Episode 2 of What If…?, the Marvel Cinematic Universe’s first-ever animated series is now available to stream on Disney Plus. And while the series premiere proved that the show had plenty of potential, this week’s episode shows off exactly what sort of off-the-wall stories the Marvel multiverse is capable of.
The first episode of What If…? featured a timeline where Peggy Carter received the super-soldier serum and became a shield-wielding superhero instead of her love interest Steve Rogers. And while it was certainly an enjoyable adventure, the series premiere was still a fairly straightforward reimagining of the events of Captain America: The First Avenger. It felt like an interesting rewrite of a familiar story rather than something entirely new.
However, What If…? proves with its second episode that not every parallel universe adventure will be a simple revision of an existing MCU film. Instead, episode 2 presents a fresh story that takes a group of characters Marvel fans know and love and places them in an all-new, all-different story. And in doing so, the series manages to highlight exactly the sort of wild possibilities presented by the introduction of the multiverse to the MCU.
Like episode 1, What If…? episode 2 focuses on the setting and characters of a familiar MCU movie — in this case, the first Guardians of the Galaxy. The episode opens with a scene that every die-hard Marvel fan will surely recognize: the temple of the Power Stone on Morag in the year 2014, which is entered by the masked thief known as Star-Lord. But when Star-Lord removes his mask, it’s not Peter Quill’s face underneath, but rather the face of T’Challa, voiced by the late Chadwick Boseman in his final reprisal of the role.
The choice of placing the rightful Black Panther in Star-Lord’s role seems strange and even random at first, but the show quickly justifies this unexpected narrative choice. From an in-universe perspective, the change is explained by having Kraglin mistake the Wakandan Vibranium mound’s energy signature for that of a half-Celestial child, causing him to assume a young T’Challa is Ego’s son. But from a storytelling standpoint, What If…? shows the power a single change to the timeline can have in shaping an entire universe. Just by placing T’Challa in Peter Quill’s shoes, a completely different story emerges as a result.
As the familiar first scene of Guardians of the Galaxy plays out, it quickly becomes clear that T’Challa has a vastly different reputation as Star-Lord than Peter Quill did. Unlike Quill, T’Challa is indeed renowned across the galaxy as a legendary outlaw, causing the usually-stoic Kree soldier Korath (portrayed once more by Djimon Hounsou) to gush with glee over meeting the famous hero face to face. And Korath is hardly the only one T’Challa’s had a positive effect on — it’s soon shown that T’Challa’s influence has turned Yondu’s crew of Ravagers from cutthroat space pirates to Robin Hood-style heroes, traveling the galaxy fighting injustice and helping the helpless.
In perhaps the biggest twist of the episode, it’s even revealed that T’Challa managed to convince Thanos himself (again voiced by Josh Brolin) to give up his quest for absolute power, recruiting him for the Ravagers to help the universe the right way. And while Thanos’ change in allegiance may seem baffling at first, he keeps his trademark air of self-righteous condescension, stubbornly asserting that his plan for the Infinity Stones would have worked. But despite his callous, utilitarian attitude, this Thanos still shows that he’s willing to fight for the greater good and treat his loved ones with kindness, not unlike Omni-Man of Invincible fame. And since T’Challa met him prior to his sacrifice of Gamora or his discovery that his future self would succeed in balancing the universe, it’s even plausible that T’Challa’s charisma and compassion would sway the Mad Titan’s heart before he becomes blinded by ambition.
And of course, Thanos’ change of heart carries with it a massive ripple effect that shapes the future of the entire galaxy. Drax receives a brief cameo as a bartender, mentioning that his wife and child are still alive in this timeline. More notably, Nebula appears as a major character, having gone from an angry, brooding warrior to a confident and playful femme fatale. She’s even willing to work with Thanos for a good cause, despite her own lingering hostility towards him.
Even the Collector (Benicio del Toro), a minor antagonist in the first Guardians, gets a moment in the spotlight where he finally gets to show what he’s capable of as a proper big bad. And despite his campy demeanor, the Collector proves to be a dangerous combatant using his arsenal of cosmic artifacts, including Hela’s Necrosword from Thor: Ragnarok. The Collector isn’t the only familiar villain in the episode either — Thanos’ Black Order from Infinity War and Endgame show up as well, fighting against their former master on the Collector’s behalf.
Needless to say, episode 2 of What If…? tells a very different story from the Guardians of the Galaxy fans recognize, proving that the show has more to offer than just rehashing the same old movies. This episode shows off the sort of story that can only be told by exploring the multiverse, taking the characters fans love and reimagining them in a completely new situation. Yet despite that, they all manage to feel like the same characters — Thanos is still arrogant yet well-intentioned, Nebula is still selfless and headstrong, and Yondu is still the same flawed but kindhearted father figure.
And of course, T’Challa remains the same charming, compassionate hero he’s always been. But what makes What If…? truly special is the way it takes all these disparate characters and places them on the same team. T’Challa, Nebula, Yondu, and even Thanos fighting alongside each other would have seemed impossible just a year ago. But thanks to the infinite possibilities of the multiverse, there’s no limit to the kinds of stories the MCU can tell now. If future episodes of What If…? maintain this level of quality, then this show is certainly going to be something special.