Comic books are disposable entertainment by definition. They started out as stories for kids printed on cheap pulp, serialized in weekly, easy-to-digest installments. A century later, the paper stock might be nicer, the budgets for creative talent higher, and the storytelling far more sophisticated, but this disposability remains inherent to the medium. This is not a knock against the genre. The history of comics is the history of gifted writers and artists finding ways to transcend this cheap, disposable format, and taking over popular culture.
In part because of this disposability, anything can happen on a comics page — and particularly for popular superheroes whose arcs have run across multiple titles for decades, just about anything has happened. Characters tragically die, and are resurrected in the next issue. Bad guys become good guys, and then turn to evil again. Origin stories are told, and retold again and again in different ways. Different continuities and multiple universes are invented in order to keep our heroes on the racks of comic-book stores. No fate is ever final.
This narrative disposability has become a major feature of superhero movies and TV. Thanks in part to the new possibilities of streaming, and the void of content to be filled on platforms like Disney+, there are suddenly a lot more superhero tales to be told, even compared to the already saturated market three or four years ago. One way the Marvel Cinematic Universe is dealing with this insatiable demand is to open up different timelines and alternate realities. WandaVision and Loki, two of the high-profile MCU series streaming on D+, feature main characters who were tragically killed off in Avengers: Infinity War — now resurrected via narrative tricks with time and reality. The upcoming Spider-Man: No Way Home looks to be a wild ride through the Multiverse (or Spider-Verse) of infinite timelines. The stunt casting of stars from earlier, competing franchises, including Willem Dafoe, Alfred Molina and Jamie Foxx, is one of the more spectacular features of this new approach. Everything is now ripe for revisiting and revising, apparently.
An animated anthology series outside MCU continuity but featuring all the most familiar and beloved MCU characters, What If…? takes this multiversal madness and runs with it. Based on a Marvel Comics series that debuted back in 1977 and was designed to explore fun and previously unimagined possibilities for its beloved characters, What If…? basically thinks like a 12-year-old. What if Black Panther were a Guardian of the Galaxy? What if the Avengers turned into zombies? What if Thor got really drunk and trashed Earth?
Each episode takes a familiar event from the MCU, twists fate, and then pursues a weird — or sad, or hilarious — alternate timeline via the butterfly effect. T’Challa, not Peter Quill, is kidnapped by Yondu’s gang as a boy, and becomes the galaxy-hopping Star-Lord instead of the king of Wakanda. Things go awry at a crucial moment, and Peggy Carter ends up being the one who gets the supersoldier serum, not Steve Rogers. And so on.
This show must have been expensive, given how good the animation is, and the fact that many of the characters are voiced by the stars who play them in the live-action versions. Chris Hemsworth, Samuel L. Jackson, Natalie Portman, Benedict Cumberbatch, Michael B. Jordan, Mark Ruffalo, and the late Chadwick Boseman are just a few of the big-screen Marvel stars who have sizeable voice roles here — and I bet they had a lot of fun doing it. Surely there’s never been an animated TV series loaded with this much talent. Disney’s iron-fisted rule of Hollywood may be dystopian, but there are certain perks for fans.
Our guide to these shifting realities is the Watcher, a godlike entity who observes everything happening in all the timelines of the Multiverse, while never taking part or interfering. At the start of each episode, the Watcher intones a few words of ominous exposition about the changed fates we’re about to see, a clear tribute to Rod Serling in The Twilight Zone. Occasionally his mysterious cosmic silhouette, with his eerie glowing eyes, looms faintly in the background of an establishing shot, silently watching the action unfold — these moments are spine-tingling.
As the series progresses, it becomes clear that it is not, in fact, an anthology series — there is an overarching narrative. And the Watcher is not, in fact, entirely detached from the events he witnesses. He goes from being a narrator to an actual character who takes part in the story — a nice twist. Perhaps there’s an analogy somewhere in there about the futility of trying to remain detached, neutral, or free of conflict in this world of crisis, but if that was intended it’s not developed very much by the writers.
The Watcher is voiced by Jeffrey Wright. This was a brilliant casting move, and the single best thing about the series. Wright is one of the best actors around, with one of the best voices, and he is perfect in this tricky role — that of an omniscient superbeing who is, late in the game, surprised and shaken by an inconceivable threat to his Multiversal dominion. Wright aces that balance of dignity, insight and sudden vulnerability.

All this expense and effort devoted to an entire series of what amounts to side notes is a weird approach to television, if you think about it. But it’s that great tradition of disposability. It’s like a remix album. It could be called Why Not…?
Under the pretext of exploring alternate timelines, the series functions as a satire of the MCU. And the hope is that, contained within some of these latent possibilities, there might be an exciting new approach to a familiar character, or a bit of redemption. To show these heroes doing things we always wished they could do, or to let them live again to get their due, especially if they got a raw deal in the original timeline. A classic example is the way Gwen Stacy went from being a mere love interest and victim — a symbol of sexist comic-book writing — to being an icon for feminist fans when she was reinvented in a new timeline as Spider-Gwen.
What If…? approaches this ideal only intermittently. The stories are hit or miss, and despite the crafty way they’re tied together at the end, they don’t add up to very much more than their individual parts. The series feels frivolous for long stretches, punctuated by one remarkably powerful episode. Ultimately it doesn’t live up to its promise.
Even worse, the writers betray the essence of one crucial character in a big way. This turns out to be a fatal flaw.
Despite all this, the series is worth checking out for its handsome art, design and animation. Clearly a lot of love was poured into it. The MCU has always aimed to look like a comics page come to life; without the constraints of live action, What If…? takes this to its logical conclusion. The characters are drawn to look the same as they do in the live-action films; they are often voiced by the same actors; but there is no limit at all on action or special effects, which are frequently spectacular. It’s all very cinematic. The use of light and shade is terrific; I especially like the ethereal glow that permeates many backgrounds; and there’s a subtle anime feel to the whole thing.
Because What If…? is an anthology (until it isn’t), I thought it would be good to look at each episode in order:
1. What If… Captain Carter Were the First Avenger? The first episode of the series is one of the weakest, with a plot that hews too closely to the plot of Captain America: The First Avenger, swapping out Peggy Carter for Steve Rogers but with all the same story beats (the administration of the serum at the secret S.H.I.E.L.D facility in Brooklyn; the WWII battle sequences; the confrontation at the Hydra base; the tragic conclusion). Because it’s a pastiche of an already familiar feature-length story compressed into 33 minutes, a lot of it feels rushed, like an expository montage instead of a story.
The feminist aspect of the role reversal is admirable — Peggy is a great character and it’s cool to see her as the beefed-up superhuman, bossing her male sidekicks around and punching Nazis. And it’s both funny and heartening that Steve remains a scrawny little guy and is relegated to mere love interest, but still gets some heroic moments true to character. Some of the action is pretty good too, especially the Iron Man-like mecha designed by Howard Stark. But the nationalism made explicit by Captain Carter’s costume and shield is unfortunate, especially in an era when the kind of people who wave the Union flag are likely to be fascists.

Why don’t I feel the same about Captain America? A few reasons: Cap has a long history of politics that are somewhat more complicated and challenging than simple nationalism. He started out in 1941 as a character invented by a Jewish writer and a Jewish artist, Joe Simon and Jack Kirby, to explicitly oppose Nazism at a time when the U.S. government was still diffident about the fascist threat in Europe. The cover of the first issue he was featured in, with Cap punching Hitler, was pretty bold in this context. In comics published in the 1970s, Steve becomes disillusioned with the U.S. government after discovering that Richard Nixon is the leader of a secret terrorist organization (subtle it ain’t!), and abandons the Captain America mantle in order to become the black-clad Nomad, a hero without a country. This history was subtly reflected in the MCU, with Steve fighting fascist elements in S.H.I.E.L.D. in Captain America: Winter Soldier, going on the run from the government in Civil War, and donning a black costume in Infinity War. There are instances of this kind of dissent peppered throughout the character’s history. In a 1991 run of Daredevil, Cap vocally opposes the U.S. invasion of Panama and the drug war. In a recent Marvel comics retro series set in the 60s, Cap actually fights U.S. soldiers in Vietnam, defending Vietnamese civilians from them. That’s not something you would see in a Hollywood movie even now.
To be clear I don’t blame anybody who thinks Cap’s costume or his softer brand of nationalism are just as icky as I think Captain Carter’s is; I admit that clinging to the character’s dissident, antifascist history is a rationalization on my part for a character I just happen to like. But I do think it’s worth noting that, as a character, Steve is almost as well-known for being critical of or actively opposing the U.S. government as he is for his patriotism, if not more so. When you see Cap’s silly costume, that history is implicit. Something about Captain Carter’s uniform just feels like “Oi mate! Britain!” And the fact that she shoots a gun, which Cap would never do, kinda sucks too.
If anything, what’s happening with my reaction to Captain Carter’s costume is cognitive dissonance. It’s because it’s new that the explicit nationalism is so jarring; the same goes for Sam Wilson’s new Captain America costume (yuck!). Steve Rogers’s costume is something I’ve already digested, as it were, if not forgiven. Nationalism grosses me out, but I make a weird exception for a comic-book character. I don’t know how to explain it any better.
2. What If… T’Challa Became a Star-Lord? This episode is simultaneously one of the goofiest and one of the most touching. You couldn’t pick two more opposite characters than T’Challa and Peter Quill, in terms of dignity, intelligence, grace, and lack thereof. So it’s actually quite funny and awesome to see T’Challa take Quill’s place as Star-Lord in a Guardians-style romp — and that’s just the kind of fanfic vibe this series was made for. It brings out an unexpectedly lighthearted and fun side in the character of T’Challa and in Chadwick Boseman’s performance. It’s unbearably sad that this voice role is one of the last things Boseman ever did, and it makes it quite wrenching to watch — which is not the tone they were going for at all.
The best thing about this episode is how they really go for the remix feel. Many characters from Black Panther and the Guardians movies are back, but in a welcome change from how the first entry was handled, they’re all in different roles, with radically changed behavior. Nebula is now a femme fatale with long blonde hair, for example. The episode gets some of the biggest laughs of the series with the presence of Thanos as a good guy and loyal sidekick to T’Challa. It’s just weird to hear Boseman and Josh Brolin hanging out and cracking jokes about genocide; but hey, this is satire. The action in this one is pretty good too. Like the Guardians films, it’s lightweight but worthwhile.

3. What If… the World Lost Its Mightiest Heroes? This one is structured as a murder mystery, and features Nick Fury and Natasha Romanoff working together as detectives to figure out who’s killing the other Avengers before they can even form as a team. This is one of the more forgettable entries; I had to look it up to even remember the title and what it was about. Despite Jackson’s always welcome presence, and some decent action setpieces, it truly does feel disposable, like the short stories that fill the back pages of a comic book. The big reveal at the end is just weird. I was halfway ready to give up after this episode — only to be blown away by the next one.
4. What If… Doctor Strange Lost His Heart Instead of His Hands? This episode is so perfect because it stays true to the character of Stephen Strange while embracing his selfish, obsessive dark side and all the potential of his incredible powers of sorcery in another, far more tragic timeline (and many more timelines too). It’s a wonderful tribute to the psychedelic tradition of the Doctor Strange comics, while adding an element of Clive Barker-like surreal horror. The animation is sublime, with its rich, shadowy palette and its shifting and collapsing realities illustrated like flowing liquid. It’s dark — fearlessly dark; but it also subtly references Groundhog Day. It packs a feature’s worth of drama into 36 minutes without feeling choppy or rushed at all. It not only raises the stakes on this series but actually manages to be more powerful and emotionally engaging than the first Doctor Strange film. And Benedict Cumberbatch rises to the occasion with his voice performance.
It’s just a great short film by any standard; honestly I think it might be one of the best things Marvel Studios has done.

5. What If… Zombies?! So they follow up the grand, operatic horror of the Doctor Strange episode with an unhinged satire of zombie flicks. It’s fun, it’s quite well done, and there are a couple of genuinely powerful moments; but it just shows the series’ unevenness of tone and shifting demands on the viewer. Which is also true of the MCU overall and comics in general.
It’s actually cool to see what would happen if the Avengers starred in a George Romero/Evil Dead/early Peter Jackson splatterfest. To the creators’ credit, they really run with it. Scott Lang’s severed head, reanimated by Vision and kept in a jar, but with Paul Rudd still making his usual wisecracks — that’s the essence of this episode. But it also has the best action of just about any in the series; and there’s a suspenseful reveal of one especially powerful zombie Avenger that’s awesome, horrifying and, given recent MCU history, even sad.
6. What If… Killmonger Rescued Tony Stark? This episode is the worst in the series, and in fact actively offensive. It does the opposite of what an exercise like this should do: it lets down its main character in a really shitty, depressing way, and promotes a more regressive outlook on him.
It begins by rehashing the opening scene of Iron Man — the first moments of the MCU. The U.S. army escort transporting Tony Stark in Afghanistan is ambushed just like in the film, but instead of being taken prisoner, Tony is rescued by elite trooper Erik Stevens, a.k.a. Killmonger. (The reminder that Iron Man contained some pretty awful tropes about the U.S.’s endless wars in Muslim countries is unwelcome, but it’s not the worst thing about this episode.)
Thus begins a friendship and business partnership between the two men, which starts out all buddy-buddy but leads to a sordid series of events. Erik helps Tony develop a new kind of robot military drone with Wakandan vibranium technology, but soon it’s apparent that it’s all an elaborate plot. Erik ends up murdering Tony, T’Challa, and James Rhodes; building an army of the drones; returning to Wakanda to deviously assume the mantle of the Black Panther; and masterminding a plan to pit the U.S. and Wakanda against each other in a military conflict in order to consolidate his power.

All this is really unpleasant for a lot of reasons — beloved characters murdered in cold blood, more clumsy commentary on U.S. imperialism — but the thing that sucks the most is that it portrays Killmonger as power-mad, bloodthirsty and genuinely evil. This is such a misreading of what makes his character so interesting. In Black Panther, Killmonger is vengeful, hotheaded and ruthless, sure. But all of his motivations make sense — he saw his father killed by his uncle, the future king of Wakanda; and was then abandoned by his family, left to grow up in poverty in the U.S. His rage, translated to a desire to liberate oppressed Black people worldwide, is entirely reasonable, even if his guerrilla methods aren’t the most laudable or effective. And he didn’t murder T’Challa, he defeated him fair and square in ritual single combat. For these reasons, many fans and commentators, including Chadwick Boseman himself, have regarded Killmonger as the real hero of the film. Michael B. Jordan’s electrifying, nuanced performance only enhances this sense of a tragic antihero who stands for real justice. Think of the wrenching moment when Killmonger dies at the end of the film: “Just bury me in the ocean with my ancestors that jumped from the ships because they knew death was better than bondage.”
Given all this, it’s hard for me to imagine being handed an opportunity to write a new timeline for Killmonger, and blowing it like this. Taking a character who is without a doubt the most sympathetic “villain” in the entire MCU — a villain whose character is informed by real-life injustice, much like Magneto — and instead of expanding on that sympathy, and exploring what it might have been like if Erik Stevens got a fair shake in life, you decide to make him a monster. I’m getting angry again just thinking about it.
7. What If… Thor Were an Only Child? This one takes what would be a throwaway joke in a film and expands it to more than half an hour. The writers try to persuade us that without Loki’s dark influence and scheming, Thor would have had it too easy, and would have turned out to be even more pompous, shallow and irresponsible than he already is. They never really sell this, but it’s mostly just an excuse to give us Thor: The Hangover. The Asgardian prince arrives in Midgard — in Las Vegas, of course — not as an exile, but as a party animal with a drunken crew of gods and other mighty beings, including an uncharacteristically chill (not to mention uncharacteristically tall and blue) Loki. They set about getting shitfaced and trashing cities and monuments all over the world, from Vegas to Sydney; while Thor and Jane Foster have a wild weekend together. It’s fun to have Hemsworth, Portman, Tom Hiddleston and the amazing Kat Dennings chewing the scenery with this zaniness; along with cameos from so many more including Jeff Goldblum and Taika Waititi. But the raunchy jokes spread pretty thin after a while, as does all the “bro” talk between Thor and Loki.
8. What If… Ultron Won? This is the episode where things get really apocalyptic and the Watcher loses his cool. The writers explore the unrealized potential of Ultron, the AI who is the big bad of the second and weakest Avengers installment. Here, Ultron’s vast intelligence allows him to gain control of the Infinity Stones and become a Thanos-level threat to not only the universe, but the entire Multiverse (in fact, the episode makes a point of showing Ultron dispatching Thanos instantly and with comical ease). Natasha Romanoff and Clint Barton end up being the sole survivors of Ultron’s nuclear destruction of Earth; all the other worlds in all the universes face similar fates as Ultron sets out to destroy all organic life everywhere (and everywhen).
It’s amazing how much mileage Marvel has gotten out of the Infinity Stones — those six colorful little McGuffins in two of the biggest movies ever made, now at the center of conflict in yet another series. Marvel’s version of Tolkien’s rings, little pieces of treasure that decide the fate of everything. What’s the psychology behind the effectiveness of these shiny, rainbow-hued rocks as a narrative device? Is it utterly childish, or is it brilliant in its elegant, primal simplicity? I haven’t made up my mind.
Anyway. Natasha and Clint have always been important characters in the MCU because of their mortality — they are ordinary humans fighting alongside gods and enhanced beings, and thus they are audience surrogates (similar to the hobbits in The Lord of the Rings, speaking of Tolkien). This episode takes that surrogacy to its limit, as they are the last two humans left on Earth and, as it turns out, the only hope the Multiverse has, racing against time and their own despair to find something that can beat Ultron. The scene in which the Watcher urges them not to give up hope — unseen to them, frustrated by his own helplessness — is surprisingly moving.

The episode also references and, as it were, revises Natasha’s death scene in Endgame: a crucial moment sees Natasha and Clint yet again dangling over an abyss with everything in the balance. But this time Natasha is given a chance to survive and save the universe(s), not through her own sacrifice but through her heroism.
This is a welcome remix. Though Natasha’s fate in Endgame made for powerful drama, especially happening as it did in the middle of the film, there was also a lot of sexism tangled up in how it was written. As I mentioned in my review of Black Widow, we are supposed to believe that Natasha wanted to sacrifice herself because she couldn’t have children. And then her death — the death of the leader of the Avengers — was, bizarrely, inexcusably, treated merely in passing at the end of the film, especially compared to the long, drawn-out memorial for Tony Stark.
By the way, as disappointing as it is not to have Scarlet Johansson playing Natasha here, voice actor Lake Bell does a fine job carrying this episode in her place.
9. What If… the Watcher Broke His Oath? The finale, which follows on from episode 8’s cliffhanger, also ties together the entire series, as the Watcher finally steps in to intervene in the interdimensional crisis, banding together protagonists from all the previous episodes to form an ad hoc team called the Guardians of the Multiverse. At no point does it actually feel like the fate of every living thing throughout time is really at stake. But that’s fine, it’s just a storytelling convention, and an excuse to see Thor team up with Star-Lord T’Challa, Strange Supreme, Gamora, Captain Carter and Killmonger for a big showdown with Infinity Ultron.
There are three frustrating things about this teamup. First, I wasn’t looking forward to seeing Captain Carter’s lamentable costume again. Next, it kind of ruins the dark vibe of the Doctor Strange episode to see him released from his awful fate at the end of that one. That episode should have remained a self-contained horror show with no happy ending. And, yet again, the writers see fit to make Killmonger some kind of embodiment of evil, this time making the entire series hinge on it: in the climactic moments he betrays the team and seeks the ultimate power of the Infinity Stones himself. It not only entrenches that lame misreading of his character, it’s also tedious and predictable on a narrative level — hardly the powerful conclusion they were going for.
The action in this episode is pretty good, and there are some cool setpieces and plot twists, but ultimately it’s not enough to overcome that climactic letdown.