frank Grillo, Jeremy Renner, Stephanie Panisello, Mark Ruffalo, Tom Hiddleston, Mike McGill, Jaimie Alexander, Michael Douglas, Alexandra Daniels



BASICALLY…: The Watcher (Wright) observes alternate versions of events throughout the Marvel Cinematic Universe.

IN THIS EPISODE: Nick Fury (Jackson) must find out who is murdering candidates for the Avengers Initiative…


Well, it certainly didn’t take long for Marvel’s new animated series to get pretty dark. After the first two episodes of What If…? took on a jollier, Saturday-morning cartoon tone aimed more at younger audiences, the third takes it right back to the more mature crowd, with a gritty and surprisingly harsh murder-mystery where literally nobody is safe.

The episode, titled What If… The World Lost Its Mightiest Heroes?, is set in an alternative version of events referred to within Phase One of the Marvel Cinematic Universe as “Fury’s Big Week”; chronologically speaking, Iron Man 2, The Incredible Hulk and Thor all take place within days of each other, and so does this episode – but with a deadlier twist. Future members of the Avengers, including Tony Stark (Mick Wingert), start dropping like flies, with S.H.I.E.L.D. agents like Natasha Romanoff (Lake Bell) and Clint Barton (Jeremy Renner) being framed for their murders, but Nick Fury (Samuel L. Jackson) suspects that the true culprit is still at large. He’ll have to be quick, though, as Loki (Tom Hiddleston) is threatening an invasion as retribution for the death of his brother Thor, unless Fury can find whoever is killing his candidates with impeccable ease.

It is jarring to see this series suddenly dial the intensity way higher after its much lighter two introductory episodes, but it’s a welcome change of pace that does rock viewers’ perceptions of the MCU, particularly in its early stages. Seeing the likes of Tony Stark and Thor unceremoniously meet their demise during the events of their own individual movies is certainly shocking, even in this animated non continuity-breaking format, but a small part of you can’t help but chuckle slightly at the unexpectedness of it all, since their deaths do feel very arbitrary when you know a lot of the context behind their character arcs in those respective films. Some of the kills in this episode also get surprisingly gruesome (albeit in a more family-friendly manner), with some characters exploding or being ruptured from the inside out, which does serve as a painful reminder that the heroes we have come to know and love throughout the main MCU timeline, whether they’re a tech genius or a Norse god, are still extremely vulnerable to a painful and incredibly grim death at any given notice.

The central mystery as to who is really killing the Avengers gets points for not being immediately obvious, though when you do find out who is behind everything, and then hear their motivations for enacting it all, you start to wonder if their plan might be something of an overreaction in the grander scheme of things. The identity of the killer may well be shocking to some loyal MCU viewers, with the outfit they’re going for being a particularly surprising choice, but even in this alternative timeline the methods of this character’s rapid descent into villainy are, despite a perfectly good reason for doing so, rather dramatically overblown, and don’t entirely make sense for the character. That being said, there is enjoyment to be had from seeing how they use their designated powers to commit such heinous acts, and from witnessing Nick Fury take a hands-on approach to apprehending them, even if it all leads to a much more dour ending than might be expected.

The animation continues to be stellar in this episode, with some rather neatly-placed visions of What If…? series narrator The Watcher (voiced as ever by Jeffrey Wright) lurking in the background or hovering in the sky, looking down on events as they’re unfolding. Being an animated series allows for certain visuals and action sequences that would have been extremely difficult to pull off in live-action, as well as recasting characters for whom they couldn’t get the original actor to reprise, such as Robert Downey Jr. who’s briefly replaced here by voice actor Mick Wingert, and Lake Bell who takes over for Scarlett Johansson as Black Widow (and given the latter’s current lawsuit against Marvel Studios owner Disney, that saves a fair bit of awkwardness on everyone’s part). While there aren’t as many stand-out moments in this episode next to its two predecessors – save, perhaps, for the shocking deaths of our beloved heroes – we do get some decent sequences set to some very colourful and intricately detailed animation which, as always, gets the likeness of its numerous characters down to a near-perfect tee, with a few stylish modifications along the way.

However, of the three episodes released so far, this one is probably the lesser entry, only because it doesn’t perhaps go nearly as deep as it could have into this very different line of events, despite some massive game-changers that shake things up accordingly. The previous two episodes, especially last week’s with T’Challa as Star-Lord, felt a lot more embracing of the fact that it was an alternative universe where things felt more unpredictable, whereas this one is more straightlaced and by-the-book, which doesn’t make it terrible by any means but nowhere near as exciting or inventive as What If…? has now established itself as being.

At least we got to see the darkly amusing sight of some of the OG Avengers going out like utter punks.


What If… The World Lost Its Mightiest Heroes? is a much darker entry compared to its lighter two predecessors, and there is some grim entertainment in seeing beloved heroes be unceremoniously killed off, but there doesn’t feel to be as strong a grasp of the alternate universe concept this time round.

What If…?: Episodes 1-3 are now available on Disney+. Episode 4 will be available next week.

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