MarvelVision: What If…? Season 1, Episode 3 – What If… The World Lost Its Mightiest Heroes?

what if episode 3

This get real dark in What If…? Season 1, Episode 3 as Fury’s Big Week becomes Fury’s Bad Week. Kicking off with the events of Iron Man 2, someone — or something — kills Iron Man on “What If… The World Lost Its Mightiest Heroes?” With Black Widow on the run, it’s up to Fury and Coulson to figure out who is stopping the Avengers Initiative before it can even get off the ground.


Full Episode Transcript

Alex:                 Welcome to Marvel Vision, a podcast about Marvel, the MCU and right now, What If? I’m Alex.

Justin:              What If! I’m Justin.

Pete:                I’m Pete.

Alex:                 And we are going to be talking about the third episode of Season 1 of What If. If you haven’t watched it, get out of here. Go watch it on Disney+ then come back, because we’re going to spoil the heck out of it. But in case you’re wondering what the multiversel madness of this episode is all about, you’re basically getting Fury’s Big Week classic comic book from Marvel Comics, but remixed to be Fury’s Worst Week as the Avengers die one by one. And then we get a big twist at the end involving none other than a Hank Pym as the person who’s killed them, all because of one tiny change to the universe.

Alex:                 So we’re going to talk all about this. But first, I know we’re going to have a little bit of a disagreement here, so just strap in there, folks. Buckle up, because I thought of the first three episodes, this was the best one. And Pete definitely disagrees. It’s the worst one.

Pete:                It’s the worst.

Justin:              Really? You thought this was the worst one. Interesting. Well, let me try to explain both sides, because I fall on one side as well, but I do think all episodes have been very good. I think this episode felt like an issue of the comic book What If, where it’s a premise, a dark, broken universe and we follow that out to the natural end and get a little twist. It’s directly like a comic, sort of like a Twilight Zone episode in a way, while the other two felt like a totally different thing. But they were also good. They felt like Superhero Origins more than anything else to me. So all good, but this one feels the most native to the What If.

Alex:                 I think that is the reason I responded to it, in particular, I think you nailed that, is like we talked about with the first two episodes, which I also really enjoyed, but I wanted them to take a little more chances with the universe and really wreck things a little bit. I have some quibbles. I have some issues with this episode.

Justin:              Oh, no! Alex has a bad case of the quibbles.

Alex:                 Ooh, they’re all over me, the quibbles. But I will say one change led to another big change, led to another big change. It was this cascading domino effect that I have come to expect from a What If-type story. I think there was that comfort level there of, this is getting real dark, real fast. Things are getting very bad and going off in a very different direction. That’s what I liked about it. But I want to hear from Pete. Why didn’t you like it, other than the fact that Chadwick Boseman wasn’t in it?

Pete:                First off, let me get this straight. First, we have the Peggy Carter’s Captain America very empowering, very moving, really special stuff. It shows you regardless of who has powers, the love story that is Peggy and Cap, you can’t break it. It’s amazing. So beautiful. Then we have Chadwick Boseman’s swan song.

Justin:              So beautiful!

Pete:                It was so emotional to me.

Justin:              You come to me some today on the day of my Captain Carter’s wedding.

Pete:                I didn’t interrupt your parade of bullshit. All right. If Black Panther was a Guardian of the Galaxy, was Star-Lord, the world would be the galaxy, nay, the galaxy would be a better place. And that is so empowering and so moving and so emotional. And this one-

Justin:              Glad we get to watch it.

Pete:                … Is just, hey, you get to watch everybody die. Why the fuck is this a good episode of television? Where it’s like, hey, all those heroes you like? Now you get to watch them die. Hey, what do you like? The Hulk? He dies. Cool. Hey, what do you like? No, he dies. Go fuck yourself. This isn’t fun. This is sad. I don’t need a What If that’s.. You know what I mean?

Alex:                 I really think you, and I’m not saying this at all to be glib, I think you need to go back and read the What If comics, because I feel you have this perspective on them. And maybe there are some that are positive and maybe I’m wrong. Maybe also, I need to go back and read them. But the original What If comics are-

Justin:              We all should.

Alex:                 Yes. We should read comics. That’s the big takeaway here. They’re dark. That is what happens. One change happens and then the entire universe is ruined. So if anything-

Justin:              Enough of your glib quibbles. No more glib quibbles from Alex.

Alex:                 Glibbles! I call them glibbles!

Justin:              The trouble with a glib quibbles. Yes, I think that’s true, but Pete, I feel you. But what I think you liked about the first two is those are the universes you would prefer to live in. I don’t even mean as a viewer of Marvel. I mean as a human, I think you want to live in either of those worlds.

Pete:                I do. I do.

Justin:              You’re in this world. But I think the fun of What If, and I think what Alex is getting, is we see these worlds that we don’t live in, that we are maybe at the end of hearing this story, we’re like, “I’m so much happier I live in the fun Avengers one.” I do think there’s room for both. That’s what I like about this series. It’s taking risks. Another thing I liked about this episode is I think this was the darkest episode like that. It’s also the funniest episode. I think there were some great jokes in here. Throughout-

Pete:                No, dude. The Thanos joke kills anything that happened in this ep.

Alex:                 I cannot believe you’re throwing your boy Coulson under the bus here, because Coulson was great. He was so good in this episode. So funny.

Pete:                But not funnier than the Thanos continuing bit of genocide.

Alex:                 Coulson’s password, and I wrote this down, being hashtag Steve, Steve, Steve, iHeart, Steve, 704, which is July 4th, is very funny.

Justin:              Very funny. But it was so weird at points. I was like, “Oh, I think Coulson’s going to be the killer at the end of this.” Coulson, wildly, he’s smelling hair. He’s doing everything.

Pete:                Yeah, he got real creepy.

Justin:              I thought, for sure, this guy’s off the base here with the way he’s acting. But I do like the way it made a hard turn into some continuity, I feel like we didn’t see coming, which I think was fun. In general, it was just a nice package of an episode.

Alex:                 This is… Excuse me. My one glibble, my one glibble is the eventual reveal. I really liked that final fight in the cemetery. I thought that was super fun. The way Michael Douglas played it was great. Just his unbelieving when it turns out to be Loki. I think, I assume you guys did too, but you figure out pretty quickly it’s Loki pretending to be Nick Fury. But the way he just keeps smacking him down over and over again is very fun. I like how it executed. But that was the one thing that wasn’t set up. If you don’t know the entire MCU, if you don’t know who Ant Man is, if you don’t know the continuity of Ant Man, that reveal isn’t quite as impactful necessarily. You have to be an MCU head to understand it. First is, I think, honestly, the rest of the episode plays off of these moments, but works as its own really interesting murder mystery throughout.

Justin:              That’s why I a hundred percent thought it was going to be Coulson at the end of it. I agree with you. It was sort of like, “Oh yeah, Hope Van Dyne. Right,” at the end, as opposed to something that felt like they told that part of the story within the episode.

Alex:                 Now, we can also talk about the thing that changed, because they really underplayed that a lot. This is purely a theory on my part. But they mentioned in the cemetery that Hope went to the Odessa mission. Now, the Odessa mission in the MCU is the one that Black Widow was on the first time that she encountered Winter Soldier, which she talks about in Captain America, The Winter Soldier. On that mission, she got shot in the arm, found out that the Winter Soldier was a deadly guy, but managed to escape with her life. My assumption is what happened was, because Hope was recruited as an agent of Shield, she went on that mission instead of Black Widow. And because she’s not Black Widow, she died on that mission. The Winter Soldier killed her. That’s what set off this chain of events, potentially.

Justin:              That was my guess, as well.

Alex:                 Okay, cool. There you go. Pete, was that your guess, as well?

Pete:                Yeah. I don’t care. The problem I have with the What If is, to me, the comic label was saying, “What if we said yes to this crazy idea, readers?” There were big swings, but in those swings, sometimes there were really interesting choices with characters that are different from what we get to see. I think that a little bit of what Justin is saying is this cool, because these things can exist. The point of this is saying, “Hey, at least we’re not living in this shitty world.” I don’t know, I feel there’s better ways to do that than to watch everybody die. I agree that creatively, I think it’s cool that the Marvel shows can push things and do things and be creative. But I don’t know, man. There’s so much you can do with these characters. I don’t want to see everybody die.

Justin:              I hear that. What I like about this is it was told as a classic killer noir-type story. It was very much a genre story that we get here that we don’t really get to see very much of in the MCU. A lot of great references. We get to touch on a ton of Marvel, MCU continuity throughout. It had a lot of stuff in it. Especially, this is What If. This is like, let’s throw everything at the wall and just see what we end up with. It’s definitely to your point, Pete, a little bit further afield from say, most anything we’ll ever talk about in the Marvel cinematic universe, but this is the place for that. This is the only place that that can really exist. So to sum up, let’s get weird.

Alex:                 A couple of other things that I really liked about this episode, I thought this was a really good Black Widow. I know it wasn’t Scarlett Johansson, but I thought she was treated well. The action with her was good. The subterfuge was good. This treated the character in an interesting way. I liked seeing her be very front and center here. I also liked the little tweaks, like Frank Grillo’s Crossbones or pre- Crossbones, whatever the character is named, showing up there as one of the guards. I thought that was super fun, just to have those little continuity things as well.

Alex:                 The other thing that I think is worth talking about, which I thought was really fascinating is they changed the Incredible Hulk. I mean not the character, but the movie, because they recast scenes from the movie, The Incredible Hulk, and used Mark Ruffalo instead of Edward Norton, which feels like part of this bigger reclamation project they have for the movie going on. The Abomination is showing up in Shang-Chi. Then he’s showing up later on in She Hulk. Here they’ve gotten rid of… What?

Justin:              It was like a tongue twister. You’re like-

Pete:                Oh, she shells sheashells by the she-

Justin:              … She, she, She hulk. She sells by the, she, she, She Hulk.

Alex:                 Yes. But also here, taking this and bringing Mark Ruffalo to the scenes, I thought was obviously a very specific choice. But given that we relatively recently watched The Incredible Hulk for the podcast, it was very interesting seeing Mark Ruffalo deliver those lines instead of Edward Norton.

Justin:              It’s like, if you were to make a mixed tape for a partner and then you break up. Then you meet someone new and you’re like, “Hey, I made you this mixed tape. Don’t ask anyone else about the mixed tape. I definitely made this for you.” It’s a little bit of like, “Let’s all forget about the past and just be like, this is our Hulk, this person.” And I get it. If they had Ed Norton in there, it’d be like, what? That would have been an even weirder choice-

Pete:                Yeah, it would have.

Justin:              … Rather than papering over the fact that Ed Norton was the Hulk in that movie. I agree it’s a little weird, but it’s something we’re meant to just delete from our brains.

Alex:                 It wasn’t Liv Tyler or anything in the show, so it’s not a big deal. Obviously, there were things they changed. But it is that exact scene from The Incredible Hulk up until the point that the Hulk completely explodes. I’ll tell you, that was the one moment where, I watched the previous two episodes with my kids, that was the moment where I was like, “I don’t know if they’re going to want to see this.”

Justin:              The whole episode is just hey, your hero falls over dead, randomly. It’s like, oh my God, scary for kids.

Pete:                I couldn’t take that scene.

Alex:                 Before we watched Infinity War, I had to just sit them down and be like, “Listen, kids, I just want you to know before we see Infinity War, Spider-Man dies.”

Pete:                Oh, my God.

Justin:              You said that before they went in? And he doesn’t. You knew he wasn’t dead.

Alex:                 No. I knew he wasn’t dead, but I explained the whole thing to them so that they wouldn’t be traumatized. They wanted to know the entire plot beforehand, because they were really scared about it. So I told them everything. I was like, “Yeah, Spider-Man dies. The actor died in real life. They turned him into dust. It’s a real thing that happens to people sometimes just with no warning whatsoever. It could happen to you as well. So just be prepared.”

Justin:              Exactly. Every time I snap my fingers, one of them could hit and you’re all dust, kids. Wow. So you spoil stuff for your own children.

Alex:                 They want [crosstalk 00:14:19]-

Justin:              You’re just like, here [crosstalk 00:14:20] human Twitter, Alex.

Alex:                 Yes. Pretty much. What else? What other moments jumped out at either of you in the episode? Pete? Got anything marked down there on that pad or are you so angry it didn’t go your way?

Pete:                I wrote down events that happened, but I was not having… Yes, the Coulson bit was funny, but it was just every time I started taking notes, then somebody died and it was sad and I stopped typing. I liked it when the credits rolled.

Justin:              Wow. So wait, let me ask you, Pete. Did you fully not like this episode? Or are you just saying compared to the others it was-

Pete:                Yeah, I did not like this episode.

Justin:              Wow. Interesting. I’m curious how that will-

Pete:                I’m surprised that you’re not as upset as I am. Hulk exploded. People died.

Justin:              When you wake up from a dream and something happens in that dream, are you like, “Ugh, fuck dreams! I’ll never watch dreams again”?

Pete:                Yeah, exactly.

Justin:              Because that’s what I feel these are. These are ephemeral. These are something that you don’t, it’s just an interesting story. And the next episode’s going to be something completely different and-

Pete:                They’re not always interesting.

Justin:              … You never have to worry about this thing actually happening.

Alex:                 I actually read an interview with the Showrunner where they said, “This is the main universe for the MCU from now on.” That all of these changes are permanent. And all of these characters who died here are always going to be dead. Then there was a statement released, actually by Marvel Comics, in which they said, “Yes, we’re doing the same thing in the comics as well. Hulk exploded and there are no more Hulks.”

Pete:                This is just not fun.

Alex:                 There was a weird thing that they said off-screen, The Punisher died, too. He’s never coming back. And also although that they haven’t brought the -Men in, that’s it for Wolverine. I understand where you’re coming from, Pete. But you have to understand that there’s darkness sometimes in these universes, right?

Pete:                I guess, but why do we got to spend so much time being there?

Justin:              Pete, it’s not What Happy. It’s What If.

Alex:                 Also, we haven’t really talked about him. I thought Tom Hiddleston was great as Loki in this episode. He had a lot of really fun bits.

Justin:              He seems like a Loki. [Crosstalk 00:16:42] This guy’s got some Loki energy.

Pete:                Well, that’s good. I’ll absolutely say out loud, I feel like this Tom guy is good at playing Loki.

Alex:                 He really captured the voice.

Pete:                I’m going to go on the record saying that. Call me crazy!

Alex:                 They should have a series or something.

Pete:                Wow. That guy and that part, whoo!

Alex:                 No, he was good. I loved the bit of Fury’s phone ringing and him asking him, “Are you going to get that?” Later on, in the cemetery where they’re talking, and he says, “I’ve got to hang around for a bit,” and then he gives a speech at the United Nations, all fun stuff. Again, I was just joking about this, but this is honestly a world that I would be interested to see what happens next in, if they continue to follow it and how it continues to fall apart.

Justin:              Yeah, because we have the reveal at the end. You got a Captain America. You got a Captain Marvel. This is a captain’s planet?

Pete:                A [crosstalk 00:17:34] planet?

Justin:              It’s a captain’s planet. We’ll see Loki being a power player here. I do think this could be a fun universe to live in, to your point, Alex.

Alex:                 Even though I was going to bat for the fact that this is an episode that really changes everything, it still follows the structure of the Phase one movies. It goes straight through them. It does drive down that idea that from the Fury’s Big Week comic, that it all takes place in a week, all of this, all of these movies leading up to Avengers to the point where the final part of this episode is Loki invading earth, just like he does in Avengers, except this time, of course, he’s successful. There’s one last little thing that really struck me that I feel you never really get in the movies, is the scale of the Asgardian Army. Do you feel that was accurate to the movies or did they just play it up a lot so that it worked here?

Justin:              To me this felt like a whole different army situation. It was a change. Loki, I expected to come by himself and mess stuff up. Instead, he just brought the gang.

Alex:                 Any other final notes on the episode that you wanted to call out? Justin? Any other moments?

Justin:              I love the horror nature of it. It makes me think that maybe we’ll get into some more genre-y things on the less specific What If episodes we have going forward. I think this pushed the series in a whole nother area. So I’m hoping we can jump around into more stuff, more parts of the universe, more premise-based what ifs. And not just, what if this person was in this place? Stuff like, what if the Avengers happened on Chatauri? Or whatever. We could get into weirder places.

Alex:                 Oh, that’s a good one. Well, let’s go to the vision board then and look forward to what we want to see potentially coming out of this episode or down the road. To that point, Justin, we know they’re doing Marvel Zombies, which feels like this is going to be Pete’s least favorite episode, if you’re not going to like dark things.

Justin:              Pete, would you be looking forward to that? I think that’s such a fun… I can’t wait to see if they’re just going to take the comic and really put it on screen or they’re going to get even more creative with it.

Pete:                Well, that will be interesting to see what kind of choices they make with a comic versus this, but-

Justin:              Which characters will they focus on?

Pete:                Marvel Zombies is fun. Or, at least, the one I read was fun.

Alex:                 You sound so defeated right now.

Pete:                I am.

Justin:              This is a vision board. This is a hopeful look forward.

Pete:                I guess, looking forward, I hope they say, “Okay, we did that episode. We’ll never do that again. And we can try other ideas.”

Alex:                 Well, the other one that I’ll call out, as we’re talking about darker episodes of the show, I don’t really know anything about the plot here, but apparently the Dr. Strange one that’s coming up, which I believe maybe is the sixth episode or something like that, I’m not 100% sure. Apparently everybody involved called it out as the darkest, saddest episode of the entire run. There’s some little change with Dr. Strange. I have no idea what it is. But some little change with Dr. Strange that potentially ends up with him fighting himself for some sort of control of the multiverse. It may actually lead into a multiverse of badness in some way. But I’m very interested to see what happens to that one.

Alex:                 And to your point, Justin, I want to see them push it emotionally. Yes, the first two were really hopeful and really fun. I think we can come back to that and have other fun episodes. But like you’re saying, let’s play different modes. Let’s have one that just drills into the character of Dr. Strange and makes-

Justin:              Instead of Dr. Strange, he could be Dr. Normal.

Alex:                 Oh, yeah.

Pete:                [crosstalk 00:21:32] Just doctor?

Justin:              It’s like the bleak appointments of a podiatrist in downtown-

Alex:                 He hurts his hands and can’t do surgery anymore and he never gets magic. He just has a bad life. What if Dr. Strange’s life was bad?

Justin:              That’s basically what the premise is of What If, in general?

Pete:                Well, there you go. What if this was bad? I don’t know. What if the Avengers were Chatauri or something?

Justin:              Well, Mr. Zalben, we’ve heard your pitch and thanks. That’s really good. We’ll call you if we need a writer for this new series.

Alex:                 Thank you. I’ll be looking forward to your call, Justin Tyler, Editor of Marvel Comics. All right, I think that’s a good place to wrap this up. If you’d like to support our podcast, Also, we do a live show every Tuesday night at 7:00 PM to Crowdcast and YouTube. Come hang out. We would love to chat with you about What If. ITunes, Android, Spotify, Stitcher, or the app of your choice to subscribe, listen and follow the show at MarvelVisionPod. On Twitter, Instagram and Facebook, for this podcast and many more. Until next time, stay marvelous.

Justin:              What If! How If! Who, what, where, when, why, with!

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