Every MCU Easter Egg In What If? Episode 2

Caution: spoilers ahead for What If…? episode 2

What If…? episode 2 is packed with MCU Easter eggs – here are the ones we could see through the tears. After a blistering premiere where Peggy Carter became a super-soldier instead of Steve Rogers, What If…? episode 2 poses a new continuity-bending question – what if Yondu’s henchmen were so spectacularly incompetent, they mistook T’Challa for Peter Quill? The ramifications of this mistaken identity are huge, as T’Challa’s Star-Lord becomes a spectacular intergalactic hero, stealing from the rich and giving to the poor, not to mention solving the MCU’s Thanos problem.

But in the Mad Titan’s absence, Benicio del Toro’s Collector has become an MCU supervillain, and with a museum of madness at his fingertips, even T’Challa has his work cut out when the Ravagers decide to steal a magical plant from The Collector’s collection. This episode of What If…? serves as one of the final MCU appearances from Chadwick Boseman, who tragically passed away in 2020. Not only does the actor give another vibrant performance, but his positive impact on the MCU landscape as Star-Lord draws a retrospective parallel to the actor’s real life legacy.

Featuring a wide selection of familiar faces and voices, What If…? episode 2 unites T’Challa, Yondu, Nebula, Thanos, The Collector, Drax, and many more in an adventure that captures themes of family and adventure in 30 minutes just as well as Guardians of the Galaxy does across 2 films. And as you’d expect with The Collector around, MCU Easter eggs are in plentiful supply. Here are all of the Marvel references and in-jokes from What If…? episode 2.

Star-Lord’s First Scene

What If…?‘s premiere effectively served as a retelling of Captain America: The First Avenger, and episode 2 begins in much the same vein, mirroring Guardians of the Galaxy instead. Specifically, the introduction sequence James Gunn gave Chris Pratt’s Star-Lord is animated almost shot-for-shot with T’Challa in place of Peter Quill. We get exactly the same Morag subtitle, Star-Lord pulling the Power Stone from its cage with a star-shaped magnet device, and then the arrival of Ronan’s goons before the thief can leave. The only disappointment is T’Challa not dancing his way inside.

Star-Lord’s Purple Eyes

In a neat visual nod to the wider MCU, What If…? changes the eyes of Star-Lord’s mask from red (as worn by Pratt in Guardians of the Galaxy) to purple – a color closely associated with Black Panther. Wakanda’s purple motif comes from the heart-shaped herb that rulers ingest to inherit the spirit of the Black Panther. Though MCU history is changed in What If…?, Star-Lord’s purple eyes honor that connection.

“An Ordinary Junker”

Rumbled by Korath and his two masked goons, T’Challa protests that he’s “justan ordinary junker.” He may not exude the same coolness, but Peter Quill says something very similar in Guardians of the Galaxy, frantically trying to convince Korath that he’s “just a junker.” The mirrored dialogue is completed when Korath uses Peter Quill’s “legendary outlaw” line in the same scene.

Star-Lord’s Name Gag Reversed

In What If…?‘s greatest twist on MCU continuity so far, Korath has a very different reaction when encountering Star-Lord. During Guardians of the Galaxy‘s opening scene, Peter Quill famously announced his superhero name, only for Djimon Hounson’s character to earnestly ask, “who?” and leave Quill red-faced. T’Challa doesn’t even speak his name, as Korath immediately recognizes Star-Lord when the outlaw emerges from the shadows. Apparently, he’s a massive fan.

Hulk’s Bowing

In Avengers: Infinity War, Bruce Banner wonders whether he should bow to King T’Challa and, thanks to some playful encouragement from Rhodey, Hulk makes a fool of himself by bending the knee in Wakanda. T’Challa bashfully informs him that “we don’t do that here.” Korath repeats that mistake upon meeting Star-Lord in What If…? Just as Banner reasoned that T’Challa is a king and, therefore, must be bowed to, Korath does the same because he’s greeting a “lord.” Once again, a blushing T’Challa reminds his admirer that bowing isn’t necessary.

Selling To The Highest Bidder

After T’Challa swipes the Power Stone on Morag, Yondu wistfully remembers how, back in the old days, his Ravagers would’ve sold the trinket to the highest bidder, had the crew’s adopted Wakandan not turned them into heroic vigilantes. Funnily enough, selling the Power Stone to the highest bidder is exactly what Peter Quill tried on Xandar in Guardians of the Galaxy.

Yondu’s Missing Teeth

Leaving Morag, T’Challa reminds Yondu that, had the Ravagers not changed their ways, his adopted father would only have half of his teeth left. Sure enough, Michael Rooker’s MCU character comes with several gold chompers, whereas his animated What If…? counterpart seems to possess a full complement of pearly whites. T’Challa knows best.

The Mandela

What If…?‘s Star-Lord rides a spaceship similar to Peter Quill’s Milano from Guardians of the Galaxy, but whereas the latter was named after 1980s actress Alyssa Milano, T’Challa has gone high-brow with a homage to South African civil rights pioneer and president, Nelson Mandela. If that doesn’t tell you everything you need to know about these two Star-Lords, nothing will.

T’Challa Wants To Open Wakanda

In a flashback to T’Challa’s youth in Wakanda, What If…? shows the child complaining about his country’s isolated status, begging his father to spread into the outside world. Though he takes a different path in What If…?, this line foreshadows T’Challa’s rule in the primary MCU, where he finally leads Wakanda into the international arena.

T’Challa’s Abduction

When Yondu’s Ravagers alter the MCU timeline by abducting T’Challa from Wakanda, the framing of the shot is exactly the same as in Peter Quill’s Guardians of the Galaxy origin story. The position of the ship, the beam of light, T’Challa rooted to the spot – everything matches… except they got the wrong kid.

Taserface

What If…? episode 2 features Sean Gunn’s Kraglin, seen previously in both Guardians of the Galaxy movies. Alongside him, however, is an even more minor character – Taserface from Guardians of the Galaxy Vol. 2. He’s the one whose face looks like it was tasered.

Nova Corps Soldiers

When T’Challa and the other Ravagers celebrate their latest heist in a packed-out space bar, some familiar figures can be seen drinking on the balcony above. The distinctive yellow shoulder plates look like the uniforms worn by Nova Corps members.

Hurting Skrulls

Sharing war stories, Yondu jokes that it “never hurts to hurt a Skrull,” prompting a round of laughter from all nearby. The Skrulls are frequent antagonists of the Marvel comic world, and debuted in the MCU via Captain Marvel, which showed the shape-shifting race in a more sympathetic light. T’Challa’s presence in the galaxy might’ve weakened the influence of the Kree, thereby allowing their mortal enemies, the Skrulls, to grow bolder.

Thanos The Bartender

Fending off Kree is just the tip of T’Challa’s achievements, as What If…?‘s Star-Lord apparently succeeded in talking down the Mad Titan himself, convincing Thanos that there are better ways of distributing resources than killing half the universe. Thanos now works at the Ravagers’ favorite bar, and his old genocidal ambitions have become a running joke among the gang. Interestingly, the concept of Thanos as a bartender might come from the How It Should Have Ended YouTube series, where the MCU big bad serves sad beverages at the Villain Pub.

Drax’s Family

Also serving drinks at the Ravagers’ favorite watering hole is Drax, fortunately not standing still in What If…? and, therefore, perfectly visible. This happy-go-lucky (though still straight-talking) variant of Dave Bautista’s character reveals that his planet survived and his family are still alive, all thanks to T’Challa. In mainline MCU continuity, Thanos ordered Ronan the Accuser to slaughter 50% of Drax’s home world, but What If…? episode 2 reveals that Star-Lord saved Drax’s planet from a “Kree invasion.” It’s not clear whether this was the same Ronan attack (instigated by Thanos before T’Challa turned him), or a separate incident.

Nebula’s Blonde Hair

Another knock-on effect from Thanos changing his ways is Karen Gillan’s Nebula being allowed to grow her hair. In the MCU, Nebula solemnly explained that Thanos would replace a part of her organic body every time she lost a training fight to Gamora, so while the aquamarine assassin still possesses a cybernetic eye, T’Challa obviously intervened before other modifications could be made. This means What If…?‘s Nebula has a set of flowing blonde locks closer to her appearance in the Marvel comics.

Thanos Gardening

Despite being liberated from her abusive father, Nebula (understandably) still holds a grudge against her old man but, ever the hero, T’Challa is even trying to mend that bridge. Taking a short break from flirting with each other, T’Challa assures Nebula that Thanos changed his ways and has taken up gardening. This is a reference to Thanos’ post-snap retirement in Avengers: Endgame, where the villain retreats to an idyllic farm once his massacre is carried out.

Thor & Loki’s “Adopted” Gag

So bad is Nebula and Thanos’ father-daughter relationship when What If…? episode 2 begins, both characters simultaneously chime “adopted” when Korath questions their family connection. The MCU has used this gag before for Thor and Loki, with the God of Thunder distancing himself whenever their relationship is mentioned.

The Black Order

T’Challa might’ve talked Thanos around, but his charm apparently didn’t work on the Black Order, and with The Collector assuming What If…?‘s villain vacuum, the dastardly quartet of Ebony Maw, Cull Obsidian, Corvus Glaive and Proxima Midnight have flocked to his side. Maw is seen on the data screen during the team’s planning meeting and later tries torturing T’Challa, Midnight apprehends the Ravagers ahead of battling Thanos with Obsidian, and Glaive imprisons Star-Lord before being killed by Nebula. Interestingly, Black Order 2.0 seem much stronger than their MCU counterparts, with Proxima Midnight and Cull Obsidian almost taking down Thanos.

Cosmo The Dog

Among The Collector’s collection of collectibles is Cosmo the Dog, a character who has appeared in both the Marvel comics and the MCU’s Guardians of the Galaxy movies, where the space-faring good boy was once again a prisoner of The Collector. Unfortunately, no amount of What If…? timeline meddling can alter Cosmo’s fate, it seems.

Dark Elf Prisoner

Also included in The Collector’s cages is a dark elf – one of the villains from Thor: The Dark World. Similar to Cosmo, this unfortunate museum piece has already appeared in the MCU, seen among Benicio del Toro’s trophies in Guardians of the Galaxy.

Frost Giants & Kronans

Howard the Duck (once again voiced by Seth Green) joins Cosmo and Dark Elf #4 as a mainstay of The Collector’s Knowhere museum, but unlike his fellow jailbirds, Howard enjoys slightly more screen time on Disney+, where he offers T’Challa directions to the Embers of Genesis. Describing the route, the martini-loving bird mentions several classic MCU species, including Frost Giants (Loki’s real people) and Kronans, which is the rocky race Thor: Ragnarok‘s Korg belongs to. The Frost Giant can be spotted when The Collector’s prison is broken open.

“Until You’ve Gone Duck” From GOTG2

As anyone who saw his 1986 solo movie can attest, Howard the Duck is pretty randy for a bird, and in Guardians of the Galaxy Vol. 2, he can be seen among the collection of Ravagers at the Iron Lotus, schmoozing a woman with the line “you’re out of luck until you’ve gone duck” Howard uses more or less the same line in What If…? episode 2 when T’Challa wants guiding toward the Embers of Genesis, changing the quote to “when you’re out of luck, always go duck.” Shameless.

Thor: Ragnarok’s Bartender

Howard doesn’t last long under T’Challa’s employ, soon finding himself in need of hydration at a random liquor bar The Collector has sitting among his possessions. This establishment, along with its robotic bartender, can be seen serving Valkyrie on Sakaar in Thor: Ragnarok.

The Collector’s MCU Ships (& An X-Wing?)

After abandoning his quacking new friend, T’Challa comes to a garage full of very familiar spacecraft, including one from his own home country of Wakanda. Among the various other parked vessels are, from left to right, variations on Peter Quill’s original Milano, Captain Marvel’s prototype jet, an X-Wing fighter, the Grandmaster’s ship, a Xandarian ship, one of Ronan’s necrocrafts, and Ant-Man’s quantum bubble ship. Obviously the most interesting addition is the Star Wars X-Wing. This item has different wings and a less pointed nose than what Luke Skywalker drives, but bears too strong a similarity to ignore. What If…?‘s writers have spoken previously about wanting Luke in the Avengers; perhaps the best they could get was an X-Wing homage.

T’Challa Is Still Black Panther

As T’Challa’s final battle against the beefed-up Collector begins, What If…?‘s Star-Lord begins pouncing from cell to cell using his hands and feet, much like a panther. This scene nods toward T’Challa’s true MCU destiny as Wakanda’s Black Panther, who adopts a very similar fighting style. You can take the boy out of Wakanda…

RIP Korg

Despite boasting a warehouse full of fabled weapons, The Collector’s first option is the severed arm of a rock-based life form, which he confirms was taken from “a terribly chatty Kronan.” Hang on… chatty? Kronan? Did What If…? just kill Korg, Taika Waititi’s hilarious character from Thor: Ragnarok and Avengers: Endgame?! What is this?!

Captain America’s Shield & Mjolnir

Naturally, a rock arm isn’t the only weapon in The Collector’s arsenal, and Beefy Benicio soon unveils a crate full of swords, knives and other assorted ways to hurt his enemies. Among the collection is Captain America’s iconic shield and Thor’s hammer, Mjolnir. Though he chooses neither in battle against T’Challa, the Easter eggs raise intriguing questions over whether The Collector might’ve actually defeated The Avengers in this altered timeline.

Malekith’s Dagger

He could’ve picked the vibranium shield, or the Asgardian hammer forged in the heart of a dying star. Instead, The Collector opts for a tiny blade that belonged to the MCU’s most forgettable villain. Battling T’Challa in What If…? episode 2, The Collector uses a curved dagger forged in dark matter. This same weapon was brandished by Christopher Eccleston’s Malekith in Thor: The Dark World.

Hela’s Pose

Realizing the puny dagger was probably a mistake, The Collector puts on Hela’s spiky black headgear and wields her formidable necrosword instead. The head rub and sword-flick he does while saying “that woman had TASTE” represents a very close recreation of Hela’s own pose when she returned and summoned her helmet in Thor: Ragnarok.

Guardians Of The Galaxy Theme

Just like how episode 1 recalled elements of Captain America: The First Avenger‘s soundtrack, What If…? episode 2 teases the music of Black Panther in several scenes. The biggest audio Easter egg, however, is the Guardians of the Galaxy theme playing when Yondu dramatically rescues T’Challa in the final fight.

Spider-Man’s Hammer Time

As Thanos goes up against his former subordinates, he endures a huge hammer blow from Cull Obsidian, barely catching the weapon and grimacing to camera as he takes the weight. This particular shot is a close approximation of Obsidian’s New York fight against Spider-Man in Avengers: Infinity War. Here, it’s Peter taking the brunt of Glaive’s attack, but making a very similar facial expression in a mirror-image camera angle.

Collector Gets The Grandmaster’s Ending

In a fascinating piece of brotherly symmetry, The Collector’s ultimate fate in What If…? episode 2 neatly matches that of his sibling, The Grandmaster, in Thor: Ragnarok. Taika Waititi’s 2018 effort ended with Jeff Goldblum left to the mercy of his disgruntled subjects after being deposed from power. By the time T’Challa and the Ravagers are done, What If…?‘s Collector finds himself surrounded by the army of living exhibits he previously imprisoned for fun.

Black Panther Cameos

What If…? episode 2 contains a number of Black Panther cameos. When T’Challa makes his triumphant return to Wakanda, his sister Shuri can be seen to the left, and his mother, Ramonda, sits on the right. Of course, there’s also King T’Chaka, who has been searching for his long lost boy for 20 years, and is once again voiced by John Kani. Also reprising her live-action role is Danai Gurira as Okoye, who is briefly spotted chatting to Thanos, of all people, during the episode’s final moments.

Flipping The Fathers’ Meeting

Just as What If…? flips Star-Lord’s name by revealing Korath is a massive fan of T’Challa, the final sequence changes Yondu’s reaction to meeting his son’s real father. With Ego in Guardians of the Galaxy Vol. 2, there was a paternal rivalry between Michael Rooker’s Ravager and Kurt Russell’s Living Planet. “He ain’t your daddy” and all that. In stark contrast, Yondu couldn’t be happier to meet King T’Chaka in What If…?

Jump Points

Aside from Okoye and Thanos bonding over the definition of genocide, the What If…? episode 2 ending sees Kraglin discussing “jump points” with a member of Wakanda’s welcoming committee. These galactic wormholes have cropped up several times in the MCU (usually when someone needs to get across the cosmos very quickly for plot purposes), but most notably in Guardians of the Galaxy Vol. 2, where Yondu made a series of rapid jumps to reach Ego.

Ego’s Ship

Speaking of Ego, the Guardians of the Galaxy Vol. 2 villain didn’t forget about Peter Quill, despite Yondu picking up the wrong child in 1988. He pays adult Peter a visit at the very end of What If…? episode 2, and his live-action MCU ship can be spotted parked outside.

Peter’s Headphones

Far from a life of danger and adventure as a Guardian of the Galaxy, What If…?‘s version of Peter Quill has been mopping up spilled milkshakes back on Earth. In a subtle connection to his original MCU character, however, Quill is still listening to the 1980s mixtape left behind by his late mother, and wears exactly the same orange and black headphones he originally took into space.

Quill At Dairy Queen

In a final Peter Quill Easter egg, Ego’s estranged son is seen working at a Dairy Queen in What If…?‘s present day. This is the same restaurant featured in Guardians of the Galaxy Vol. 2 ‘s history lesson, where Ego shared his spawn with Meredith Quill. The restaurant is destroyed when Ego initiates his evil plan, but remains standing in the altered continuity.

What If…? streams every Wednesday on Disney+.

About The Author

Craig Elvy
(3630 Articles Published)

Craig first began contributing to Screen Rant in 2016, several years after graduating college, and has been ranting ever since, mostly to himself in a darkened room. Having previously written for various sports and music outlets, Craig’s interest soon turned to TV and film, where a steady upbringing of science fiction and comic books finally came into its own.
Craig has previously been published on sites such as Den of Geek, and after many coffee-drenched hours hunched over a laptop, part-time evening work eventually turned into a full-time career covering everything from the zombie apocalypse to the Starship Enterprise via the TARDIS.

Since joining the Screen Rant fold, Craig has been involved in breaking news stories and mildly controversial ranking lists, but now works predominantly as a features writer.
Jim Carrey is Craig’s top acting pick and favorite topics include superheroes, anime and the unrecognized genius of the High School Musical trilogy.

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