‘What If’ Season 3’s Episodes Ranked Worst To Best

What if… an animated Marvel Studios show that could have gone on indefinitely came to an abrupt and very definitive end? Here’s every episode of What If…? Season 3 on Disney+ ranked.

All in all, while the series vastly improved on its rocky first season, Season 3 did not thrill me as much as Season 2 did last Christmas. The final season served as a backdoor origin story for Uatu, the Watcher who has been narrating the series, and that storyline felt a little rushed. However, there were a lot of fun episodes and standout moments. This season brought a lot of newer characters into the alternate universe sandbox to play. The mash-ups of MCU properties were especially creative in What If Season 3.

Ultimately, I’m going to miss What If a lot. I understand that people have multiverse fatigue. (The ever self-aware Deadpool & Wolverine made that annoyingly clear while they were doing it.) But this is the proper vessel for multiversal storytelling, and I’m more disappointed that it’s ending than with how it’s ending.

8. “What If… What If?”

While I don’t think this was a terrible ending for the series, “What If… What If…” was my least favorite episode of the season. Apart from The Watcher’s “I am Uatu” moment, I thought it was a little boring. As a general rule I tend to prefer the episodes that stand alone. It’s nice that Strange Supreme, my least favorite thing to come out of this series, played a role in saving the day–but I didn’t like the reminder that he exists in the first place.

And while it was beautiful and emotional in its own way, I absolutely hate it when Peggy Carter dies… this is now the third time that has happened on screen after Captain America: Civil War and Doctor Strange in the Multiverse of Madness. I really grew to like this version of Captain Carter over the three seasons of the show, and I was disappointed that the final season didn’t mention her relationship with Natasha Romanov or even Steve Rogers. I was underwhelmed, sorry!

7. “What If… the Watcher Disappeared?”

Like I said, I don’t love the episodes that try to connect all of these alternate universes together. However, even a grump like me can’t deny that this squad of heroes a.k.a. “The Exiles” is elite. It’s hard to be mad about Storm wielding Mjolnir and interacting with Captain Carter. Natasha Lyonne is perfect casting for Bydie, a character we had only just met. And it was also nice to see Nebula again.

6. What If… the Hulk Fought the Mech Avengers?

The season opened with an episode that was fun to look at but kind of mid compared with what was to come. The Pacific Rim of it all was fun, facing off Hulk’s kaiju army against Avengers in big mech suits. But it was hard to follow all of those characters after a while. Points awarded to Oscar Isaac’s brief return as Moon Knight and the recreation of the meet-cute in Winter Soldier, except with Sam Wilson and Bruce Banner instead of Steve Rogers. Points deducted because we never saw the framing device–a little girl watching an ’80s style Avengers cartoons–return later in the episode or the series.

5. What If… the Red Guardian Stopped the Winter Soldier?

On one hand, it was great to see the Winter Soldier get a break and Bucky Barnes get some fresh air in this episode. I appreciated the Bill Foster refresher as well, especially since his surrogate daughter Ghost will return in Thunderbolts* this year. However, is Red Guardian’s thing really going to be peppering some kind of joke about the Soviet Union into every sentence? Is that what we’re going with in 2024? If so, I am not looking forward to that in Thunderbolts* at all. It’s grating and it’s propaganda! I don’t love the idea that he’s going to be some kid’s introduction to socialism as a concept.

4. “What If… Howard the Duck Got Hitched?”

The romantic relationship between Darcy Lewis and Howard the Duck is not my favorite thing to come out of What If. I want better for my girl Darcy – sue me! However, this episode got so weird that it won me over by the end. Introducing Byrdie as a Chosen One/MacGuffin who caused an intergalactic conflict before she was even born was genius. And this is, in my opinion, what What If should be about: chaotic little alternate universes with stories that are simultaneously self-contained and off the rails.

3. What If… the Emergence Destroyed the Earth?

It’s so nice to see Riri Williams in heroine mode while we patiently wait for the Ironheart series. This episode had a great dystopian science fiction vibe. The team of heroes (Wong, Okoye, Valkyrie, and Shang-Chi’s aunt Ying Nan) and villains (Mysterio, White Vision, and Sharon Carter) were surprising and seamless. Alejandro Saab did a great Jake Gyllenhaal impression in this episode. The conflict was simple and engaging. It’s always fun to watch superheroes try to solve problems from scratch. And the tragic end was so emotional that even the Watcher was moved to intervene.

2. What If… 1872?

The 17th century Marvel hero episode in Season 2 was a clear favorite of mine, so it should come as no surprise that I was charmed by this 19th century cowboy adventure. It’s just so fun when this series plays with genre and lets the characters we love play in these drastically different worlds. The blink-and-you-miss-it reference to Iron Fist made me gasp. Kate Bishop and Shang-Chi make a great Old West duo. (I also dug the soft launch of Kate taking the “Hawkeye” moniker.)

Using the “Hood” as a villain threw me for a loop, because I’m not super familiar with that character and their powers from Marvel comic lore. But I simply love to learn, so this was a fun blend of old and new in many ways! And the Hood turned out to be Xialing, a character I loved so much in Shang-Chi and the Legend of the Ten Rings, all along. This episode gave me a little faith that the heroes introduced in Phase Four and Phase Five won’t be totally forgotten in future Avengers movies in favor of Robert Downey Jr. and Chris Evans returning.

1. What If… Agatha Went To Hollywood?

A perfect episode. We should get a new dance-off in the MCU every quarter. I can only hope that, since Marvel fans are high on Agatha All Along fever already, this story brings more attention to my beloved Agent Carter and The Eternals. I’ll be forever grateful to What If if that happens. Does it make sense that Agatha Harkness would really be persuaded to give up unlimited Celestial power for Hollywood fame and a love of cinema? On one hand, not really. We may love her, but she is a villain. But on another hand, she’s so much of a showman and a prima donna that it does actually track dramaturgically. The glitzy, glamorous story left some loose ends plot-wise but stuck the landing all the same.