01x05 - The Making of What If...?

[bunniefuu]

THE WATCHER: The galaxy.

To your eyes,

a hundred billion points of light.

But where you see light,

I see worlds

and the countless stories that fill them.

What you call destiny is just an equation.

The product of variables,

right place, right time,

or in some instances,

the wrong place at the wrong time.

What if one choice changed everything?

What if every reality

came down to one single moment?

Join me. Explore the multiverse

and ask the question,

"What if?"

MAN: Perfect. Thank you.

KEVIN FEIGE: We were looking at

how to grow, how to expand,

how to evolve post Endgame

and into Phase Four.

And we had tons of ideas

for features and for follow-ups

to existing characters,

and introducing new characters.

But it was Disney Plus

and the idea of Disney Plus

that really allowed us

to do things we hadn't done before.

We had to think what ideas

are worth doing in animation

that we couldn't do anywhere else.

And it was Brad Winderbaum

who came into my office and said,

"What about doing a What If?"

"We have so many fans now,

"we have so many people that have watched

our movies multiple times,

"everybody knows how things happen,

"how Iron Man became Iron Man,

how Cap became Cap,"

that the What If? series from comics

was always such a great way

of putting a spin on it.

What If? as a concept

and as a comic book

is something that would

always come up in conversation.

Uh, I can think back

to the earliest retreats.

We would think about What If?

just in terms

of not necessarily adapting it,

but how many great stories

came out of the comic book.

And how so many of those stories

actually became canon

within the main continuity

of the Marvel Comics universe.

Speaking from my own personal experience,

and this is something

that other people have said as well,

What If? was a bit of a gateway

to different comics

you won't normally pick up.

You know, I loved Ghost Rider growing up,

and I think

the first Ghost Rider I picked up

was the "What if Danny Ketch's sister

became Ghost Rider instead of him?"

Then I was like, "This is awesome!"

And then I'd read all that Danny Ketch,

Ghost Rider run. You know?

And I think a lot of people

had a similar experience of What If?

It introduced you to characters

you wouldn't normally read.

In kind of abstracting them,

it made them new.

So there was a lower barrier of entry.

You didn't feel like you needed to read

the 60 comics leading

up to that one storyline.

It was its own unique thing

that you could experience as a newcomer.

I remember when I was a kid,

getting some of the comics

and whether it's like,

you know, Conan in New York

with Howard the Duck,

or, you know, crazy stuff.

It was almost like

it was Marvel's Twilight Zone of the time.

And I think its heyday was really

in the '70s, a little bit in the '80s.

It still has gone on, but those

were the ones to really remember.

I think it was a testing ground

for certain stories,

certain possible ways they can possibly go

with various characters,

you know, trying it out, you know,

safely in this little one-off comic.

And then if it struck a chord,

they can run with it.

So, for example, like,

"What if the Hulk was smart?"

and that eventually

became a whole storyline of its own with,

like, Smart Hulk and all this business.

And that's happened with, actually,

quite a few of the What If? titles.

So, um, there is a lineage there,

but for our show,

we're not borrowing anything

that was pre-done in the comic.

We just came up with new stuff,

since it's born directly

out of the MCU specifically.

So we're not just riffing

on the comic characters per se,

we're riffing on the Marvel movie

cinematic version of those characters.

Whoa.

I got visual on the intruder.

He's a Caucasian male, mid-20s with

really great hair.

Excuse me?

WINDERBAUM:

We had been working with Bryan Andrews

for many years at Marvel Studios.

He had boarded

some of our most iconic action sequences.

I worked with him on Ant-Man 1

when he designed

Scott Lang's first descent into

the quantum realm

at the end of that movie.

And he had taken a big hand most recently

as part of the story room

that cracked the finale of Endgame,

which was a combination of storyboard

artists and Chris and Steve, the writers.

And frankly,

when I pitched What If? to Kevin,

and things were happening so fast,

I just called Bryan, who I knew, and said,

"Hey, dude,

do you wanna work on this together?"

[CHUCKLES]

And his response was,

"Well, yeah, man, of course."

ANDREWS: You know, my brothers and I

grew up loving all kinds of animation,

but we also grew up loving Marvel.

I mean, we had

How To Draw The Marvel Way, you know?

We were huge fans of the paintings

of Frank Frazetta and the rest of it.

But it's all in that

same kind of action-y, adventure,

you know, bigger-than-life mythos stuff,

and the Marvel comics

were definitely an inspiration, you know.

Certain artists

would rise above others in our minds,

whether it's, like, you know, Kirby, or

[INHALES] or whoever else.

It's like there're certain

artists that just captured

your imagination in those drawings,

in those panels.

And, um, to think that

so many years later,

working in

the live action stuff, it's like,

"Oh, I used to draw all those characters

when I was a kid."

But here I am, working on it now

for the Cinematic Universe,

which is already kind of, like,

"Well, that's an amazing dream."

But then, now also

doing it in an animated show

that's revisiting those characters,

and it's, like, that's like, "Wait, what?"

It's pretty amazing.

WINDERBAUM: One of the interesting things

that happened

in the development process

of What If? is

how many ideas just come up,

and we're still coming up with them.

You almost can't stop thinking about it.

WONG: What are you doing?

Tinkering with time can weaken

the very fabric of the universe.

WINDERBAUM: The key to the stories

that were chosen

is that they were all

character-based stories,

and they all drove at the human heart.

Which is why we hired

Ashley Bradley as our EP

and head writer of the show.

If you look at her work

on Trollhunters and 3Below,

you see a writer who,

no matter what the big,

crazy sci-fi circumstance is,

is always trying to find

the core of the character

and creates conflicts that really

challenge who those characters are.

And that's something

we always try to do in the movies,

and each episode of What If?

is gonna try to do.

[GRUNTS]

For a minute, I really thought

it was you and me against the world.

We're not fighting the same battles, Tony.

The first few weeks, it was basically

me and the other executive producers

which is Brad Winderbaum

and Bryan Andrews. And it was camp.

It was two weeks of

"What stories do we want to tell?"

There's obvious ones.

"What if Thor was never banished?"

"What if Ultron won?"

ULTRON: I'm going to bring about

peace in our time

BRADLEY: And once we got those out of our

system, we started then playing more with

"What if Yondu kidnapped

the wrong kid instead of Peter Quill?"

What happens next?

Whatcha doing out there

all by yourself anyway?

Exploring the world.

Sounds fun.

But why stop at one world, huh?

When we can show you all of them?

WINDERBAUM:

Once you realize what the show can be,

it's almost impossible not to ideate.

You just Your brain just starts

to explore every corner of the universe.

That's something that made

the whole development process

of this series so euphoric,

was that you get in a room with people,

and it was just idea,

idea, idea, idea, idea,

'cause almost every event

could be reconceived

and remixed into

its own What If? story.

And we realized very quickly that

you could come up with a cool idea like,

"Oh, what if Peggy Carter

got into the Project Rebirth chamber

"and became a Super Soldier

instead of Steve Rogers?"

But that was only the beginning.

It wasn't just "what if,"

it was also "then what?"

So every pitch that we came up with,

every idea that we conceived of

had two parts.

It had the "what if," which was

essentially the inciting incident,

and it had the, "then what,"

which is the actual story.

What in heavens?

And as we developed

the stories in the series,

the "then whats" became the real emotional

bedrock of the stories we were telling.

You're my hero, Steve.

I mean, you're a hero.

[CHUCKLES]

Hmm.

You're my hero, too.

The heart of the characters

always has to remain the same.

If T'Challa is in Wakanda or chilling

with the Ravagers in outer space,

he is always the once and future king.

Should we be bowing?

I feel like we should we bowing.

I mean, unless we should be kneeling.

- Neither is necessary.

- Please.

BRADLEY: It doesn't matter

where in the world Tony Stark is,

Pepper Potts is his North Star.

Lot of people come around looking to get

their moment in the sun with Tony Stark,

and it's my job to sniff out exactly

what it is they want with him.

And what do you smell?

Nothing. And that's the problem.

BRADLEY: Steve Rogers, whether

he's in his Captain America uniform,

whether he's Skinny Steve or not,

he will go to the ends of the earth

to do what he believes is right.

Hey, I need a hand! Come on,

help me get him out of here!

No. You gotta get me in the suit.

That's where we always kind of start with.

Like, we go in different directions,

but we stay true to the characters

as much as possible.

THE WATCHER:

I believe that in this universe,

as in every other, hope never dies.

FEIGE: One of the things

we're exploring in Phase Four,

which we've talked about,

is the Multiverse.

And What If? as almost every episode

is narrated by the character, the Watcher,

a very important character in the comics

that we've never really

seen much of in the MCU.

Briefly, we saw some Watchers,

there's a little cameo with Stan Lee

in Guardians of the Galaxy Vol. 2.

Anyway, before I was

so rudely interrupted

We know the way it worked

in the movies we watched.

He's showing us

other ways it could have gone.

THE WATCHER:

In a multiverse of infinite possibility,

is your destiny determined by your nature

or by the nature of your world?

We knew that we were gonna do the Watcher.

The Watcher is a big part of What If?

We needed this guide to help us

navigate these vast new realities.

And the voice we all heard in our head

was Jeffrey Wright from day one.

I am the Watcher.

Where humans see chaos,

I see the crucible that would transform

this collection of individuals

into a team of heroes.

WRIGHT: The Watcher kind of serves

as a Rod Serling to The Twilight Zone.

Kind of narrating the events,

but also a sometimes-passive-

sometimes-not participant.

Oh, you're so close.

The answer is right there.

WRIGHT: The Watcher is a celestial,

extraterrestrial being.

And I think he was introduced,

if I'm not mistaken,

in a Fantastic Four comic in 1963

where we discover him on the moon,

and he's introduced on the cover

as "The Most Dramatic Being."

Humanity, so eager,

so willing to face the impossible,

yet blind to the bigger picture.

The language is very cool,

and it kind of sp

You know, it speaks to a certain tone.

He's obviously

got to have a kind of strength

and a kind of, you know,

gravitas and power and all that stuff.

Time.

Space.

Reality.

It's more than a linear path.

It's a prism of endless possibilities.

I like the idea of doing animation,

um, of using the voice really as,

you know, from my perspective,

as, you know, the whole character.

I'd really just pretty much

do what I do with any script though,

in anything, is just try

to find the music that's on the page

and figure out if I can play it, you know?

I am the Watcher.

I am your guide

through these vast new realities.

Follow me and ponder the question

"What if?"

It was a really organic and kind of,

you know, methodical process

of talking it through at first

and trying to give some ideas about,

you know, how I'd like a,

you know, a character like this to sound.

I think often

when you have a character like this in,

you know, in kind of the history of,

you know, shows and movies,

we make these certain assumptions about

what that character

should sound like, you know?

Very often it's some, you know, old

You know, when we think

of power and wisdom and all of this,

we think, well,

we go to the UK for some reason.

We think of Brits.

It's, like, well, you know, um

[CLICKS TONGUE]

I don't know

if the British necessarily have,

like, the monopoly on all those things.

So, how can we find

some other tones and rhythms and things

that bring all of that, um,

that power to the character

but are grounded in maybe some different

rhythms and some different notes?

And that was a fun conversation to have.

A genius battled

his demons both inside and out,

while the world

met the monster hiding in the man.

And a godly Prince fell to Earth.

He's both the the guardian,

but also the observer

of what happens across the Multiverse.

There's a running joke in the comic books.

He says he'll never interfere.

Wait five pages,

and there he is in the middle of it.

ANDREWS: And in the comics,

he got downright goofy at times

and involved all the time.

We're going to acknowledge those things,

but slowly over time.

Maybe not the goofiness.

But we want to play with the conceit

that the being is mysterious

for the first initial episodes,

and we start seeing more and more

of him as the episodes play out.

Uh, so by the end

he's actually full-figured.

We really see him. We really know like,

"Here's this alien being,"

and he might actually

get involved for the

For him, what might be the first time.

You want me to say it?

Oh, yeah. Oh, yeah.

I wanna hear you say it.

Okay.

I can't believe I'm about to say this.

I see now.

I need your help.

WINDERBAUM:

The visual aesthetic and the storytelling

really begin with Bryan Andrews.

He is designing every frame of the show

and working with a story team

of talented board artists

to create the cinematic flow

of this series.

And he's working

so closely with Ryan Meinerding

to figure out

what these characters look like.

BRADLEY: Ryan is amazing.

He's been the head

of Marvel Visual Development,

I think since Iron Man.

He's brilliant, and we've been

so lucky that he's been wanting to,

like, come and play in our sandbox.

MEINERDING: I've always been a fan

of J.C. Leyendecker and Norman Rockwell

and a lot of the older

American illustrators.

And when Bryan and Brad pitched the notion

of using that as a basis

for the style of the show.

I mean, that's my bread and butter.

I love that stuff. So, trying

to find a way to create visuals

for this project that are gonna

turn that illustrative style

into an animated style

using our characters

is just, it's been really a lot of fun.

It's a good look on you.

Really? You think I could pull it off?

Maybe you'll grow into it.

I was trained that there's no difference

between animation and live action,

even though clearly

there are things that are different.

But, at its core,

it's just all visual storytelling.

It's composition within the picture frame.

It's it's emotion. It's character.

Uh, and those things exist regardless

of whether you're doing a stop-motion,

a 2D animated thing,

3D animated, live ac

It doesn't matter.

[SMACKS LIPS] And I've felt personally

that animation hasn't quite gone

as cinematic here

in the States as it could.

And Brad was in agreement,

and we felt like, here's a way

that maybe if we play our cards right,

if whatever we do,

whatever is in our brain,

if we can get it out there onto the thing,

maybe we could achieve that.

Maybe we can, like,

move the bar a little bit,

which would be awesome.

Just for our own

personal love of the stuff.

And so part of that style

we're chasing is something that is,

you know, atmospheric and cinematic

and something

that borrows from live action,

photography, cinematic sense

and really apply it to animation.

FURY: Looking for directions, sir?

Because you seem to have lost your way.

[CHUCKLES]

You would do best to kneel before a God.

We don't really do that here.

The stories that they're doing

are so great and so concise

that the direction that I'm getting is,

like, sort of like, this is the character.

This is the, you know,

the costume they would be in,

we wanna twist it in this way.

We're able to do some work that

hopefully is gonna land pretty quickly.

It's also not only about character design

in sort of a live action sense of,

like, "How is this character different

than what we've seen before?"

But also, since we're trying

to develop a new animation style,

sort of, like, how can we turn these

characters into animated characters

in a way that still represents

the character from the film

but gives them a new life

in sort of an animated form?

PEGGY: Steve Rogers sent me.

The name's Captain Carter.

WINDERBAUM:

Another big decision for the show

was that we were gonna chase character

likeness as opposed to actor likeness.

And it's a hard thing to define

because the two things

are so intrinsically linked.

But we wanted to capture the spirit

of the character in the same way

that the actor would capture the spirit

of the character on screen.

And knowing that you're never gonna

It's not a photorealistic medium.

So the questions became, like,

"Well, what is Doctor Strange?

What is Tony Stark?"

How to depict them in terms of their

evolution as a character on screen?

I'll say this for the new guy,

he certainly makes for good TV. Right?

A lot of this stuff is fun

because you can do pencil sketches

and have them be

relevant for the projects,

so starting with Skinny Steve

and, um, a version of Captain Carter.

Um

You know, just started trying

to find things that were interesting

about the characters' faces

from the live action setting

and try to simplify them.

Um, you know, going forward from there

into finding like a look for a dark Thor.

Oh, do me, do me.

[CHUCKLES] Yes, you do me.

You do me and you too.

Oh, you guys really get me.

But yeah,

this is sort of the starting point,

and I haven't sketched

all of them on paper.

But I have done some of them.

And then transitioning into the computer,

being able to color

and sort of refine them.

[LAUGHS]

[CHUCKLES] Oh, here we go. Here we go.

Wha

ANDREWS: We definitely want to stand out.

And there is a variety of animated product

being made these days,

and a lot of it tends to be CG

and sometimes even,

I guess they call it

two-and-a-half-D or 2D-3D,

where it's like, it's 3D,

but it's made to look 2D.

So you might have

your traditional backgrounds painted

and the characters look as if

they're cel-painted on, but they're not.

We're exploring a variety of techniques

and whatever is going to help us achieve

the look we're going for, we'll use.

But we wanna kind of hide it a bit

and make sure that it doesn't jump out.

And, in our opinion, it felt like a lot of

the things that we were seeing,

that stuff just jumps out, you know?

And sometimes the 3D maybe isn't working.

There's aspects that were pros and cons,

so it seemed like the best way

to achieve what we wanted to achieve,

which is to buckle down,

have some really hard discipline,

just make something rad 2D,

so that we would have the artistic freedom

to have it look as rich as we wanted.

- [T'CHALLA GRUNTS]

- [THE COLLECTOR LAUGHS]

Packs quite a wallop, does it not?

WINDERBAUM: The earliest conversations

I had with Bryan Andrews

were all about light.

And quality of light

and how the light would kind of blow out

and the atmosphere of the show itself.

Bryan was searching

for this cinematic style,

using bokeh lenses and anamorphic lenses

or emulating them in an animated space

to try to give the world of What If?

a real cinematic quality, um,

that we rarely see in animation.

ANDREWS: Play with light and shadow,

play with Play with focus.

Play with the fact that's like,

even though it's animated

and we didn't sh**t it

with an anamorphic lens,

maybe we're making it look like we did,

because that has a voice

and that has a language.

We've grown up

watching movies sh*t a certain way,

and now it's become second nature.

So now when we see things

that are speaking that language,

without even realizing it,

we'll start relating to that.

- Charge!

- [ALL SHOUTING]

ANDREWS: Cinematic storytelling

is becoming a thing

where you don't have to just go to a movie

to see cinematic storytelling.

We're actually seeing it on the streaming

screen and the small screen,

and there's so many shows

out now that are just borrowing

the cinematic language.

So they are, even though

they're quote-unquote episodes of a show,

they feel like, in a way,

mini movies when they do it right.

[ALL GRUNTING]

[INDISTINCT SHOUTING]

Wakanda forever!

It's pretty exciting when you,

you know, see it all come together,

and the laying on works,

and everything layers

together well in this

really beautiful, kind of,

richly cinematic quality to the animation.

And there're some wonderful

sound effects that are used too,

at times with the voice.

And to see it all come together,

these kinds of diverse perspectives,

diverse range of heroism and villainy.

I think it's gonna be, uh,

pretty exciting stuff.

[THUNDERCLAP]

THOR: You will listen to me.

[CROWD GASPING]

My mother is coming.

ALL: Frigga?

And she is not happy.

Right off the bat,

there were some ideas that we had

that became episodes in the show.

Peggy Carter becoming Captain Carter

was a very, very early concept.

Also, right on the heels of that,

in the "then what" half of the story was,

well, then what happens to Steve Rogers?

He stays skinny.

She gets the Tesseract early.

Howard Stark's there.

Maybe he builds an Iron Man suit.

What powers it? Maybe the Tesseract.

Suddenly, the HYDRA Stomper is born.

Steve!

ROGERS: Hey, Peggy! Now you owe me one.

WINDERBAUM: And then we get to tell

that story of the tragic love affair,

this dance that Peggy Carter

and Steve Rogers have through time,

where they don't ever

get to fulfill their relationship

without some event that gets in the way.

You owe me a dance lesson.

Yes, Saturday night.

BRADLEY: Oh, it's a great story

because it is exploring

the relationship between Steve and Peggy,

with this time Peggy

being the Super Soldier.

And it's also nice because

we get to have a female hero, superhero.

And what does that look like in the 1940s?

How is she treated?

What's the battles that she has to fight

that are singular to her being a woman

that Steve never had to deal with?

Where have you been all my life?

HYDRA GUARD: The Allies must be desperate,

sending in a fragile

Fräulein to fight for them.

"Fragile"?

[GRUNTS]

- [SWEARS IN GERMAN] sh*t.

- Exactly.

WINDERBAUM: Another idea that was super

early on was T'Challa as Star-Lord.

We knew we wanted

to do something with T'Challa

because Chadwick

was so amazing to work with,

that it just felt like

he would embrace the idea

and wanna do something fun.

At a certain point, we realized

he was around the same age as Peter Quill.

And that the Ravagers,

who were a bunch of buffoons,

had accidentally gotten off course.

Cool.

WINDERBAUM: And what if they kidnapped

T'Challa instead?

- Ravagers!

- ALL: Ravagers!

It quickly became

one of our super favorites.

Just the idea of, like,

if T'Challa was out there in the universe,

how much can he actually change

just by him being awesome?

And everyone just wanting

to be part of his awesome.

Wait. You are the Star-Lord.

You saved my home world

from a Kree invasion.

All in a day's work.

No, it took several days.

Six, in fact. Let us take a picture.

BRADLEY: The reason we love T'Challa is

he's always a character of high morals,

of knowing what's right,

of doing what's right,

and he's always regal.

He was a man born to be king,

[CHUCKLING] even if he's with

the Ravagers, across the galaxy,

he still has that presence

of a natural ruler.

So his costume is a little bit cleaner,

he's a little bit more poised.

The Ravagers are less space pirates

and more space Robin Hoods.

You know as well as I,

no treasure is worth as much

as the good that can be done with it.

YONDU: [CHUCKLES] That's my boy.

WINDERBAUM: So you get Yondu,

but you get a slightly different Yondu.

A Yondu that was influenced by T'Challa,

who had grown up in Wakanda.

You get a Nebula who was changed

by her relationship with T'Challa,

who she calls Cha-Cha,

which is very funny.

Something Karen Gillan came up

with on the day during the record.

And, most exciting, you've got Thanos.

T'Challa here showed me there was more

than one way to reallocate

the universe's resources.

Sometimes the best w*apon

in your arsenal is just a good argument.

Aye, aye, Commander.

FEIGE: Chadwick loved the idea of doing

the voice to T'Challa in the series.

We sent him the scripts.

He loved the voice of T'Challa.

It was slightly different

than it was in the first film.

He really was excited about evolving

and seeing where the character could go,

and he loved the swagger that

the Star-Lord version of T'Challa had.

And he came in numerous times

and did four episodes for us.

YONDU: You may be the soul of this ship,

but I am still the Captain.

We are Ravagers.

We do not back down from a fight.

In watching this, the over-riding thing

for me was just hearing his voice,

um, as that character again.

Um, just the mysticism of the character,

and really a kind of mysticism

that has become his life.

It's a really

It's a really wonderful blend.

Nice to hear him again.

I was the one who told you

I wanted to see the world.

All you did was show me the universe.

One of the first What If? scenarios

we came up with early on is,

what if Thor was never banished?

What does that look like?

And actually,

it was in my initial meetings with Marvel,

they pitched that to me.

They're like, "We're trying to figure out,

"what does an evil Thor look like?"

And my response was,

"I don't think he looks evil.

"I think he looks like a douchebag."

You're Thor? [CHUCKLES]

As in Thor, the Norse god of thunder?

I don't know anything about horse gods,

but I do know how to bring the thunder.

- Uh

- [CHUCKLES] Huzzah!

ALL: Huzzah! Thor! Thor! Thor! Thor!

BRADLEY: He's just taking over planets,

throwing a party,

trashing the place, not paying his bills.

Just basically, everything is Saturday

night at 1:00 in the morning.

Huh?

Release the foam.

[ALL CHEERING]

BRADLEY:

They finally had to press the button.

It's done.

BRADLEY: And call in Captain Marvel

to clean up the mess.

[GRUNTS]

[PANTS]

You know, there's a Midgardian word

for women like you.

Party pooper.

[SIGHS] Okay, this one's for Fury.

- [THOR GRUNTS]

- [CROWD EXCLAIMS]

ANDREWS: In these episodes, we want them

to hit different genres, in a way.

And for the Doctor Strange one,

that was the one

that we wanted to really lean into, like,

you know, the horror, the macabre.

So bringing in aspects of, you know,

H.P. Lovecraft's sensibilities into that

and really going there

with some of the magic

and some of the, like,

monsters and the frightfulness.

Those beings have what I need.

O'BENGH: Is she worth the pain?

A man does not suffer

like this for his own glory.

Every moment of it.

[ROARS]

Doctor Strange basically

becomes obsessed with his own power

and creating more and more of it.

It's a mixture of, like,

Dorian Gray and Voldemort.

And basically, he becomes

this H.P. Lovecraftian version of himself.

The fun twist in the episode is,

a version of Doctor Strange earlier in the

timeline is the one that has to stop him

because the Lovecraftian Strange

is gonna destroy the world.

You need to let go.

[DISTORTED] I've gone too far

to turn back now.

What If? gives us

an opportunity to tell stories

with a whole new idea of what the physical

reality of the universe is.

That is something that's gonna be explored

in other ways moving forward in our films.

You, you can stop this.

You, more than anyone else,

should understand that meddling with time

and events only leads to more destruction.

No. No!

It's kind of interesting

that for me that, you know,

the Watcher is compelled in a new way

by Doctor Strange's decisions.

Uh, so I guess we kind of overlapped

in our interests there.

But I just found it to be, um, uh

really complex

and moving and tragic

and powerful bit of animation there.

Yeah, that one got me. That one got me.

THE WATCHER:

One life, one choice, one moment

- Christine.

- can destroy the entire universe.

FEIGE: What If? also gave us

a way to do a big fan favorite

that we've not done before,

which is Marvel Zombies.

When Hank Pym went down

to the quantum realm to get Janet back,

she had been infected

with this zombie virus.

And when he brought her back,

he accidentally infected the world.

- Holy What the Hank!

- FEIGE: And fans know

that Marvel Zombies

is a great, great comic series

where you get to see the zombified

versions of all of our heroes.

WINDERBAUM: Marvel Zombies

can stand on its own as a story,

but it was always a parallel universe.

It was always its own

"what if" scenario, actually.

It was a spinoff

of the ultimate run in the comics,

and it always existed

in its own bespoke reality.

So, we felt like we could use

the What If? structure

to sneak in our first foray

into the Marvel Zombies universe,

based on the Marvel Cinematic Universe.

[GRUNTING]

Oh, no.

Oh, I'm gonna vomit.

WINDERBAUM: For fans

of the Marvel Zombies comic series,

you'll see certain similarities

and Easter eggs

that allude to the original run.

The state in which they find

T'Challa being a big one,

certain people's heads in jars.

SCOTT: Ta-da! See for yourself.

- Wait, who said that?

- Was that ghost?

SCOTT: Oh, damn.

Hey, would somebody turn me around?

We messed up my entrance.

You know, I need to get

this thing motorized. Hey!

[GROWLS]

[GRUNTS]

As we were developing

the Marvel Cinematic Universe

and all the projects that went

into creating this big tapestry,

it was a very, you know,

specific house of cards, in a way.

In What If?, we get to take

a baseball bat to that entire structure,

and just shatter it into a million pieces

and see what's left and rebuild in our own

mutated, interesting, unexpected forms.

THE WATCHER: We've seen this before,

a universe

in the final days of destruction.

But this particular story

This, this one breaks my heart.

I think in some ways,

everything is surprising about the series,

that's what's wonderful about

this concept, this What If? concept.

We have these known stories,

these known characters, these known arcs.

Doesn't matter. Anything can be explored.

And so in some ways,

surprise is the whole point.

WINDERBAUM: In the story of season one,

the Watcher makes it very clear to us

that he is not gonna get involved.

THE WATCHER: He's on the wrong path.

I could warn him, intervene,

but the fate of his universe is not worth

risking the safety of all others.

But it just so happens

that there is a story

that culminates our first season

that requires the Watcher's intervention.

We reimagine a world

where Ultron got the Vision's body

as he meant to do

in Age of Ultron, the film.

And when Thanos inevitably comes

to get the Infinity Stone

from his forehead, he defeats Thanos.

Fascinating.

WINDERBAUM: And gets

all six Infinity Stones.

Once he does that, he's able to wage w*r

against the entire cosmos

and create an entire

universe devoid of all life.

So devoid of life that he can actually

hear the voice of our narrator.

THE WATCHER: Basking in

the boundless silence of his universe,

Ultron ascended to a previously

unattainable level of consciousness.

He became aware of another.

He became aware of the

I see you.

[GASPS]

WINDERBAUM: And when

he's aware of the Watcher,

he can break through the universal wall

and wage w*r on the Multiverse itself.

Which forces the Watcher into a position

he's never been in before,

which is to defend the very thing

that he's sworn an oath to only observe.

And it just so happens,

the perfect cocktail of heroes

that he needs to defeat

this Multiverse-destroying bad guy

happen to be the same heroes whose stories

we've been watching all season long.

And they become

the Guardians of the Multiverse.

- To the Guardians of

- THOR: Yeah.

- ALL: The Multiverse.

- the Multiverse.

The Multiverse. [ECHOES]

I really believe that deepening

fictional mythologies

is a way to appreciate them more,

is a way to understand them more,

look at them in a different way.

And they've got now two seasons

of What If? ideas underway

that's some of the best

storytelling we've ever had,

and you may see spin into other mediums.

But it's really

the most uniquely beautiful

animated series I've seen in a long time.

WINDERBAUM:

We set out to make season one,

believing that it might be

our first and last season.

So we wanted to tell a complete story

in those ten, now nine, episodes.

When we got greenlit

for the second season,

we had to really look at the characters

and really justify

why we would keep telling

stories in this fashion.

Obviously, you could spin out

any number of What If? stories.

- [GROWLING]

- And it's exciting to do so.

THE WASP: Bucky!

But we were searching

for that central thread

that could make it feel like

essential viewing for the MCU.

And what emerged was the relationship

between Captain Carter and the Watcher,

which is something that evolves,

uh, in a grand fashion

in the second season of the show.

You'd rather return to another time.

Haven't I earned my happy ending?

Trust me, that world, that time,

needs Captain Carter.

I love how richly invested

fans are in these stories

and the characters and the films.

One of the things about Marvel fans,

I think, is that they have

Marvel universes in their heads as well.

They have what exists on film,

what exists in the comics,

but then in their heads,

they have these other,

you know, imaginings

and stories that they tell too.

And I think that's all a part

of the storytelling universe.

And so the opportunity

for us to begin to explore

these alternate realities in ways

that might touch on some ideas

that fans have had, or don't,

or surpass those expectations,

is gonna be really cool.

And it also opens the door

and a series of doors

to other endless possibilities.

THE WATCHER: You, your stories,

they are everything to me.

[INSTRUMENTAL MUSIC PLAYING]