What If...? season 2

The second season of the American animated anthology series What If...?, based on the Marvel Comics series of the same name, explores alternate timelines in the multiverse that show what would happen if major moments from the films of the Marvel Cinematic Universe (MCU) occurred differently. The season is produced by Marvel Studios Animation, with A. C. Bradley serving as head writer and Bryan Andrews primarily directing. Animation for the season is provided by Flying Bark Productions, Stellar Creative Lab, and SDFX Studios, with Scott Wright and Stephan Franck serving as head of animation.
Jeffrey Wright stars as the Watcher, who narrates the series, alongside numerous MCU film actors reprising their roles. Development of the season began by December 2019, with the season's scripts written between January and October 2020 in the middle of the COVID-19 pandemic. Bradley and Andrews were revealed to be returning in November 2021. The first season's head of animation Stephan Franck was revealed as another director by December 2023.
The second season debuted on December 22, 2023, on Disney+ and released each of its nine episodes daily until December 30, as part of Phase Five of the MCU. A third season was confirmed in July 2022.
The series is narrated by Jeffrey Wright as the Watcher, a member of the alien Watcher race who observes the multiverse. Each episode features different versions of characters from the MCU films, with many actors reprising their roles for the series.
In December 2019, Marvel Studios president Kevin Feige revealed that work had already begun on a second, 10-episode season of What If...?. However, because of the production delays caused by the COVID-19 pandemic during the first season, the first two seasons each consisted of nine episodes. Executive producer Brad Winderbaum explained that the additional, tenth episode of the first season, centered on versions of Tony Stark and Gamora first seen in the first-season finale, would not have been completed in time, and is included in the second season. The episodes are approximately 30 minutes in length. A. C. Bradley and Bryan Andrews return as head writer and lead director, respectively, with Andrews directing the majority of episodes and Stephan Franck, the first season's head of animation, directing the first episode. Executive producers for the season include Winderbaum, Feige, Louis D'Esposito, Victoria Alonso, Andrews, and Bradley. The final episode of the season introduced an updated Marvel Studios logo that replaced the live-action footage with animated images from What If...?.
Matthew Chauncey and Ryan Little served as writers on the season, alongside Bradley. Writing for the season's episodes took place between January and October 2020 during the height of the COVID-19 pandemic, with the story arcs conceived during brainstorming sessions in 2019. Because of the long-lead production for animation, there was not an opportunity for audience reactions to the first season to impact the creatives' work on the second season. Bradley said that since "it felt like the world was already ending" when writing the season, they tried to bring levity to the story for the season to make it "an escape and a fun release"; antithesis of this, she had written a "very dark" episode with Peter Parker / Spider-Man inspired by Children of Men (2006) that did not proceed. Some of the 20 concepts not chosen from the first season's initial 30 appear in the second, with Winderbaum noting that since those were initially conceived, "the world's changed and the fictional Marvel Universe has changed", which would allow for new ideas to be presented as well. Andrews said that following the first season, in which the "what if" concept were only small changes from what was established, further seasons were able to "expand out" beyond these small moments and "get a little bit wackier". Bradley said the season would focus more on revealing new sides to MCU characters than the "big, let's end the world"-style stories from the first season. Characters introduced in Phase Four of the MCU also featured in the season, which shows alternate storylines of Phase Four films.
Some of the storyline elements from the first season with Captain Carter, Doctor Strange Supreme and the Watcher are continued in this season. While development of the second season was beginning, Captain Carter became the character that the writers wanted to continue to revisit every season to continue her story after she had "bubbled up" in the first season as a prominent character. Once a Captain Carter arc had been decided, the creatives kept returning to the idea of having Doctor Strange Supreme return as the season's villain; early discussions for the season's villain had centered on it being the Grandmaster, exploring the idea that he acquired the Infinity Gauntlet. For the Watcher, the season goes "a little deeper" into what makes him "tick", and how he would reckon with his choices from the first season. Chauncey explained that fate had made Captain Carter and the Watcher "lone warriors" and described them as mirrors for each other, highlighting how the Watcher watches and engages with Captain Carter throughout her life in the season. Discussing the friendship between the Watcher and Captain Carter, Bradley said that Carter does not back down from him and is able to "see the bigger picture" while trying to do what is right and intervening in events that the Watcher cannot.
The episodes once again have various tones and are set in different genres, including a Nebula episode that is a detective story inspired by the film noir genre, such as Blade Runner (1982), that is one of the "darker" episodes of the season; one where the Avengers were formed in the 1980s and is inspired by the action films of that era; a holiday-themed episode influenced by Die Hard (1988); an Odyssey homage that mixes in racing elements from films such as Death Race 2000 (1975) and Mad Max: Fury Road (2015); and spy elements for Captain Carter's episode that continues from the mid-credits scene in "What If... the Watcher Broke His Oath?". The season also includes episodes that are a "redemption story" for Hela, and one that is a loose adaptation of the Marvel 1602 (2003) comic book limited series. The sixth episode introduces an original MCU character named Kahhori, a young Mohawk woman in an alternate timeline who seeks to discover her new-found powers after the Tesseract crash-lands in the Haudenosaunee Confederacy in pre-colonial America where European colonization has not occurred. The creatives worked with members of the Mohawk Nation and Disney's diversity department, which brought in consultants from the Smithsonian Institution, to ensure cultural accuracy for its representation of Indigenous Americans when creating the character, setting, design, story, and music. The episode is presented in the Mohawk language with English subtitles as well as Spanish.
A Red Guardian/Winter Soldier-centered episode written by Bradley was intended for the second season, but was later moved to the third. Other episodes considered during the season's development included a musical, with four concepts that "could have gone musical one way or another"; Pet Avengers; and a pirate themed one, with Andrews explaining it would have focused on Crossbones as a swashbuckler who considers leaving that life.
Jeffrey Wright returns to narrate the series as the Watcher. Marvel's plan for the series was to have actors who portray characters in the MCU films reprise their roles in What If...?, with over 30 doing so for the season. These include: Karen Gillan as Nebula, Jude Law as Yon-Rogg, Michael Rooker as Yondu Udonta, Seth Green as Howard the Duck, Taika Waititi as Korg, Peter Serafinowicz as Garthan Saal, Michael Douglas as Hank Pym / Ant-Man, Hayley Atwell as Peggy Carter and Captain Carter, John Slattery as Howard Stark, Kurt Russell as Ego, Chris Hemsworth as Thor, Laurence Fishburne as Bill Foster / Goliath, Sebastian Stan as Bucky Barnes / The Winter Soldier, Atandwa Kani as King T'Chaka / Black Panther, Madeleine McGraw as young Hope van Dyne, Gene Farber as Karpov, Jon Favreau as Happy Hogan / "The Freak", Kat Dennings as Darcy Lewis, Cobie Smulders as Maria Hill, Sam Rockwell as Justin Hammer, Mark Ruffalo as Bruce Banner, Jeremy Renner as Clint Barton / Hawkeye, Jeff Goldblum as the Grandmaster, Tessa Thompson as Valkyrie, Rachel House as Topaz, Josh Brolin as Thanos, Samuel L. Jackson as Nick Fury, Frank Grillo as Brock Rumlow, Rachel Weisz as Melina Vostokoff, Elizabeth Olsen as Wanda-Merlin, Benedict Cumberbatch as Doctor Strange Supreme, Clancy Brown as Surtur, Cate Blanchett as Hela, Idris Elba as Heimdall, Tom Hiddleston as Loki, Paul Rudd as Scott Lang / Ant-Man, and Stanley Tucci as Abraham Erskine. Chauncey stated that each of the returning actors have such a knowledge of their characters, they had "pinpoint accuracy that allowed them to drop right into whatever timeline" of the episode and were able to imbue subtle changes as necessary for the scenarios.
Several characters in the season are voiced by different actors than those who portrayed them in MCU films. Reprising their roles from the first season include: Mick Wingert as Tony Stark / Iron Man; Lake Bell as Natasha Romanoff / Black Widow; Josh Keaton as Steve Rogers / Captain America, the Hydra Stomper, and Rogers Hood; and Cynthia McWilliams as Gamora. Julianne Grossman voices Nova Prime Irani Rael, replacing Glenn Close; Fred Tatasciore voices Groot, replacing Vin Diesel; Mace Montgomery Miskel voices young Peter Quill, replacing Wyatt Oleff; Keri Tombazian voices Wendy Lawson / Mar-Vell, replacing Annette Bening; Jeff Bergman voices Odin, replacing Anthony Hopkins; and Feodor Chin voices Xu Wenwu, replacing Tony Leung.
Characters introduced in the season include Isaac Robinson-Smith as Sergei; Matthew Waterson as Rusty; Ross Marquand as W.E.R.N.E.R.; Devery Jacobs as Kahhori, a young Mohawk woman who is an original MCU character; Jacobs also portrays Bonnie in Marvel Studios' live-action miniseries Echo (2024), which she called a "coincidence" that she was part of two Marvel Studios projects and noting the two characters were not related; Kiawentiio as Wáhta; Jeremy White as Atahraks; Gabriel Romero as Rodrigo Alphonso Gonzolo; Carolina Ravassa as Queen Isabella of Spain; Lauren Tom as Jiayi; Michael Hagiwara as Shunyuan; and Liv Zamora as young Hela.
Wright enjoyed being able to see how his performance played with animation for the first-season episodes while recording for this season, allowing him to make some adjustments to his performance such as adding "a bit more mystery to the voice and a bit more distance" to further the notion that the Watcher is "not entirely present". He also rerecorded some of his performance for the season after hearing his initial recordings, believing he had "been a bit distracted" and the tone of his voice was off. In January 2021, Grillo revealed that he had to return the following month to record more episodes as Rumlow.
Scott Wright serves as animation supervisor for the majority of the season, with the first season's head of animation Franck joining Wright on the fourth episode, and serving as sole supervisor on the fifth. Flying Bark Productions worked on four episodes, Stellar Creative Lab worked on two, and SDFX Studios worked on three.
Laura Karpman returned from the first season as a composer, and was joined by her wife Nora Kroll-Rosenbaum, who previously conducted Karpman's score for The Marvels (2023). They completed work on the season's score by the start of December 2023. The Kahhori episode features traditional Mohawk music. A five-track EP for the third episode, "What If... Happy Hogan Saved Christmas?", was released digitally on December 15, 2023. A soundtrack album for the season featuring selections of Karpman and Kroll-Rosenbaum's score was released digitally by Hollywood Records and Marvel Music on January 5, 2024.
The season was discussed during Marvel Studios' animation panel at the 2022 San Diego Comic-Con, where "What If... Captain Carter Fought the Hydra Stomper?" was shown, then expected to be the season's first episode. A trailer for the second season was released on November 15, 2023. Bradley Russell at Total Film felt the season was "serving up the weirdest, wildest side to the MCU yet". Marvel created an Advent calendar-style website, "The Watcher's Nine Days of What If...?", which featured daily preview clips for each episode as well as a preview of the third season. At the Consumer Electronics Show in January 2023, Samsung Electronics aired an advertisement at the Sphere for its upcoming Galaxy Unpacked event featuring characters from What If...?'s second season.
The second season premiered on Disney+ on December 22, 2023, and released its nine episodes daily until December 30. It was the first Marvel Studios television project to release new episodes daily. It was originally announced to be releasing in early 2023, but by February 2023 it was reportedly unlikely to premiere that year as Disney and Marvel Studios were re-evaluating their content output. The late December 2023 release date was announced in September. A screening of the first and third episodes—"What If... Nebula Joined the Nova Corps?" and "What If... Happy Hogan Saved Christmas?"—and a Q&A with the creatives occurred at the Walt Disney Studios lot in Burbank, California on December 11, 2023. The season is part of Phase Five of the MCU.
The second season has an 89% approval rating on Rotten Tomatoes, based on 27 reviews, with an average rating of 7.7/10. The website's critics consensus states, "In its superlative sophomore season, What If...? reaffirms its status as one of the most consistently creative outposts in the sprawling MCU." At Metacritic, which assigns a weighted average rating, the second season has received an average score of 79 out of 100, based on 7 critics, indicating "generally favorable".
For the 51st Annie Awards, "What If... Kahhori Reshaped the World?" was nominated for Outstanding Achievement for Animated Effects in an Animated Television/Broadcast Production, while "What If... Nebula Joined the Nova Corps?" was nominated for Outstanding Achievement for Production Design in an Animated Television / Broadcast Production. The episode "What If... Hela Found the Ten Rings?" was nominated for Children's Teleplay at the 2024 Humanitas Prize.