Marvel’s What If? Episode 3: 27 Mind-Blowing Details That Makes It Even Better

If, like any other Marvel fan, you’re hooked onto Marvel’s What If….?, we’re here to make it better for you. Here are 27 details from the 3rd episode. Marvel’s “What If…. The World Lost its Mighties Heroes” that’ll make you love the show all the more.

Statutory Warning: Spoilers Ahead!!

1. Natasha and Fury’s first interaction in the episode repeats the exact words he used to convince Captain America and Iron Man to join the Avengers.

A still from the What If.....? episodde and The Avengers

2. Natasha’s outfit to meet Betty Ross comprises her disguises in Captain America: The Winter Soldier and Captain America: Civil War.

Parallels between What If...? and the movies

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3. When Loki arrives on Earth, he possesses the Casket of Ancient Writers, confirming that he is, in fact, a Frost Giant. If you remember, Loki finds out he can wield it in Thor.


4. Yelena fans here must have already caught on to this one. But if not, we also see Black Widow in her iconic fighting pose. A total poser that one!

Parallels from Black Widow

5. While listening to Natasha’s message on “hope,” we see Fury in a friendly cafe, the one where Thor previously smashed a coffee mug, to be exact.

Parallels between Thor and What If...?

6. The style of the episode was inspired by Marvel Comics’ Fury’s Big Week, released in 2012. The comic shows Fury recruiting everyone for the Avengers.

Stills from What If...? episode 3

7. They recreated the donut scene pretty effortlessly here, right down to the background track!

Stills from What If...?

8. Coulson finding Thor’s hammer is another example of a scene recreated from the movies. Except we hear a somewhat disgruntled Fury at the end of the line.

Parallels between What If...? and the movie

9. The S.H.I.E.L.D agent escorting Romanoff here is Brock Rumlow, who we first saw onscreen in the Winter Soldier.

Parallels between What If...? and the movies

10. Interestingly, Brock mentions Alexander Pierce since they were both members of HYDRA within S.H.I.E.L.D.


11. When The Watcher mentions the assembling of the Avengers, we can hear the familiar notes of the Avengers theme track in the background. Nostalgic, wasn’t it?!

The Avengers

12. Clint says that even Jackson can’t pick up Mjölnir. F.Y.I., Jackson’s another S.H.I.E.L.D agent from Thor.


13. The pizza delivery uniform Natasha finds in Betty’s lab is from Bruce’s same lab.


14. Bruce’s first line to Natasha is pretty similar to what he says to her on their first meeting.

Parallels between What If...? and the movies

15. We have our favorite Coulson make another pop culture reference, this time from the Lord of the Rings.

Coulson mentioning Middle-earth vs. Coulson mentioning Obi-Wan Kenobi

16. When Fury tells Loki they don’t kneel before anybody, I think it’d make for a great T’challa meme. Don’t you feel the same?

Stills alongside the meme template

17. Bruce transforms into Hulk at the same spot on the campus as in the movies.

Stills of the Hulk

18. It’s no surprise that Coulson’s password was related to Cap. I mean, we all remember how giddy-eyed the S.H.I.E.L.D agent was at their first meeting.

Stills from the Avengers

19. Fury runs into the Destroyer from Thor on his search for Hank.

The Destroyer in What If vs in Thor

20. The S.H.I.E.L.D database shows that Janet Van Dyne, Alexander Pierce, and Maria Hill’s files were accessed alongside Fury and Coulson.

Stills from What If....?

21. Remember Coulson’s password? So while we know July 4 is Captain America’s birthday, it can also reference the comic issue #04, where Cap emerges from the ice and joining the Avengers team.

Stills from the Avengers

22. We see the original Avengers Initiative Memo, which Fury writes at the end of Captain Marvel.

The Memo

23. Hope’s grave in San Francisco is located in an area eerily similar to where the Wall of the Vanished is.

A cemetery near the Golden Gate Bridge vs. Scott visiting the Wall of the Vanished

24. If you remember Captain America: The Winter Soldier, Natasha mentions Bucky being in Odessa. In the What If….? episode, Fury says that van Dyne died in Odessa, suggesting that there is a possibility that Barnes may have killed Hope in this timeline.

Fury saying Hope was killed in Odessa vs. Natasha telling Steve the Winter Soldier was in Odessa while she was there

25. Fury’s “vintage” Captain Marvel beeper from the Infinity War post-credits scene also manages to make an appearance.


26. Hank Pym was the first Yellowjacket, and his outfit references the Ant-Man movie and comics.

Hank as Yellowjacket vs. Yellowjacket in Ant Man

27. If we hear the Avengers theme for the Avengers, it’s a given that when Carol finally shows up, we would listen to the Captain Marvel theme.

Fury telling Captain Marvel, "Welcome back, Captain"


So this was our list of details about the 3rd episode of Marvel’s What If….? Let us know in the comment section which details from this episode Marvel’s What If….? were our favorite.

Watch the Eternals Final Trailer here:

ETERNALS Final Trailer

Written by FandomWire Staff

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