WHAT IF Season 2 Episode 9 Breakdown | Ending E...

WHAT IF Season 2 Episode 9 Breakdown | Ending Explained, Marvel Easter Eggs & Season 3 Trailer

WHAT IF Season 2 Episode 9 Breakdown | Ending Explained, Marvel Easter Eggs & Season 3 Trailer

Welcome to the Heavy Spoilers show, I’m your host Paul, and in this video, we’re breaking down the finale of What If.

Season 2 is now at an end, and episode 9 has a lot to unpack from it. Throughout this video, we’re going to be going through it all and breaking down the easter eggs and details in it. We’re also going to be giving our thoughts on the season and going over our reaction to it. Please hit that thumbs up one last time and if you enjoy it, make sure you subscribe.

With that out of the way, thank you for clicking this, now let’s get into What If Season 2.


So, Strange Supreme has been a big character in the show, debuting back in season 1. I think that episode is still probably my favorite, creating a man who destroyed his entire universe. Come the end of the entry, we see as this is reborn and it never gets put on that path of destruction. That is because Strange defeats the devil on his shoulder… like literally… and stops himself from being born in it. Strange no longer being alive means his Christine doesn’t die, and thus he never goes down that dark path.

I’ll talk about this all later on, but first, let’s dive into that amazing title sequence. Now, I’m sure you don’t want us just talking over the top of it, so first I’ll play it alongside how the live-action one is so you can enjoy it in all its glory.

Now we start off with the comic panels, which are the same across both versions. They obviously didn’t need to change these as it’s showing the source material which both are derived from. However, it’s when we hit the characters we get the first changes, with Iron Man being swapped out for his Sakaar version. This one popped up earlier in the season, with it originally being an unfinished episode from season 1. You might also notice that the script pages have changed too, with Banner’s lines being changed to Happy. In the case of the Hulk, that’s swapped out as well, with both of these alterations coming from the Die Hard episode.

WHAT IF Season 2 Episode 9 Breakdown | Ending Explained, Marvel Easter Eggs & Season 3 Trailer
WHAT IF Season 2 Episode 9 Breakdown | Ending Explained, Marvel Easter Eggs & Season 3 Trailer

Black Panther has been swapped out with the Star-Lord variant and Goliath’s there instead of Ant-man. We also have an additional quote from the 80s Avengers in which he says, “Go Big or Go Home.” Black Widow’s switched out with Kahorri, with Red Guardian being there instead of Peter Quill.

He’s not actually popped up properly in the season before, so perhaps this is something that was left on the cutting room floor.

Either way, Strange Supreme’s now there instead of Thor, with Captain Carter replacing Steve Rogers. We also get a script line from her first episode with that replacing Steve’s “I can do this all day.” Next is the shield throw before we cut to clips from the episode, with this encompassing all the seasons so far. I was wondering why they saved this until the finale as it would’ve been such a cool thing to kickstart the season with. Might have been because it spoiled some of the big moments, but yeah, loved this as a way to start it off.

Anyway, we jump back to a world at peace in 1602. Since Peggy fixed the time anomaly, the timeline’s recovered and now everything can go back to normal.

For now.

The peace is ruined by the arrival of Supreme Strange, with us also seeing clips from Peggy’s episodes. This tells her entire backstory and how she’s now a woman out of time again. I’m guessing they did this because most people think these episodes can be standalone, so they wanted to get everyone caught up before we head into it.

Strange brings up Shakespeare, who also got referenced during the last episode.

Changing the drinks to Single Malts, this is something Peggy shared with Steve back during World War 2.

We then get the Avengers assemble clip from the Infinite Ultron episode, and this is interspersed with Strange’s past playing out too.

“Punish me, not the world.”

This is a line that carries a lot of weight, as Strange ends up punished in the end, whereas the world doesn’t. After the title sequence, we then cut to the Sanctum Infinida. This is where he went to in the first season, which is around about when he met O’Bengh. Since the events of the finale, we see that he’s been encasing multiversal threats and enemies that he’s encountered along the way.

However, even before that, the man was clearly gathering creatures up, as we see the little garden gnome-type creature that appeared in his first episode.

Also, I just want to apologize for saying “Man” all the time. I was wrong to do that so often. And I apologize.


Anyway, among them is Infinite Ultron, the kid Peter Quill from the 80s Avengers, Rocket Raccoon, and more. Strange lies and says that some have escaped, which Strange tries to use to guilt trip her into helping. Reluctantly, she agrees, and we see as Strange takes her to an observation deck that allows him to open up portals. This is something we also saw in Doctor Strange, with one being in the Sanctum Sanctorum.

In the end, we learn that he’s been tracking Kahorri, who’s fled to the Dakota Badlands. The Badlands have appeared in Marvel comics before, with them being the Demon Bear’s domain.

Traveling into it, we see a land in which Red Skull’s won. We discover that the explosive used at Project Rebirth killed both Peggy and Steve when it went off. Thus, Hydra unleashed the Tesseract’s power and won the war. However, this led to its destruction, with the weather here likely being caused by Nuclear Fallout.

Peggy berates the Watcher for not intervening, whereas Strange has, but in the end, maybe he’s right to not mess with the multiverse.

WHAT IF Season 2 Episode 9 Breakdown | Ending Explained, Marvel Easter Eggs & Season 3 Trailer
WHAT IF Season 2 Episode 9 Breakdown | Ending Explained, Marvel Easter Eggs & Season 3 Trailer


Anyway, from here we get some girl-on-girl action… which… probably get demonetized for saying in the video.

Anyway, Peggy ends up throwing her shield, which Kahorri catches, like how Bucky did in The Winter Soldier.

Turns out, yeah, she got sold the same thing too, with Strange lying to her as well since the events of her episode.

Now… gonna be honest with you, mate, I know some of you guys hate when I drop my opinions on the video… but I did kinda sigh when I realized Strange was the baddie. I felt like he had such a good arc of character growth and redemption in season 1 that this kinda squandered all that he went through. In the end, man just becomes a sort of villain of the week thing who totally forgets all the pain that his actions caused the first time round. To see him go back to just being like ‘I have to save Christine no matter what’ felt like a fumble to me, but yeah… if you disagree, then let me know below.

Either way, turns out he’s built a giant forge where he feeds both overpowered heroes and villains to power it up. Kinda becomes just a sort of James Bond villain, and I think this idea of trying to save your loved ones with a multiversal machine was done in Into The Spider-Verse better.

Now where he and Peggy differ is that she lost Steve as well but in the end, she’d never do it for him.

Thus, everything just properly kicks off, and even though I didn’t like the plot that much, the action scenes we get were still pretty cool.

Now, up in the globes, we see several characters including a western Loki, Grandmaster with the Time Stone, and Cloak of Levitation.

Happy Hulk Hogan, evil Howard the Duck, and someone I can’t quite make out. If you know, then drop it below, but I think the tentacles are potentially from Shuma Gorath. There’s also the Great Protector from Shang-Chi and to the bottom right of him, what I think is Corvus Glaive.

Smashing the crystals like the like button, this unleashes them all, with us getting Happy, Star-Lord, a Chitauri, Vision, and Corvus. The Great Protector then unleashes more, and we can also catch Cull Obsidian fighting the Grandmaster from the T’Challord episode.

As we get a wider shot, we also see Captain Marvel and Proxima Midnight. There are also Asgardians and Dark Elves too before we head out and see Wen-Wu.

Vision unleashes the Mind Stone, like how he did in Age of Ultron, and alongside the gnome, we also get a Hulk variant too.

Then there’s that Rocket from before, with us getting a better shot at one of the Dark Elves.

After Strange busts through and he’s pulled out of the way, we can also see what looks like either Talos or just a generic Skrull over behind them.

That Western Loki then shows up again before Kahorri and Peggy make a break for it. However, they’re not out of the woods yet, as we see Wanda from the Zombie episode.


Unleashing her horde, I’m so glad that we at least got a zombie part in this season, as that was my favorite part from season 1. I love the comic series and can’t wait to see the full show if that’s still definitely going ahead.

Now, one way to control them is with the goddess of death, with Fenrir arriving carrying Hela on its back. Using her death magic, we see this glowing green similar to how it appeared during Thor: Ragnarok.

Hela demands that she kneels, with Kahorri saying.

This is calling back to Queen Isabella, who told her to kneel in episode 6. Now at this point Hela’s nemesis Sutur arrives with him once more being voiced by Clancy brown.

Distracted by the bigger threat, Hela turns her focus away from the pair, which allows them to then race through the corridor.

However, at this point, they’re grabbed by a version of Thanos who appears like how he did during Infinity War. Snapped away, we see the return of Infinite Killmonger who tried to grab the power for himself in the Season 1 finale. This also shows the difference in the MCU Infinity Stones, as in the comics they only work in the universe you’re in. This was explored during Jonathan Hickman’s Fantastic Four run when several of the Reeds had made their own gauntlets. Still, though, you had to be in that reality otherwise the stones were completely ineffective. Using the Space Stone magic, Kahorri warps him out of the suit, and we see as he’s sent back into the main lobby. Behind him, we can also catch Drax before two versions of Thor clash in the air. Mjolnir hitting the jonathan causes immense destruction and Peggy ends up donning the armor.

“Fits like a glove.”
Eh, ’cause the Infinity Gauntlet… it’s a… it’s a glove.

Anyway, you’ve got a big bloody battle of the sexes, mate, with the pair going against Supreme Strange. Throwing dragons at her, he also did something similar to Wanda during Multiverse of Madness.

Channeling the Power Stone, Peggy blasts at the portal and also uses the Tesseract to warp back the shield.

It’s a pretty fun battle with lots of power usage that ends with Strange pulling from all his tricks.

He ends up multiplying himself, which is a move he did during Infinity War, but Peggy counters this with the Reality Stone.

These are then turned into butterflies, mimicking how the battle with Thanos played out.

At this point, Peggy’s taken into an illusion world… yeah, it’s one of them ones… you know the one… where it’s like… stay in the fantasy sort of thing.

It obviously replays the moments from Season 1, but after she spots a butterfly from the battle, she guesses it isn’t real.

One of these days, I want to see them do this and just have them live in this forever. I can think of a movie that does it but don’t want to spoil it in case you haven’t. If you haven’t… you need a movie UPGRADE… and eh… we’ll leave it at that for those who know.

Anyway, Strange starts sending the prisoners into the forge, including Ahtaraks. Peggy ends up using the Time Stone to reverse their drops, with Strange saying,

As we know, he spent countless tries attempting to reverse time, and Strange, in general, uses the Time Stone a lot.

The characters then throw all their weapons to Peggy, including Mjolnir, which Kahorri has to lift by using Space Stone magic.

Kahorri then warps them all back and sends the characters to their own realities.

Pushed to the brink, Strange ends up reverting to his demon form, which we saw during his introduction.

You might notice that he has a third eye, which is often a characteristic of Strange turning to the dark side.

Now, jumping in the air, Kahorri sends the stones to Peggy, which… I honestly thought that they were going to kill her in this moment. Tony ended up dying from carrying out the snap, and we’ve seen how devastating it is, even just holding one. I don’t know, I kind of feel like the finale just went, let’s make everyone overpowered as heck and kind of remove all the logic that’s come before. Reminded me a lot of the end of Secret Invasion, where it’s like, let’s just make it so the character can just do anything.

Again, drop your thoughts below, but it leads into Peggy and the monster going over the edge in a moment that feels like it’s pulling from Lord Of The Rings. The shot setup here is really similar to how The Two Towers opens up, with the pair both plummeting into the forge.

Strange, in the end, conquers his demons and allows himself to be sacrificed to restart his universe.

At this point, the Watcher intervenes and takes Peggy out to the world between worlds. We see the multiverse in full, with it having a universe shape at the center of it.

This then expands out into the crystals which give Uatu a place to watch from.

Visiting Strange’s universe, Uatu tells Peggy the multiverse didn’t need him to intervene, and in the end, all it needed was her. Greeted once more by a butterfly, they go traveling through the multiverse and end with a shot of the World Tree. This obviously comes from the end of Loki Season 2, and I wonder if they’ll have him return for the next season.


Now, speaking of that, we actually got a sneak peek look at it with a clip being posted on Marvel.com in the What If section. I’m making this video just focused on episode 9, so I don’t know if it’s been released officially yet, but I uploaded it to the channel if you want to take a look at it. It apparently comes from an episode that was supposed to release in this season, but like the Sakaar one, it got pushed back.

It’s got both Bucky and Red Guardian in the US out when they were working as sleep cells. Red Guardian looks like how he did in Black Widow, so I imagine it’s happening around the time of that. Love how the license plate has “2 Fast 4 U,” and it’s also got an appearance by Bill Foster.

He’s once more voiced by Laurence Fishburne, who in this universe is an agent. Don’t know if that’s a Matrix joke, but Foster spots the shield, and Bucky figures out they’ve been rumbled. It leads into a big chase with Foster teaming up with someone called Agent Morales. Eh… not saying it is, but this could be a version of Rio, aka Miles Morales’ mother.

It leads to a big shootout, with Bucky busting out his signature gun, and overall, it’s a pretty cool clip.

So obviously, that’s going down, and I think Peggy bumping into Loki would be great too. Potentially, they could even take it to live action and have the pair meeting just before Secret Wars.

Either way, Season 3 is meant to be coming very soon and it’ll likely drop during 2024.

WHAT IF Season 2 Episode 9 Breakdown | Ending Explained, Marvel Easter Eggs & Season 3 Trailer
WHAT IF Season 2 Episode 9 Breakdown | Ending Explained, Marvel Easter Eggs & Season 3 Trailer

Now, I know that I ragged on this final episode, and yeah, still stand by my opinion on it. Kinda sucks that they turned Strange into a cackling madman, as he was one of my favorite things from What If. Still, though, I think this season was still really good, with there being lots of standout episodes in it. Here, they really leaned into the actual aspects of what What If can be, which helped to elevate it above that first season. I felt like that one was kind of… I don’t know… like basically the origin stories for the main heroes but with a character swap, whereas here they just went all out with it. There’s nothing here that you could just say is a character swap, and it was way more interesting than what came before.

Having just done a Die Hard breakdown, I really enjoyed that episode as well, and being a 1602 fan made that one pop for me too. I view that in the same vein as the Zombies episode, in which they actually took a comic story and adapted it with how the MCU would handle it, like how that entry did.

So yeah, thought it was a strong season that dropped the ball a bit on the finale. Happy for you guys to disagree with me too, so if you do, then drop it below. We’re also selling “It’s All Connected” shirts right below the video, so if you think it’s all connected, then make sure you pick one up.

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Now, if you want something else to watch, we have a video on screen right now _____________________

With that out of the way, a huge thank you for sitting through the video, I’ve been your host, and I’ll see you next time. Take care, Peace.

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