Marvel Mondays – What If…?: Episode 3

Plot summary: Nick Fury struggles to stay ahead of an unknown killer picking off the candidates for his Avengers initiative.


Episode Title: ‘What If… the World Lost Its Mightiest Heroes?’

Air Date: August 25th, 2021

Directed: Bryan Andrews (3)

Written: A.C. Bradley (2) & Matthew Chauncey (2)

This story was inspired by the 2012 comic ‘Fury’s Big Week’ that tied into the fact that The Incredible Hulk, Iron Man 2 and Thor all occur within the same week.

Based on Hope van Dyne being said to have died in Odessa, it is highly likely that the Winter Soldier was responsible, as Black Widow once told a story of barely surviving an encounter with him in Odessa that left her with a scar on her hip.

Hank Pym’s Yellowjacket outfit is a hybrid of the Ant-Man costume and the one worn by Darren Cross in Ant-Man. In the comics, Pym creates this persona after he has a mental breakdown.

There is a billboard in Times Square for the brand of drink that got infected with a drop of Bruce Banner’s blood in The Incredible Hulk.


Nick Fury and Black Widow meet with Tony Stark during his mini-meltdown from Iron Man 2. However when Natasha injects him with lithium dioxide to counteract the effects of his blood poisoning… he drops dead!

The next day, Fury covertly entrusts Widow to investigate who tampered with the injection, requiring her to break out of a S.H.I.E.L.D. prison transport as she’s naturally suspected of murder.

Meanwhile, Fury heads to New Mexico, the crash site of Mjolnir. Thor soon comes to reclaim the hammer, with Hawkeye taking up his sniper position like before… only this time he inadvertently takes the shot and shoots the de-powered Asgardian dead.

Barton is detained, but when Fury goes to question him, he’s already dead despite being under constant observation. Fury and Coulson struggle to come up with explanations.

On Wednesday, Natasha finds Betty Ross at Culver University to ask for covert help in examining the injector. Ross finds nothing wrong with it at all, suggesting a tiny projectile was fired from the needle.

Widow learns of Clint’s death and that the killer is targeting Avenger candidates, which only leaves herself and Bruce Banner, who she immediately finds hiding out in Ross’ lab.

Thaddeus Ross and his crew arrive and engage with Hulk on the Culver grounds, but at the height of the battle… Hulk… grows exponentially and then… pops…

At the same time, an Asgardian envoy arrives, led by Loki, who demands justice for his dead brother. Fury eventually manages to negotiate a temporary cease-fire, promising to deliver the culprit by morning.

Natasha looks into the files on The Avengers and discovers “a woman who died 2 years ago accessed the database yesterday”, but cannot deliver her full findings to Fury before the seemingly invisible killer murders her.

Fury contemplates signalling Captain Marvel a decade early, but figures the whole thing out and makes a deal with Loki instead.

Just before sunrise on Thursday, Fury visits Hope van Dyne’s grave, where a distressed Hank Pym reveals himself, seeking vengeance for his daughter dying on a mission for S.H.I.E.L.D. He attacks Fury, who shows surprising prowess… and eventually superpowers… because he’s actually Loki in disguise.

Pym is arrested, but Loki decides to stay on Midgard… and within 24 hours has conquered the entire planet! Fury refuses to take it lying down, visiting the frozen Captain America and welcoming Carol Danvers back to earth.


Having the writers of the bad first episode and great second one naturally leads to a good but not great third episode. It lacked the compelling main character that was T’Challa, settling for the steady but unchanged Nick Fury, but managed to craft an original story rather than only slightly remixing one we already knew.

Many people have died in the MCU. Many of them were murdered. But the notion of an out and out serial killer felt novel, and that central hook kept things fun whenever it began to slow down. There are plenty of shot-for-shot recreations, but they were given more of a twist, and the scene from Thor was wisely shown from a different viewpoint to freshen it up, making it the most enjoyable of the three movie references for me. I do think that they’re guilty of writing a riddle that the audience are barely capable of solving for themselves, but there are some clues.

Interestingly, this is the first episode not to offer up a remixed superhero for a team-up like Captain Carter and T’Challa Star-Lord. If I had to guess, the idea would be a Captain Marvel who was a founding Avenger rather than joining during Endgame, and it’s possible this world will be the setting for the inevitable team-up, reclaiming the earth from Loki’s occupation.

Once again, the animation is hit and miss. You get cute touches like reflections and silhouettes that are always more striking than live-action, the larger landscapes look great (having The Watcher in the background was a nice touch), and I enjoyed Widow versus all the S.H.I.E.L.D. agents, but it continues to look a little cheap when people are just having a conversation.

Minor thing, but in the first two episodes, The Watcher and the episode titles spelled out what was actually different in the stories being told, whereas here they had to hide it to not spoil the mystery. I understand not calling it ‘What if… Hope Pym were a S.H.I.E.L.D. Agent?’ but I do think they could have had the Watcher chime in near the end to lampshade the idea.

Overall it’s enjoyable thanks to being a different kind of story than the MCU usually tells and moving between multiple films rather than getting bogged down in a particular homage, but there’s a few little issues nipping at its heels and it lacks that hyper-compelling ‘new’ character. It also doesn’t really explore much thematically or in terms of a bigger picture by comparison.

Most Marvellous Player

Getting everybody but the absolute biggest names to reprise their roles was a bummer to hear going in, and I would imagine given what went down with the release of Black Widow, ScarJo is glad she didn’t lend her voice to Natasha in a cartoon. Luckily, Lake Bell is a stellar voice actor. Her work as Poison Ivy in Harley Quinn announced that to the world at large, but she’s been turning in solid animated performances for years now, so as soon as I saw her name in the opening credits I knew we were in safe hands. It’s close enough to not be jarring, but very much in her own style so it feels organic.

Other replacements in this episode included Mick Wingert, who is much better here as Tony Stark than he sounded in the first trailer, Stephanie Panisello as Betty Ross who is… not good at all, and Alexandra Daniels as Captain Marvel, who doesn’t talk for long enough for us to know one way or the other.

As for the famous folk, they are once again varying degrees of fine. Samuel L. Jackson, Clark Gregg and Jeremy Renner are the better ones, with Gregg’s fawning over Thor standing out in particular, while Mark Ruffallo, Tom Hiddleston and Jaimie Alexander are more stilted. Frank Grillo has had a surprising number of appearances in the MCU given how minor his character is and how openly indifferent he is to it all, but he’s bad too.

I didn’t really know what to make of Michael Douglas. He’s barely recognisable, but not necessarily bad. I think the issue is he’s being asked to play a distraught man at his absolute wits’ end, which removes him from his default setting of slightly disgruntled. I’m not saying he normally only has one tone… but I’m not not saying it either.

Villain Watch

Finally, Hank Pym, wife-beater and Ultron-creator, is a villain. I have always assumed they chose Scott Lang over the original Ant-Man to distance themselves from that infamous incident, which comics have tried to retcon and hand-wave in the years since. One of the ways they did that was with this nefarious Yellowjacket persona. I love the idea of him being the killer because ever since Ant-Man entered the mainstream consciousness, he has been met with ridicule. ‘Ant-Man?? Seriously?!’ etc. So he was changed from founding Avenger to bumbling comedy character in the movies, but here we see the dark side of the possibilities of his powers as he deftly assassinates the Avengers without leaving much of a trail. Perhaps the most creative of these kills was entering Banner’s body and using an enlargement disc to expand Hulk’s heart. Using Hope’s death as an impetus makes sense too, given how much he hated S.H.I.E.L.D. and Howard Stark after his wife’s ‘death’, so this would be that one step too far.

Loki benefitting from the one-two punch of Thor’s death and the lack of an Avengers team was interesting. The former allowed him to rally the full support of Asgard for a full invasion, mourning their Crown Prince, and the latter removed the thing that stopped him from conquering the planet previously. Loki gets to have his cake and eat it, defeating Yellowjacket for Fury but also reprising his famous speech about kneeling after enslaving humanity in only a day.


Check out The Matt Signal, in which I recap episodes of Batman the Animated Series every Saturday and Sunday. This weekend we take a look at some crossovers with Superman: The Animated Series and even more tie-in comics.

There Will Be Movies continues each Wednesday, as Ben Phillips and I talk about 25 of our favourite movies from the 90s. This week we delve into the highest art produced by the world’s most famous director… Jurassic Park!

Published by

Matt Waters

Brit dude who likes both things AND stuff and has delusions of being some kind of writer or something. Basketball, video games, comic books, films, music, other random stuff.

Leave a Reply

Fill in your details below or click an icon to log in: Logo

You are commenting using your account. Log Out /  Change )

Twitter picture

You are commenting using your Twitter account. Log Out /  Change )

Facebook photo

You are commenting using your Facebook account. Log Out /  Change )

Connecting to %s