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Recap, Ending Explained & Easter Eggs

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Warning! This post contains SPOILERS for What If…? Season 3, episode 8What If…? Season 3, episode 8 is the epic series finale for the animated MCU show that first began in 2021. The show ends on an exciting high note, featuring Uatu the Watcher (Jeffry Wright) as he finally answers for the many times he’s broken his oath only to observe the multiverse. Likewise, the final episode is full of exciting variants in the multiverse that will make even the show’s harshest critics wish this wasn’t the final season so their stories could also be explored.

As was seen in the previous What If…? Season 3, episode 7, The Guardians of the Multiverse and Infinity Ultron were preparing to access the 5th Dimension, home of the Observational Plane and the Watchers. Rescuing Uatu and Captain Carter in this new episode, what follows is a major cosmic brawl that brings the entire series to a fairly satisfying close. With that in mind, here’s our full breakdown of What If…? Season 3, episode 8, its ending explained, and the biggest MCU Easter eggs, references, and variants we were able to find throughout.

What If…? Season 3 Episode 8 Spoilers & Key Story Takeaways

“What If…What If?”

  • Uatu is shown in the past swearing his oath for the first time, while The Eminence confirms his great trust in his star pupil.
  • In the present, Uatu is forced to answer for his heresies, having broken his oath more than once to help heroes and save the multiverse.
  • Peggy Carter represents Uatu’s biggest transgression, hence her recent capture by the other Watchers who intend to execute both Peggy and Uatu.
  • Infinity Ultron attacks the Watchers, holding them off while the heroes rescue Uatu and Peggy.
  • The heroes try to reach Strange Supreme’s new universe where the Watchers’ power will be nullified, though it’s too late after Infinity Ultron is killed.
  • Destroying their ship, the Watchers prepare to kill Uatu and the heroes, only for Uatu to share the Watchers’ oath with his allies to even the odds.
  • With the heroes now imbued by the Watchers’ own power, a major cosmic brawl results in The Eminence merging with The Incarnate and Executioner.
  • The Eminence begins erasing every variant of the heroes from every universe before Peggy sacrifices herself, saving her friends before transporting them all to Strange Supreme’s universe.
  • Their power nullified, Uatu spares his fellow Watchers’ lives while offering to teach them how to see rather than merely watch, to find and preserve the true beauty of the multiverse, and The Eminence agrees.
  • The heroes hold a funeral for Peggy on the Observational Plane, before Uatu ends the MCU series with a final closing narration as several exciting variants are shown.

Captain Carter’s Major Multiverse Sacrifice Explained

(And Why Uatu Spared The Eminence)

After Uatu had his allies speak the oath of the Watchers to gain their powers, what follows is an intense cosmic brawl of epic proportions at the end of What If…? Season 3, episode 8. After all, The Eminence, Incarnate, and Executioner believed they had no choice but to break their own oaths to destroy Uatu and The Guardians of the Multiverse in order to restore order, so much so that they’re shown merging as one to simultaneously erase every variant of the heroes that exist in every universe. However, Peggy refuses to lose any more friends.

Through sheer will and her new cosmic power as a Watcher herself, Peggy launches herself at The Eminence, ending his cosmic attack which saves her friends and their variants. She also transports everyone to the living universe of Strange Supreme, who nullifies the Watchers’ powers. However, this was Captain Carter’s final act of heroism, as shown when the surviving heroes held a funeral with Peggy’s shield in the Observational Plane at the end of the episode.

Thankfully, Captain Carter’s sacrifice wasn’t in vain. Uatu successfully got through to his fellow Watchers after sparing their lives, offering to teach The Eminence all that he had learned about truly seeing the multiverse and its beauty. While he might have broken his oath for the sake of preserving said beauty, he never fully abandoned his people’s core mission and ways.

What If…? Season 3’s Finale Ending Scene Explained

There Are A Lot Of Really Cool MCU Variants

Several exciting variants are shown in the episode’s final scene, as Uatu closes the series with narration that mirrors his episode intros. Here are all the exciting MCU variants we were able to pinpoint at the end of What If…? Season 3, episode 8 (as some appear rather quickly):

  • A Six-Armed Spider-Man
  • A Samurai Ghost Rider Samurai (Robbie Reyes)
  • Riri Williams as Punisher
  • Gamora in a Wedding Dress
  • Blade As A New Moon Knight (set to appear in 2025’s Marvel Zombies)
  • Weapon X Thanos
  • Kingo With An Iron Man Suit
  • A Ms. Marvel/Wasp Mash-Up
  • The Hulk’s Maestro as The Sorcerer Supreme
  • A Scarlet Witch/Howard The Duck Mash-Up
  • Hawkeye As A Dragon Warrior
  • Jubilee As The Silver Surfer
  • Skrull Captain America with Wakandan Shields
  • Sersi Dancing In A Ballgown With Dane Whitman
  • Deadpool With An Insane Amount of Guns
  • Young Hela With Mjolnir (from What If…? – An Immersive Story)
  • Shang-Chi as Star-Lord (mirroring T’Challa’s Star-Lord from What If…? Season 1)
  • Sherrif Loki
  • The Infinity Witch (from What If…? – An Immersive Story)
  • Nova Centurion Carol Danvers (from What If…? – An Immersive Story)
  • A Doctor Strange Variant (it’s hard to make out specifics)

Some of these included variants like Young Hela, Infinity Witch, and Centurion Carol Danvers were first seen in What If…? – An Immersive Story, a spin-off mixed-reality video game from Marvel and ILM Immersive for the Apple Vision Pros.

What If…? Season 3 Episode 8’s Biggest Easter Eggs and References

Uatu, Kirby Krackle, Strange Supreme, And More

There are several exciting MCU Easter eggs, references, and more multiversal variants in What If…? Season 3, episode 8. Here are the biggest ones we found:

  • The Watcher’s Many Transgressions – Beyond the previously established times The Watcher has broken his oath for Peggy Carter, Stange Supreme, Riri Willaims, and Kwai Jun-Fan, The Eminence confirms Uatu also broke his oath off-screen for Reed Richards, Nick Fury, and even She-Hulk’s Madisynn (with two “n’s” and one “y”).
  • Uatu Shares His Name – Choosing to be somebody rather than nobody who simply observes, Uatu shares his name with his allies for the first time.
  • Kirby Krackle – The power of the Watchers is shown in full force, featuring the classic energy effects seen in the comics known as the “Kirby Krackle” by artist Jack Kirby. This is fitting as Uatu was created by Kirby and Stan Lee.
  • Peggy and Storm’s Classic Themes – During the battle with the Watchers, both the Captain America and X-Men ’97 themes are heard playing for Peggy and Storm.
  • Strange Supreme’s Living Universe – The Eminence is defeated once he’s brought to the Sorcerer Supreme’s living universe, revealed to be made up of the former wizard’s spirit and essence.

Beyond the many variants that are featured at the very end of What If…? Season 3, episode 8, the Watchers’ combined power threatens to erase every variant of Storm, Kahori, Byrdie, and Peggy that exists in the multiverse before Captain Carter sacrifices herself to stop their attack. Here are all the different variants we were able to find:

Captain Carter

  • Black Knight – One variant looks to be a version of Peggy who becomes the Black Knight, but could also just be wearing generic medieval armor.
  • Sabretooth – A variant of Peggy who, for some reason, is a version of the classic X-Men villain.
  • Elektra – What if Captain Carter became Elektra instead?
  • Deathlok – A cyborg Captain Carter resembling Marvel Comics’ Deathlok.
  • Asgardian – A Captain Carter wearing Asgardian armor.

Kahori

  • Apocalypse – What if Kahori became the major X-Men villain Apocalypse?
  • Western – Kahori is shown wearing an older, more Western costume.
  • Captain America – A Mohawk nation Captain America variant.
  • Cloak? – This Kahori variant could be a version of Marvel’s Cloak.
  • Classic X-Men Costume – This Kahori is shown wearing the classic yellow and blue of the X-Men.

Byrdie

  • Nova Corps – What if Byrdie got recruited by the Nova Corps on Xandar?
  • Cartoon Byrdie – A more classic cartoon duck variant.

Storm

  • Black Panther – Connecting to Storm’s comics history when she was once T’Challa’s wife and Wakanda’s queen on the page.

All episodes of What If…? Season 3 are now streaming on Disney+.

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