The first season of What If…? was one of the worst things Marvel have produced for the MCU, but they were already committed to this second season so here we are. Some people will tell you it’s Actually Good this time. I disagree!

With Marvel dipping their toes into the world of television, Matt Waters brings recaps and reviews of each new episode (you guessed it) every Monday. Check out the full column.

Hey, I’m not trying to dunk on anyone. Halfway through the first episode I found myself asking ‘Do I like this???’, and there are definitely a handful of episodes I had an actively good time with. But there are also some episodes as bad or worse than anything in the first season, and even the good ones have the same kinds of flaws present throughout the entire project. Personally I feel these faults and clunkers added up over the course of the sophomore season to the point I cannot sanction the idea it’s better overall.

I’ll dip back into some overall comments at the end, but let’s get into the ranking, shall we?

9) What If… the Avengers Assembled in 1602?

Summary: Picking up where Episode 5 left off, Captain Carter is brought to 1602 to try and save a world on the brink of destruction via Incursion. When she fails to save Queen Hela, Peggy becomes a fugitive, joining up with (Steve) Rogers Hood and his band of Merry Men. The Watcher tells Peggy this is happening because of a time-displaced individual (like… besides her), and offers to take her away but she refuses, wanting to save this world if she can. Tony Stark builds a steampunk McGuffin that identifies Steve as the Man Out of Time after accidentally smashing the Time Stone while battling Thanos in his world, but forgetting all about it for some reason. Peggy doesn’t want to lose him again but knows she has to send him home, saving both worlds. The episode ends with Strange Supreme approaching Peggy…

Review: It is worse to be boring than bad, and this is soooooo dull. The 1602 costumes for the characters are sometimes fun, but that’s nowhere near enough to hang an entire episode on. Bruce Banner as the Monster in the Iron Mask is as exciting as it gets, and that’s only a two minute thing. Happy Hogan maintaining his Hulk powers from Episode 3 was weird. It’s just a really shaky premise, with things like Peggy being brought in to stop an Incursion when they already have Wanda and other more powerful characters in play. The double cross by Wanda and Nick Fury falls completely flat because there’s no real investment in either faction. There’s no juice to any of the characters, and again, the entire thing’s like them saying ‘Hey look, The Avengers at a Renaissance Faire!’ Yawn.

8) What If… Strange Supreme Intervened?

Summary: Strange Supreme tries to recruit Captain Carter to capture an escaped ‘Universe Killer’, which turns out to be Kahhori. She explains Strange is feeding powerful individuals to ‘The Forge’ in an effort to restore his destroyed universe and bring back Christine. Peggy & Kahhori fight Strange and in the process a cavalcade of heroes and villains escape, leading to pandemonium. Ultimately Strange is separated from his demonic persona and sacrifices himself; his world is restored but he is never born into it. Everyone is returned home and Peggy and The Watcher have a heart to heart.

Review: Just the most paint-by-numbers affair you’re ever likely to see. The obvious twist is painfully obvious. The entire thing is just a persistent escalation in ‘cool powers’ and returning characters. The Zombies are back. Hela and Surtur get involved. Thanos has the Infinity Gauntlet. Peggy and Strange clone themselves dozens of times. There’s no weight to any of it. It’s just different coloured lasers being fired back and forth, with all-powerful entities reduced to cannon fodder. Kahhori uses her telekinesis to remove Killmonger from the Infinity Armour, rendering him harmless and letting Peggy wear it. But Strange absolutely has telekinesis too, so why wouldn’t he do the exact same thing to her??? Dozens of characters capable of flight or teleportation are dropped from a great height into a pit and almost die. DUMB! They try and salvage things with a brief illusion where Peggy is back with Steve in their original time, but it’s too late. Hero does something cool and unstoppable, villain survives and does the same. Rinse. Repeat. Garbage.

7) What If… Iron Man Crashed Into the Grandmaster?

Summary: After sending the missile through the portal at the end of The Avengers, Tony becomes stranded in space, crashing down on Sakaar. He evades assassination by Gamora and ends up a prisoner of The Grandmaster. He talks Gamora round, inspires Valkyrie and befriends Korg and they challenge The Grandmaster to a race for rulership of Sakaar. Tony wins, Valkyrie becomes King, and Gamora kills Thanos with Tony’s help.

Review: This episode was meant to be part of Season One but wasn’t completed in time, which resulted in this version of Gamora showing up as a Guardian of the Multiverse with zero backstory. I like Gamora and feel she deserves more spotlight given she could often get benched in the movies, so I was looking forward to this. Imagine my frustration to learn this is entirely a Tony Stark episode, and Gamora is relegated to a small role where she often looks inept. Even her big moment at the end is a tiny button that’s more about how she could only have done this with Tony’s help. Tony Stark! Tony Stark! TONY STARK! That’s the summary. He’s perfect. He solves every problem. He wins. The thing keeping it from an even lower placement is that most of it is an episode of Wacky Races, and that’s kinda fun. I enjoy Tony building armour that turns into a car. Jeff Goldblum is all over the map, while the degree to which Tessa Thompson is not trying at all needs to be studied in a lab.

6) What If… Peter Quill Attacked Earth’s Mightiest Heroes?

Summary: In 1988, Yondu hands Peter Quill over to Ego and he becomes an active participant in the celestial’s universal conquest. After devastating multiple planets, the ‘Star Child’ comes to earth, forcing Peggy Carter and Howard Stark to form an Avengers team consisting of Bill Foster (Giant Man), T’Chaka (Black Panther), The Winter Soldier, Dr. Wendy Lawson (Mar-Vell), Hank Pym and later Thor. They capture Quill, but a young Hope befriends and frees the boy as Ego attacks. Hank comforts Peter who just misses his mother, and they join forces to fend off Ego’s invasion. The episode ends with the team heading off into space to confront Ego on his home turf.

Review: Given there is a Season One episode that ends with Ego approaching a version of Peter that was never taken to space, I was pretty surprised to learn this episode had no connection to those events. I wouldn’t call this bad or boring, more just a bit empty. I like the idea of forming an 80s Avengers squad, but the execution is undercut by how clumsy some of the explanations are and how awful Michael Douglas is throughout. They’ve got him in more of the Paul Rudd role of goofball and he’s just not game for it. They also pin a lot on a pair of child actors who aren’t good. I dug seeing Bill Foster’s ‘MCU’ suit (blue!) and Bucky doing some more overt assassin stuff, but largely it’s just an empty spectacle.

5) What If… Happy Hogan Saved Christmas?

Summary: Happy Hogan oversees a Christmas Party at Avengers Tower, but Justin Hammer infiltrates and takes over the building while Earth’s Mightiest Heroes are out. Hammer seizes control of Tony’s Iron Legion and looks for a sample of Hulk’s blood. Happy ends up injected with the blood by accident and ‘Hulks Out’ to destroy the drones and defeats Hammer. Everybody parties.

Review: When I say this season seemed better than the first early on but by the end that’s proven to not be true, look no further than how high I placed this episode. It has no business being this close to the top, but I dislike the four below it more. That’s not to say I have entirely negative things to say about this though. I genuinely liked the first half, and the promise of a campy Die Hard parody, but turned on it once Happy turned into a Hulk. You probably saw a clip of a ‘Rated-R fight scene’ with Happy Hulk violently destroying robots. It’s fine. I enjoyed the cutaways to The Avengers, with Tony & Steve playing mall Santa, Bruce & Clint doing a Jingle All the Way and Natasha getting up to some Mission Impossible: Rogue Nation antics fighting above a ballet. Kat Dennings was a welcome presence. I was tremendously excited that Justin Hammer finally returned to the MCU… but Sam Rockwell was basically asleep. To me this felt the most like a real one-off Marvel story, a silly little Christmas caper, and I like how they decorated Avengers Tower. I just really wish it didn’t turn into Happy Hogan becoming a purple Hulk.

4) What If… Hela Found the Ten Rings?

Summary: Odin banishes the bloodthirsty Hela to Earth, stripping her of her powers in the same way he did in Thor. The now mortal Hela lands in medieval China and meets Xu Wenwu who easily defeats her with The Ten Rings. He tries to make her his bride but she escapes and is guided to Ta Lo where she reluctantly buys into their teachings. Learning morality as well as martial arts and mystical powers, Hela joins forces with Wenwu to defeat Odin, keen to steal the Ten Rings. Proving herself worthy, Hela regains her power, gets a white costume, becomes Queen of Asgard, and she and Wenwu lead their combined armies to travel the universe freeing those living under tyranny.

Review: I really wanted to like this one. The charm of the world of Shang Chi does a LOT of legwork for them, and expanding on Hela’s cool design but limited character should have been a slam dunk, especially as they got Cate Blanchett to lend her voice. Unfortunately Blanchett is really bad. It’s quip city and she’s not suited to it at all, to the point I questioned if it was actually her given the poor performance. Their stand-ins for Odin and Wenwu are pretty bad too. I still hate that little creature. Pretty cool to see all the combined powers at work though. I’m torn on Hela’s crash course on being a good person. It’s the same journey her ‘brother’ went on in Loki, which was great, but 20 minutes of cartoon are not a season of television. Realising she wants to be free more than anything, and highlighting Odin’s cruelty makes sense. There’s a really solid idea in here, and the fights are a great deal of fun. It’s a difficult thing to almost assassinate a character that barely had any character in the first place but they gave it a real good go!

3) What If… Captain Carter Fought the Hydra Stomper?

Summary: Finding a brainwashed Steve Rogers aboard the Lemurian Star, Peggy and Natasha are able to bring him in and learn his suit is slowly killing him. He offers to help them take down his handlers, The Red Room, taking them to a former KGB site styled after an ideal 50s American town, filled with animatronic townsfolk. Naturally the robots turn hostile and are joined by an army of Black Widows led by Melina Vostokoff. Steve sacrifices himself to destroy The Red Room. Peggy is determined to find the missing Steve but is transported to another universe (seen in the 1602 episode.)

Review: A question we’ve all wondered at some point, right? I was really shocked by how well this one worked given I frequently criticised them for leaning too heavily on recreating moments from movies, and this is largely a speed-run of The Winter Soldier that morphs into a Black Widow riff. That stuff is hit and miss, but I do enjoy the dynamic of Steve being Peggy’s Bucky, and the real Bucky essentially becoming Senator Pearce. Unfortunately there’s no time to reveal him as a villain, but hey. They try extremely hard to convince you Peggy and Natasha are besties, leading to some clunky dialogue, but Lake Bell is tremendous and they should use Black Widow even more than they have been. The creepy toy town is incredible. It looks good, it’s suitably unsettling, and it made for a fun setting for an extended action sequence. Black Widow has a lot of problems, but I’m never going to be mad about an elite squad of badass women doing spy shit. Rachel Weisz showing up was a bit of a surprise. She’s not overly good, which is a shame. But yeah, the entire third act is strong. Some of the best action they’ve done in either season. It’s an imperfect thing, full of tiny little issues, but overall its shockingly engaging and I had fun with it.

2) What If… Kahhori Reshaped the World?

Summary: Odin is killed by Surtur before he can hide the Tesseract safely on Earth, causing it to crash land in pre-colonial North America and creating a sort of pocket dimension with land enriched by the Space Stone. When Conquistadors attack a village in search of ‘The Fountain of Youth’, a girl named Kahhori falls into a mystical lake that transports her to ‘Sky World’. She gains mystical powers through exposure to the land and learns to master them with the help of Mohawk people that were transported to Sky World over the years. Kahhori is frustrated with their acceptance of the paradise at the expense of their people back home, convincing them to return with her where they fend off the Conquistadors and rescue her village. She later forces Queen Isabella to abandon her ambitions of conquest. Strange Supreme approaches Kahhori, setting up the finale.

Review: Look. This is pretty cool. Working with Kanyen’kehà:ka and the Smithsonian to ensure a degree of cultural accuracy, and presenting the ENTIRE episode in Mohawk with subtitles was a pleasant surprise. Kahhori’s design, powers and the general look and sound of ‘Sky World’ are all excellent. Maybe the best visuals in the show. To be reductionist, it’s a Native American Black Panther and representation is always good. I thought it was pretty clever to tie it all to the Fountain of Youth. HOWEVER, there is something a liiiiitle irksome to me about it being ‘too perfect’. A story where a magical hero repels a Spanish invasion is one thing, but teleporting to talk Queen Isabella out of her evil ways and creating a world where America was never colonised just feels a little much. Especially written by white people, regardless of who they consulted. It reminded me of movies that try to fix racism for white audiences in a bid for an Oscar. Maybe I’m way off base here. If you disagree and just purely enjoyed it, I’m happy for you! I enjoyed it up until the very end, which left a sour taste in my mouth. It’s pretty difficult to write that without making it sound like I’m pro-coloniser, which is obviously not the case. I just really think you achieve the same thing more effectively by having Kahhori repel the ships and vow to protect the land. It’s a beautiful episode, and I enjoyed them being not at all subtle about their Matrix inspirations, as Kahhori recreates multiple Neo moments. She should definitely return and possibly even find her way into live action.

1) What If… Nebula Joined the Nova Corps?

Summary: When Ronan betrays Thanos, Nebula is left adrift, so Nova Prime recruits her into the Nova Corps. Five years later she investigates the murder of Yondu that leads her to uncover a conspiracy by Nova Prime and Yon-Rogg to sell out Xandar to Ronan. Nebula overrides their stolen shield codes, making the shields close on Ronan’s ship as he attempts to pass through them. With the threat removed, Xandar’s shields open for good, restoring sunlight to the planet.

Review: It seems I’m on an island on this one, but hey! It’s just caters way too much to my tastes for me to not give it the top spot. I love Karen Gillen as Nebula. I love narration. I love detective stories, the more Noir the better. I love cyber crimes and perpetually rainy cities. Comparing this to Blade Runner is lazy, but it is where your brain goes. I can’t deny that it’s a little under-baked, and I didn’t enjoy the inclusion of Howard the Duck, Groot and Korg as Nebula’s ragtag allies when the Corps turn on her, but none of that ruined it for me. It was a surprising choice to bring in Jude Law to reprise his largely forgettable role from Captain Marvel, but the story works, and Nebula being one step ahead of them and feigning ignorance is fun. I like that they took advantage of her unique physiology, having her ‘jack in’ to the mainframe, and she takes a surprisingly savage beating that sees her skull crackle with electricity. Xandar is gorgeous. Truly. Give me a whole show of Nebula as a detective on this moody planet. I don’t LOVE that she saves the entire galaxy by solving the case, but I can overlook it, and giving her Yondu’s coat and arrow was cute. I dunno what to tell you, my love for detective stories overpowers my ability to be rational about my rankings.

Final Thoughts

One of the biggest problems with this show is they’re painfully stuck in a specific era of the MCU because of how long animation takes. All the writing happened in 2020, so anything introduced in the last 3 years is just completely absent. You may feel that given the worse quality of what’s been released in that timeframe that this is actually a positive, but regardless of the final products they HAVE introduced a lot of fun characters who are important to what they want to do for the next 5-10 years. There’s no Agatha Harkness, the TVA, Yelena, Kate Bishop, Kingpin, Namor, Moon Knight, Ms. Marvel, She-Hulk, Daredevil, Elsa Bloodstone, or Adam Warlock. There’s not even Sam Wilson as Captain America. On top of that, they’re never going to pre-empt live action with the likes of the Fantastic Four or Doctor Doom. I understand WHY all of this is the case, but it makes the show feel painfully dated to me, clinging onto their glory years, and it’s quite telling that a lot of people’s favourite episode introduced an entirely new young character.

They’re also far too led by which actors they can get. I’m not talking about doing a Hela episode because they convinced Cate Blanchett to participate. I’m talking about Bucky Barnes and Happy Hogan being in multiple episodes because Jon Favreau and Sebastian Stan were already in the booth. Meanwhile they’ll do things like recreate The Avengers but only two characters speak because those are the actors they have. It makes their infinite worlds feel smaller and artificial. And they’re not even consistent about it because they happily give their soundalike Tony Stark and Steve Rogers large roles, so it’s not like they’re exclusively using characters whose live-action actors agreed to appear. I’ll say again they should have just used voice actors across the board, because once again the majority of the part-timers were bad to passable. Cate Blanchett, Sam Rockwell, Tessa Thompson, Benedict Cumberbatch, Mark Ruffalo and Michael Douglas were truly awful. Hayley Atwell is pretty hit and miss too, which is unfortunate given they’ve crowned her the main character of the show.

It feels like the selling point of the series was doing things in animation that they couldn’t/wouldn’t do in live-action but with the characters and actors you love. If that was the idea they needed to work a lot harder on finding their voices when writing, or helping the actors get more into the recording process. Many likely struggled with recording their lines in a vacuum, so they should endeavour to bring them in for group sessions. More expensive, sure, but you’re Disney!

Does it look a little better overall? Sure! They were always much stronger on the backgrounds/environments and fight scenes than they were the character models, and they levelled up even more in that regard, with some gorgeous locations and lighting in almost every episode. The faces are still pretty rough. I think as stills they look decent, but it’s when they’re having back and forth conversations that it looks cheap and ugly.

Is it better written? Ehhhh. I don’t really think so. They talked about getting weirder and bigger instead of the ‘one small change’ ethos for the first season, but I think that’s all just PR because to me the scenarios are exactly as ‘weird’ as last time. There’s a little less recreation of movie moments, which is good, because a limp ‘Hey, remember this?’ doesn’t benefit anybody. There’s still a very specific brand of humour that often doesn’t suit the actors’ voices, and there’s still far too much empty spectacle and ‘Le Epic WinSauce’ bombast with things like Peggy wielding all the magic weapons, with some ‘and then, and then, and then’ fight progression. They desperately need to expand the creative team from two writers and one director (weird how my top two episodes featured a different writer and director than ALL of the other episodes!)

They released a 2 minute clip from the upcoming third season (an episode that got bumped from Season 2) and it looks REALLY BAD. A Red Guardian/Winter Soldier team-up with Bill Foster as an FBI agent? Finally, giving the people what they want! I can only hope some of the newer characters can find a way to creep in, but I’m not holding my breath for it being a good season of television with this creative team.