What If…? Review Episode 3: RIP to Earth’s Mightiest Heroes

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Marvel's What If...?

If you thought the last two episodes of What If…? were surprising, Episode 3, “What If… The World Lost its Mightiest Heroes?” will downright shock you. 

It’s a whodunnit mystery very different from the usual MCU romp that involves the mysterious murders of the would-be Avengers from Phase 1. Condensing so much action that takes place over the span of a week into 30 minutes on screen is a feat, but Marvel pulls it off with this episode. 

The episode shows Nick Fury recruiting for the Avengers with one huge twist — all of the people on his list end up mysteriously dying, starting with Tony Stark.

Stark’s murder is pinned on Natasha who is accused of somehow killing him when she injected him with lithium dioxide, but as the Avengers start to fall quicker than dominoes it’s a race against the clock to find the killer.

Marvel brings back a decent amount of MCU cast for this one most notably Samuel L Jackson as Nick Fury alongside Clark Gregg as Agent Coulson, Jeremy Renner as Hawkeye, Mark Ruffalo as Bruce Banner and Tom Hiddleston as Loki.

Lake Bell does a great job as Natasha Romanoff, who is the second most important character in the episode next to Fury. Fans of Natasha will enjoy her playing such a big role in the story and actually getting to be a spy (something that she didn’t get to do enough of in Black Widow) as she searches for the killer. 

It’s quite shocking to see (almost) all of Earth’s Mightiest Heroes die and Fury having to make a deal with Loki, who has come to earth to avenge Thor, in order to capture the killer. 

From Thor perishing before he gets a real character arc to Bruce Banner literally exploding, this is a very different and darker story than MCU fans could predict. 

Marvel's What If...?

We Need a Hero

The most shocking part of the episode is the reveal that the assailant murdering the would-be Avengers is none other than Hank Pym (Michael Douglas) as the Yellow Jacket. Although his hatred of SHIELD is present in the MCU films, the version of Hank feels far more like his comic book counterpart who is far more dangerous and violent.

Finding out Hope became a SHIELD agent and died in the field provides adequate motivation for Hank’s actions and gives us another great twist on a character from the MCU.

So far What If…?’s stories have been on the family-friendly side but this episode is the darkest one yet. It creates a real feeling of unease and panic as you watch Natasha and Fury’s desperate search for the killer. 

Maybe it’s Loki oversaturation from having just seen the Loki miniseries but Fury’s dealings with Loki are probably my least favorite part of the episode. The character has grown so much so to see him relegated to a one-dimensional power-hungry trickster is a bit disappointing.

Fury is the heart of the Avengers and even with them gone, he keeps the hope they represent alive. Teaming up with Coulson, he plans to continue to fight for Earth against Loki by finding Earth’s new Mightiest Heroes. 

The fact Fury does still set up an Avengers to be led by Captain America and Captain Marvel creates the potential for a promising sequel. (Maybe by next season Brie Larson and Chris Evans will be willing to reprise their roles?).

It’s interesting that every episode of What If…? so far has ended with a setup for a sequel episode, making you wonder if this was a mandate in the writers’ room or just a consequence of the show’s premise. So far I’m still on board with these open endings but I wouldn’t mind a few episodes that show a truly contained story.

We still know a few of the stories left to come based on the trailers, but I can’t wait to see what other surprises are left in store. 

Additional Thoughts: 

  • I loved the beeper callback to Infinity War. 
  • Did not expect to ever see Betty Ross again!
  • Marvel knows Coulson is still alive in the live-action multiverse, right? More Clark Gregg, please!
  • Speaking of which… Coulson’s password, omg. #SteveSteveSteveIheartSteve0704!

What did you think of this episode? Do you want to see more of the new Avengers lineup? Let us know in the comments.

New episodes of What If…? premiere on Wednesdays on Disney Plus.

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