Stark may be eccentric but he's got potential sir i'm going to have to ask you to exit the donut
I told you i don't want to join your super secret boy band Welcome back everyone this is my full
marvel what if episode 3 video what if earth lost its mightiest heroes very much a nick fury episode
about him trying attempting to form the avengers but it's just going completely sideways hopefully
he has a backup team which it kind of seems like he does there were a whole bunch of easter eggs
so we'll break it all down if you're brand new to the channel be sure to subscribe to get all
the episodes we're doing a giveaway for disney plus memberships all you have to do to enter
is be a subscriber and just leave your favorite easter egg or moment from the episode on the video
and careful for spoilers if you have not seen the episode yet we'll be talking about
everything i'll number these as we go along talk about wtf moments easter eggs starting
with the title what if earth lost its mightiest heroes so earth's mightiest heroes is what the
avengers were initially called in the comics it was just part of the title marvel even has an
animated tv show mostly aimed at children that's named that avengers earth's mightiest heroes the
whole loki subplot with the episode is actually incidental like if it wasn't clear loki wasn't
secretly behind all this tom hiddleston did come back as loki and it was fun to hear him come back
as this early marvel phase 1 version of loki from the events of the first thor film but during the
episode it was loki mostly taking the easy layup just seeing an opportunity and taking it like oh
well okay this seems easy why don't i just conquer earth while i'm here turns out it's way easier for
him to conquer earth when the avengers aren't around but the episode actually starts with
the same what if intro narration from the watcher describing the nature of the multiverse how nexus
events sudden choices can lead to the creation of many new alternate realities as we're seeing play
out across the what-if episodes we just got the spider-man no way home trailer everyone's high
on spider-man fumes right now i just did a couple videos for it during that spider-man teams up with
doctor strange to derp the multiverse one more day style but during the what if series we're
actually going to see a version of spider-man who wields doctor strange's cloak of levitation
called zombie hunter spider-man obviously during the marvel zombies episode but they separate this
episode into different sections just denoted by days of the week like the whole episode plays
out over the course of a single week of the early marvel phase 1 movies of nick fury getting ready
to go around and recruit all the avengers from their movies so we start on monday with nick fury
giving his speech there was an idea that famous avengers speech in different characters including
nick fury quote that same avengers speech several times throughout the episode it is samuel l
jackson coming to do the voice of nick fury most of the marvel movie actors came back to do their
voices there were a couple that were different and i'll point them out black widow obviously is not
scarlett johansson she didn't come back to do the voice but it doesn't have anything to do with the
lawsuit that she's in with disney right now over the black widow movie they recorded all this stuff
a long time ago so scarlett did not come back to do black widow just because she didn't want to
come back like she's done playing the character and that all happened long before she ever got
into it with marvel over the prophets of her black widow it's just a coincidence that that happened
right as this is happening but they are picking up about midway through the plot of iron man 2
with them actually going to the donut shop to have the conversation with tony stark to get him
on the team although even at the end of iron man 2 when he's looking at the avengers initiative file
nick fury is still making it sound like no we don't really want you on the team we just want
you as a consultant but it does help you place this in the timeline and they're trying to connect
all these early marvel phase 1 movies iron man 2 incredible hulk in the first thor movie all saying
that this is happening within the span of a single week the whole scene here from iron man 2 in the
donut shop mostly plays out exactly the same their conversation until black widow doses him with
the sedative and it winds up killing him so r.i.p iron man doesn't this feel familiar the watcher's
narration speech talks about humanity being blind to the bigger picture it's a very loki s
speech something early loki would have said during marvel phase one and it is meant to foreshadow
some of the stuff that happens with loki later in the episode but obviously hank pym is the
person who's behind all this as he reveals later but i do like the way they're using the marvel
characters the avengers characters the events the avengers movies to tell this murder story i don't
think that we've done a story like this in marvel before the closest we've gotten to stories like
this of the captain america movies like winter soldier where they're more like thrillers where
you are trying to solve a mystery but that movie wasn't specifically a murder mystery then the
watcher narrates iron man's backstory through the events of iron man 2 sets up the hulk storyline
and this is marvel phase one remember so it's mark ruffalo coming back to do the edward norton
version of the incredible hulk movie which is surreal also thor's arrival on earth the events
of the first thor movie at least up to the point where he tries to take the hammer then they do
this funny thing where he basically narrates the story of them coming together he narrates
the plot of the crucible as he calls it of the first avengers movie them coming together them
being forged as heroes becoming a team for the first time you even see the scene of the
hulk thrashing loki they do the avengers assemble scene but then they do the record drop joke thing
saying that well at least that's how things played out in one universe a reference to the
events of the infinity saga of movies the sacred timeline version of things the main mcu universe
but then setting off this whole murder mystery where in this universe someone hank pym we find
out goes around killing all the avengers before they can actually become avengers then the way
they tell the story is sort of linear in the way that the marvel movies played out in the timeline
so because the next thing that happened after this is you got the iron man 2 post-credits scene
with thor's hammer that's the next scene that they jumped to and it is clark gregg coming back to do
the voice of coulson for this he shows up in that post-credit scene moment finding thor's hammer
telling nick fury about it just as nick fury is arresting black widow or making it seem like he's
arresting her but they invoke a lot of energy from the captain america winter soldier movie where
he feels like somebody inside the system is trying to sabotage this so he asked black widow to go
rogue and find out what's going on you notice that his crossbones and his crew who are arresting her
they're still hydra secretly at this point so then making a couple winter soldier references
during this is very apropos there's also a really big winter soldier connection to why hope died in
odessa in why hank is now going around killing all the avengers revenge killing them i'll point
that out when we get to that part of the episode crossbones reference alexander pierce saying that
he's going to be questioning black widow back in new york alexander pierce also secretly a hydra
agent inside shield they referenced the land a punch joke from the ant-man movie which is a hope
reference also hope big part of the episode as well because it's the whole reason why hank pym
is going around killing everyone but the punch joke is also a bit of a wink at the black widow
happy joke from iron man 2 thinking that she couldn't fight because she was this model she
was an assistant and her handing him his ass while crossbones is making all these references she's
busy knocking all the other shield agents out then they continue through the events of the first thor
movie examining thor's hammer hawkeye mentions vita radiation vita rays were what they bombarded
captain america with to activate the super soldier serum in his body and captain carter now
too because that was the same process then thor shows up to try and lift his hammer and just like
before events play out the same as they did in the first thor movie up to the point where he tries to
lay hands on the hammer coulson makes all kinds of jokes about thor being super good looking his hair
being amazing hawkeye makes the same references too and then later coulson even sniffs his dead
body on the table like hmm smells so good trying to get high on thor fumes but just as he tries to
lay his hand on the hammer hawkeye's arrow kills him hawkeye having no idea how it happened only
that he did not fire the arrow himself and when nick fury goes to question him later in his closed
cell finds that he's dead obviously later we find out that it was hank pym going around using the
yellowjacket suit to go super small and kill all them stealth nick fury references the avengers
speech again when coulson says there wasn't a whole lot connecting a billionaire ploy boy in an
assassin do you have any ideas and it's a bit of a twist on the line nick fury says there was an
idea it takes him a little while in the episode to find out that it's all the avengers recruits that
are being targeted by hank pym but then because the events of the first thor movie were taking
place almost concurrently with the events of the incredible hulk movie in the timeline at least
they start cross-cutting between the events of the thor movie and the incredible hulk film with black
widow showing up on campus to talk to betty ross about iron man's death asking for betty's help
just finding evidence with the injector and then learning that bruce banner is sitting nearby they
do the stan lee reference the stanley pizza from the incredible hulk film that was also the lou
ferrigno cameo scene but it's stanley pizza as in stan lee the comic book creator stan lee then
out steps mark ruffalo as the incredible hulk so remember this is all supposed to be edward norton
era hulk stuff so it's super surreal watching this play out talk about alternate timelines then
when colson is driving back with the coffees that's actually a reference to the one shot
a funny thing happened on the way to thor's hammer if you remember the marvel one shots from early in
marvel phase one and phase two it's basically coulson just going stopping at a gas station
to refill and then getting in this huge fight revealing that he's a total badass even though
he seemed like the most normal person ever so when he says he picked up a coffee for nick fury
and he's coming back from that that's what just happened but just as he's driving back you notice
the silhouette of the watcher across the landscape watching everything unfold as he narrated during
the episode and also as he drives back to the base to thor's hammer loki shows up with the
bifrost the entire asgardian army the warriors 3 and the destroyer ready to exact vengeance
upon earth for thor's death he gives the exact same speech from the early marvel phase 1 movies
announcing himself in the most grand way possible but they play the cell phone joke with nick fury
cutting him off interrupting him several times just taking the piss out of him a little bit
it's black widow calling him to tell him that they need help getting out because thunderbolt
ross in the military have just rolled up and it's the same version of that scene from the incredible
hulk where he hulks out bursting through the glass walkway then in order to get the hulk
hank pym makes it seem like one of thunderbolt ross's men shoots him purposefully causing him
to hulk out then because this is all happening at the same time they cross cut between loki
opening up on nick fury with the cask of ancient winters in hulk destroying everything on site the
scene of loki using the cask of ancient winters is also very reminiscent almost the exact same
scene of his father loffy doing it in the opening flashback scene of the first thor movie when he
was attacking humans living in that townsburg norway village that was also the same village
where they kept the test rack later in the same town where odin died on the cliffs and the same
town where they built new asgard we'll go back there during thor love and thunder but while
hulk is busy smashing the hell out of thunderbolt ross's men in all of his equipment just as betty
is about to defuse the situation hank pym uses his pym particles to blow hulk up from the inside
out killing the supposedly unkillable hulk if you thought it was weird why so many characters talked
about the hulk being unkillable in the episode that was why they were setting this big twist up
then nick fury makes his bargain with loki to team up and find out who's killing everyone
loki threatens to turn earth midgard into another version of jodenheim basically if he doesn't find
the killer cover the entire planet in ice they have that funny joke with black widow getting
colson's password and it's just a big love letter to captain america like it's a bunch of captain
americas then0704 is a reference to july 4th which was steve rogers captain america's birthday
she then makes the connection to hope van dyne because in this reality hope van dyne became
a shield agent so there's files on her just as hank pym shows up to kill her going super small
to increase his strength then just as nick fury is figuring things out piecing things together
coulson makes the connection that he is the next target because he's part of the avengers
initiative like your name is on this list too but when he says he's not the only avengers left
that's obviously setting up the big captain marvel twist he pulls out her souped-up space pager
from the captain marvel movie and even though coulson was in that movie as a younger rookie
agent version of coulson nick fury never told him about the pager which is why he's asking about it
here like what is that a beeper is this from the 90s what's going on the other callback with the
avengers initiative was is that the name avenger was captain marvel's call sign so he got the idea
for the avengers initiative to protect earth in case of a threat from outer space came because
of what happened with the cree when he mentions the deal with the devil that's because of loki's
horns he has devil-like horns and because he was a villain in the first avengers movie annie's kind
of a villain during this episode conquering earth effectively only with the tiniest bit of bloodshed
this time love nick fury versus the destroyer too when he shows up to tell loki about his plan
asking for his help to deceive hank pym so they can take him down you got a name soldier and then
they cut to hope's gravestone in san francisco with hank pym showing up in the yellowjacket suit
just looking like the darkest timeline version of himself he explains everything why he killed all
the avengers recruits because he wanted payback against shield and nick fury for hope's death
thinking that they were responsible and it is michael douglas coming back to do the voice of the
character there's a couple reasons why he's in the yellowjacket suit this is a reference to a couple
big comic book things the yellowjacket version of hank pym in the comics was the persona he was
using the name he was going by during the era when he went really off the rails and became kind of a
villain in the comics when you hear about hank pym being a super big being abusive to janet van dyne
physically abusing her in the comics that was when he was yellowjacket they made a couple references
to that in the mcu movies but they played it kind of light they talk about his temper quote-unquote
that's a reference to comic book hank pym in the mcu context of things the yellowjacket suit was
supposed to be the next level most advanced version of the suit the only reason why they
weren't using it in the first ant-man movie is because he left his own company so they explained
that hope van dyne died on a mission in odessa ukraine in this reality she'd become a shield
agent but the odessa connection to winter soldier is that this was a black widow mission that was
intercepted by winter soldier so this is the captain america winter soldier movie connection
because the odessa mission was referenced by black widow during the winter soldier movie
so there was a mission that black widow went on in the late 2000s before the events of what's
happening right here where her convoy was attacked by the winter soldier she survived with a gunshot
wound to the chest but the engineer who was with her died in the normal marvel movie timeline of
events the main mcu universe the person was just a nameless engineer a nobody but in this reality
they're basically saying that that engineer that died was hope van dyne he then also blamed shield
and fury for the death of his wife janet van dyne because at this point he has not learned
that janet got stuck in the quantum realm and is still alive there's actually a trailer shot from
some of the what-if trailers with someone stuck in the quantum realm so that could wind up being
a version of hope or a version of janet then he gets his ass handed to him by nick fury who is in
fact really loki just disguised as nick fury loki has a measure of super strength all asgardians
all frost giants do heighten speed as well which is why he's able to punch the crap out of hank pym
even when he goes tiny and jump over him without breaking his sweat like wow you're pretty spry for
a guy with a corner office true to loki fashion he continues to taunt him he's actually pretty
nasty about it too using his magic and illusions just to mess with hank pym and it's the same loki
joke from the first avengers movie just making a ton of copies of himself he does calm down a
little bit when nick fury explains things to him like they actually did care about hope they will
remember and honor her memory as the asgardians are carting him off to presumably execute him for
thor's death then the funny thing here about loki conquering earth like the big twist on the first
avengers movie is that loki just gets the idea to conquer earth through diplomacy in the threat of
annihilation like he just sees an opportunity like an easy layup and he takes it like oh
you know while i'm here why don't i just stay for a little while like earth without the avengers
and at least without captain marvel as far as we know has zero chance against the forces of
asgard so when they show the united nations scene of him giving his speech from the first avengers
movie it's implied that all the nations of earth just reluctantly agreed to his terms
to take marching orders from him from now on and he gives a twist on that same speech you were made
to be ruled from the first avengers movie they did another really nice twist on that during loki
episode 1 but it was obviously a very different context and as nick fury and coulson mourn the
avengers nick fury implies that he will find new heroes like this was an idea but these weren't the
only avengers out there then it cuts to him inside the ship in the ice wiping off captain america's
shield just as captain marvel shows up because at this point in the timeline of the marvel movies
they were just about to find captain america unthaw him and then recruit him to the avengers
so now nick fury has two captains and in this reality because it's the star on the shield in
the ship in the ice it's the normal steve rogers captain america not the captain carter version
overall i'll say it's an okay episode it was fun to see them do a legit avengers story and there
will be more of that in the future episodes like as we go along in the episodes they'll continue
to get crazier and crazier and bigger and bigger what if episode 4 I believe is supposed to be the
doctor strange episode where we get a version of his origin story but he winds up becoming super
dark version of doctor strange i know there are a lot of people that were watching the spider-man no
home trailer and doctor strange seemed kind of different during that he was acting a little bit
strange so people were wondering if maybe he's a darker version of the character or if there's
something weird going on with him during the movie i'll talk about that more when i do my full what
if episode 4 video and that'll post next week just like normal there's a whole bunch of other
stuff coming up i've got a couple more spider-man bonus videos that i'll post this week if you saw
any easter eggs that i didn't talk about during the video just write them below in the comments
and i'll name a giveaway winner when i post my next big marvel video click here for my full
spider-man no way home trailer video and click here to re-watch the trailer a billion more times
thank you so much for watching everyone stay safe and i'll see you in the next video!