The following contains spoilers for What If…? Episode 2, “What If... T’Challa Became A Star-Lord.”

With What If...? Marvel has found a creative way to explore the characters they've got on the big screen. The first episode in the new Disney Plus animated series showed fans an alternate timeline in which Peggy Carter got the super soldier serum, but episode 2 takes the audience a few decades beyond Peggy’s story into a new alternate timeline featuring Black Panther’s T’Challa.

The storyline follows T’Challa as he makes a home amongst Guardians Of The Galaxy’s Ravagers. When Yondu sets out to abduct Peter Quill in 1988 for his Celestial father, his team ends up taking T’Challa from just outside of Wakanda instead. That change means it’s T’Challa who grows up as Yondu’s surrogate son, learning a lot of the same skills as the MCU’s Star-Lord, but also changing the Ravagers. The episode features a lot of connections and Easter eggs for the Guardians of the Galaxy films as a result, though nods to T’Challa’s other timeline as the Black Panther remain as well.

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T’Challa Retains His Black Panther Claws

T'Challa wears a Black Panther inspired jacket in What If Episode 2

The audience gets to see T’Challa use his necklace, which resembles the claws of the Black Panther costume, at one point in the episode. Long before that, however, his clothing still retains a nod to those claws as Star-Lord.

His version of a Star-Lord outfit is different from Peter Quill’s as he swaps out Peter’s red jacket for purple. The purple makes sense with it appearing as T’Challa’s signature color in the MCU. It’s the color the energy in his Black Panther suit is. It’s also the color most often associated with royalty. The jacket, however, also features another nod to Black Panther. The detailing along the shoulders is the same shape as the “claws” of his necklace and the patterns of the Black Panther suit.

T’Challa Changes The Guardians Of The Galaxy’s Path

Drax and Thanos as they appear in What If Episode 2

A lot more heroes (and villains) have cameos in episode 2 compared to episode 1. Most of those cameos are associated with the Guardians of the Galaxy. While Gamora, Rocket, and Groot are nowhere to be found, the rest of those close to Peter Quill do pop up - though this episode takes place nearly a decade before Peter Quill goes after an Infinity Stone on Morag.

Drax is a bartender with his homeworld still standing, and his wife and daughter still alive, because T’Challa helped stop the attack on it. Nebula is a friend who gives T’Challa and Yondu jobs. Nebula also happens to be a happier version of herself because here, she has all of her father’s attention. Thanos is no longer a villain, changed by T’Challa’s influence in an earlier interaction.

The Ravagers aren’t out solely for profit either as T’Challa waxes poetic about all the good they’ve been doing in the world. Appearances are made by Kraglin and Taserface. Even Korath the Pursuer is a Star-Lord fan now. Thanos’ former Black Guard, however, are still around, but not in his employ. Proxima Midnight and Corvus Glaive are still enforcers, but this time around, it’s for the Collector.

The Collector’s Collection

Howard The Duck, Cosmo the Space Dog, and a Dark Elf appear in Tivan's collection in What If Episode 2

Most of the collection isn’t seen in detail as a large number of boxes simply contain silhouettes that indicate there are living beings in the boxes. Two characters appear who had cameos in the Guardians of the Galaxy movies as part of the collection - and both get a chance to break out.

Howard the Duck makes an appearance as someone T’Challa releases from his cage. He previously appeared in a credit scene for Guardians of the Galaxy. Cosmo the space dog also appears, but this time, he gets a ride out of the collection by stowing away on T’Challa’s ship. Also seen in one of the Collector’s cages is a Dark Elf. The audience will remember the group as the primary antagonists in Thor: The Dark World. One also appeared in the collection in Guardians of the Galaxy.

T’Challa And Yondu’s Argument

t'challa and yondu talk in what if episode 2

When T’Challa realizes that Wakanda wasn’t destroyed as he thought, he and Yondu have a lengthy argument about lying and family. The argument is almost exactly the same one that Yondu has with Peter Quill in the main timeline.

The difference here is that T’Challa doesn’t end up temporarily enamored with Ego (though Ego and Peter do get an appearance in the episode’s end).

The Collector’s Weapons

the collector stands in front of his weapons case in what if episode 2

Tivan pulls out a cache of weapons to use in his confrontation with T’Challa and Yondu. The first thing he uses is the arm of a Kronan, though he specifies he took it from the corpse of a “chatty” Kronan, which might allude to Korg of Thor: Ragnarok. There are also quite a few weapons preserved.

It’s easy for fans to spot both Captain America’s shield and Thor’s hammer in the case. It does beg the question of who put the hammer in the case since it’s doubtful Mjolnir would consider Tivan worthy of lifting it. He also uses Hela’s headpiece and sword from Thor: Ragnarok, but he references it as the necrosword. Hela’s sword hasn’t been named that in the MCU before, and it has a strong comic book connection. The necrosword is actually the very first symbiote in Marvel comics, a weapon that fuses with its owner in a Venom-like fashion. Gorr the God Butcher actually uses it at one point, leaving the possibility for it to appear in Thor: Love And Thunder if the same is true of the sword in the main timeline.

Malekith’s dagger is the one Tivan uses against T’Challa. Malekith also appeared in Thor: The Dark World. Just who the rest of the weapons might belong to is unclear, though Tivan clearly has a fondness for those connected to Thor.

The Episode Tag

Peter Quill works at Dairy Queen in What If Episode 2

The final moments of the episode aren’t devoted to T’Challa’s story as Star-Lord, but to Peter Quill’s new story. Since he was never abducted by Yondu, he lived out his life on Earth. He’s still a music fan, listening to his headphones while dancing around at work - at Dairy Queen.

Guardians of the Galaxy Volume 2 made that same Dairy Queen important in his life. It’s where the audience sees Meredith Quill and Ego go on a date. It’s also where Ego tries to take over the planet at the end of the movie as one of the many worlds he wants in his pocket.

The Chadwick Boseman Dedication

Chadwick Boseman as T'Challa in Black Panther and What If

While not all of the MCU’s actors have returned to voice their characters for the animated series, Chadwick Boseman did voice T’Challa for the episode. It’s the last work he did for Marvel, and he receives a posthumous dedication during the episode’s credits.

What If…? Is currently streaming on Disney Plus with new episodes available every Wednesday.

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