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What If...? episode 1 recap: Captain Carter battles Hydra in retro Marvel adventure

The first Marvel Cinematic Universe animated show opens with a Peggy Carter-centric twist on Captain America: The First Avenger.

Sean Keane Former Senior Writer
Sean knows far too much about Marvel, DC and Star Wars, and poured this knowledge into recaps and explainers on CNET. He also worked on breaking news, with a passion for tech, video game and culture.
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Sean Keane
4 min read
Captain Carter in Marvel's What If...?

Captain Carter strikes a pose in the first episode of What If...?

Marvel Studios

After Loki season 1's timeline-scattering finale, the Marvel Cinematic Universe is getting animated. The first episode of What If...?, an anthology series that explores parallel MCU realities, landed on Disney Plus on Wednesday, and it put British Agent Peggy Carter (Hayley Atwell) in a glorious starring role.

Through narration from the cosmic Watcher (Jeffrey Wright), we return to World War II and the moment Steve Rogers is imbued with the Super Soldier Formula in Captain America: The First Avenger. But what If… Captain Carter Were The First Avenger?

SPOILERS comin'.

Marvel Studios

Point of divergence

"Agent Carter, don't you think you'd be more comfortable in the booth?" asks Abraham Erskine (Stanley Tucci).

This is a throwaway line in the first Captain America movie, and Peggy rolls with it.

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In this alternate reality, a slightly more assertive Peggy decides to stay. Events play out differently as a result, with the Hydra agent taking the opportunity to sabotage the experiment early and wound Steve. Peggy takes out the goon and jumps into the pod in Steve's place, giving us the awesome looking Captain Carter.


An empowered Peggy appeared in Marvel's Exiles comics series.

Marvel Comics

This empowered Peggy has comic book precedent -- she becomes Captain America in a 2019 issue of the reality-hopping Exiles series, an appearance inspired by a version of the character in Marvel Puzzle Quest.

You might be wondering why she isn't called Captain Britain. That name is taken by an inter-dimensional corps of mystical protectors and traditionally embodied in the comics by Brian Braddock.

From an in-universe political perspective, it's likely the US wouldn't want a Super Soldier it funded to become a symbol for a different country (even an ally). She has a Union Jack on her costume and shield, but that was Howard Stark's design rather than a US one.

In the mainline MCU, Peggy changed the world without the Super Soldier Serum -- she co-founded SHIELD after the war and lived into her 90s. After the events of Avengers: Endgame, Steve Rogers traveled back to the '40s, married her (creating a divergent timeline) and they shared a life together.

Captain Carter and Hydra's champion in Marvel's What If...?

Defeating Hydra's icky champion requires a major sacrifice from Peggy. 

Marvel Studios

Hydra's champion

We don't get a good look at the multi-dimensional tentacle monster summoned by Red Skull (Ross Marquand, who took over for Hugo Weaving in Avengers: Infinity War), but it immediately smooshes him because he's apparently an idiot in every reality. 

Head writer A.C. Bradley confirmed that the monster was inspired by the Abilisk from the epic opening of Guardians of the Galaxy Vol. 2. Peggy slays it with a sword, much like Gamora did in Guardians 2.

It also has a slight resemblance to Shuma-Gorath, another interdimensional tentacle beastie from Marvel Comics (and the Marvel vs. Capcom games).

Peggy in the present

In the original MCU timeline, Cap ends up frozen in ice after foiling the Red Skull's plot to destroy US cities. He's thawed out in 2011 and resumes his superhero career with the Avengers.

Peggy makes a similar sacrifice in this reality, pushing Hydra's champion into whatever dimension it came from. She returns to her world in around 2011 as well, having apparently sliced the monster to ribbons, and encounters SHIELD Director Nick Fury and Hawkeye.

It's unclear if SHIELD intentionally brought her back or her return was just a happy accident, but this version of Peggy will apparently show up again -- perhaps as a member of this reality's Avengers or a multiversal team of heroes.

Observations, WTF questions and Easter eggs

  • Bradley Whitford's sexist Colonel Flynn is a nod to his character in the 2013 Agent Carter one-shot, according to head writer A.C. Bradley. Flynn wasn't in The First Avenger, so Peggy's decision to stay in the room wasn't the only change to the timeline. I also miss Marvel's one-shots. They were consistently delightful.
  • The box containing Peggy's costume includes the label "Howard's designer clothing" styled like that of chic London department store Harrods. Nice touch, Howard. 
  • Steve mentions the possibility of Peggy being sent on a USO tour. That's what happened to him in the original MCU timeline.
  • Getting the Tesseract lets Howard create Iron Man-style armor decades before his son does in the original MCU timeline.
  • The Hydra-Stomper resembles the Iron-Monger armor donned by Obadiah Stane in Iron Man. The image of Peggy riding on its back is also super-cool; she and Steve make an excellent team regardless of their power dynamic. 
  • The train heist is called "Operation: Where Eagles Dare," which seems like a reference to a 1968 Clint Eastwood movie.
  • When Peggy pulls Bucky back up as he slips off the top of the train, he says she "almost ripped" his arm off. In the main MCU continuity, Bucky loses his arm falling from this train -- Hydra outfitted him with a cybernetic one when they turned him into the brainwashed Winter Soldier.
  • Howard mentions spending a weekend with Hedy Lamarr, best known as a Hollywood star whose career stretched from the '30s to the '50s. She was also a gifted amateur inventor who helped design a frequency-hopping system for sending radio-controlled torpedoes off course during World War II. Similar techniques were later used in Bluetooth and WiFi tech. So who even knows what she and Howard got up to?

Join us for more Easter eggs and observations next Wednesday, Aug. 18, when episode 2 of What If…? hits Disney Plus.

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