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— CH. 1 · DEVELOPMENT TIMELINE AND WRITER SHIFTS —

What If...? season 3

~5 min read · Ch. 1 of 6
6 sections
  • Work on the third season of What If...? began by July 2022. At that time, head writer A. C. Bradley revealed that the second season was her final project at Marvel Studios. Series story editor Matthew Chauncey took over as head writer for this new season by December 2023. Bryan Andrews returned to direct alongside Stephan Franck. The season consists of eight episodes total. Franck assisted Andrews while the latter worked simultaneously on Marvel Zombies in 2025. Andrews supervised much of the season and directed three episodes directly. He co-directed one episode with Franck. Franck directed the other four episodes alone. Executive producers included Brad Winderbaum, Kevin Feige, Louis D'Esposito, Dana Vasquez-Eberhardt, and Andrews. In August 2024, it was announced that the third season would be the series last. That November, Winderbaum explained the decision stemmed from bigger MCU reasons being determined in real time. He stated it was the right time for the series to conclude from a story perspective. He did not rule out reviving it in the future.

  • Andrews described the third season's episode concepts as wackier than those used for the first two seasons. One anime-inspired episode features the Avengers piloting mechs to fight Mega-Hulk monsters. This episode is titled Go-Avengers: Heroes of the Gamma War. Andrews expressed excitement about going full hardcore mega genre with this entry. Another episode contains a 1930s screwball Bollywood musical number featuring Agatha Harkness and Kingo. A different story sees Red Guardian stop the Winter Soldier from assassinating Howard and Maria Stark. These two characters become allies instead of enemies. The season revisits Howard the Duck and Darcy Lewis who have since gotten married. They must protect their child from various threats. An alternate take on Eternals leads to Earth destruction and an authoritarian regime led by Quentin Beck. A Western-themed episode explores a genre Andrews wanted to try since the first season. Ideas considered but unused include involving the band Kiss in six episodes. One concept featured a galactic Battle of the Bands with Kiss serving as judges. A samurai episode was described as hardcore, brutal, and awesome with Romeo and Juliet elements. Other discarded ideas included a Dungeons & Dragons-styled episode and a kung fu-themed episode with Iron Fist and Xu Shang-Chi.

  • Jeffrey Wright returns to narrate the series as the Watcher. Marvel's plan involved actors portraying MCU characters reprising their roles for What If...? Over 35 actors participated in this season alone. Anthony Mackie voices Sam Wilson as Captain America. Mark Ruffalo plays Bruce Banner as Hulk. Teyonah Parris portrays Monica Rambeau. Sebastian Stan appears as Bucky Barnes or Winter Soldier. David Harbour voices Alexei Shostakov as Red Guardian. Simu Liu provides the voice for Xu Shang-Chi. Oscar Isaac speaks for Marc Spector as Moon Knight. Kathryn Hahn returns as Agatha Harkness. Kumail Nanjiani voices Kingo. Dominic Cooper plays Howard Stark while James D'Arcy is Edwin Jarvis. David Kaye voices Arishem and Laurence Fishburne speaks for Bill Foster as Goliath. Gene Farber plays Karpov. Kat Dennings returns as Darcy Lewis. Seth Green voices Howard the Duck. Samuel L. Jackson appears as Nick Fury. Tom Hiddleston plays Loki again. Clark Gregg voices Phil Coulson. Michael Rooker returns as Yondu Udonta. Josh Brolin speaks for Thanos. Rachel House voices Topaz. Chris Hemsworth plays Thor once more. Tom Vaughan-Lawlor is Ebony Maw. Hamish Parkinson voices Beerbot 5000. Dominique Thorne plays Riri Williams as Ironheart. Emily VanCamp portrays Sharon Carter as Power Broker. Tessa Thompson voices Valkyrie. Hailee Steinfeld plays Kate Bishop. Wyatt Russell is John Walker as U.S. Agent. Meng'er Zhang voices Xu Xialing. Walton Goggins plays Sonny Burch. Hayley Atwell returns as Peggy Carter or Captain Carter. Devery Jacobs voices Kahhori. Karen Gillan plays Nebula. Taika Waititi voices Korg. Ross Marquand speaks for Infinity Ultron.

  • The episode What If... the Hulk Fought the Mech Avengers includes 2D animation inspired by anime from the 1970s and 1980s. This style shifts to the series usual 3D animation later in the same episode. Andrews hand-animated much of the final fight in What If... 1872? He worked alongside Scott Wright who serves as head of animation. Flying Bark Productions handled six episodes of the season. Stellar Creative Lab worked on two episodes total. Laura Karpman returned from previous seasons as composer. Nora Kroll-Rosenbaum composed the score with Karpman for the show's second season. An album was released on the 10th of January 2025. The collaboration between Flying Bark and Stellar Creative Lab allowed for varied visual approaches across different episodes. Andrews' personal involvement in hand-drawing specific scenes added unique texture to key moments. The shift between 2D and 3D styles created distinct visual identities for genre-bending entries like the mecha battle.

  • The first footage from the season appeared in December 2023. It formed part of the second season's The Watcher's Nine Days of What If... advent calendar website. Images from the episodes were released the following month. Andrews and Winderbaum promoted the series during Marvel Studios Animation panel at D23 Expo in August 2024. Footage was shown during that event. More footage appeared in a video released by Disney+ in October. This announcement detailed the release schedule for Marvel Television and Marvel Animation projects through end of 2025. The third season debuted on Disney+ on the 22nd of December 2024. Its eight episodes were released daily until December 29. In January 2024, Andrews said a late 2024 release was possible but noted deadlines remained tight. He observed Marvel Studios and Disney continually shifting releases around. That May, Winderbaum stated work was nearly completed. He indicated it would likely be the studio next animated project to be released. A December 2024 release date was confirmed in October. The season forms part of Phase Five of the MCU.

  • The third season holds an 81% approval rating on Rotten Tomatoes based on 23 reviews. The average rating sits at 6.85 out of 10 points. At the 77th Primetime Creative Arts Emmy Awards Jeffrey Wright received a nomination. His category was Outstanding Character Voice-Over Performance for his work on What If... 1872? Mac Smith, Vanessa Lapato, Alyssa Nevarez, Steve Bissinger, Derek McGinley, Anele Onyekwere, Carl Sealove, Andrea Stelter Gard, and Sean England also received nominations. Their category was Outstanding Sound Editing For An Animated Program for their work on the same episode. This recognition highlighted both vocal performance and technical sound design achievements within the final episodes of the series.

Common questions

When did work on What If... season 3 begin and who became the head writer?

Work on What If... season 3 began by July 2022. Matthew Chauncey took over as head writer for this new season by December 2023 after A. C. Bradley concluded her final project at Marvel Studios.

What is the release date for What If... season 3 episodes on Disney+?

The third season of What If... debuted on Disney+ on the 22nd of December 2024. Its eight episodes were released daily until December 29 to conclude the run.

Which episode features anime-inspired animation and what style does it use?

The episode titled What If... the Hulk Fought the Mech Avengers includes 2D animation inspired by anime from the 1970s and 1980s. This visual style shifts to the series usual 3D animation later in the same episode.

Who voices the main characters in What If... season 3 and how many actors participated?

Over 35 actors participated in What If... season 3 alone including Anthony Mackie, Mark Ruffalo, Teyonah Parris, and Sebastian Stan. Jeffrey Wright returns to narrate the series as the Watcher throughout all episodes.

Why was What If... season 3 announced as the last season of the series?

In August 2024 it was announced that the third season would be the series last due to bigger MCU reasons being determined in real time. Brad Winderbaum explained the decision stemmed from story perspective timing rather than a permanent ban on reviving the show.

All sources

57 references cited across the entry

  1. 1rotten tomatoesWhat If...?
  2. 2web'What If...?' Season 3 Finale Recap: What Now?Arezou Amin — December 29, 2024
  3. 7tweetThis is my final project @MarvelStudios!! It's been an adventure. All my ❤️ to our brilliant cast & crew! Can't wait for the world to see our work! #WhatIf #whatifseason2 #SDCCA. C. Bradley — July 22, 2022
  4. 15webWhat If Season 3 Final Production BriefWalt Disney Studios — December 18, 2024
  5. 19web'What If...?': Director Bryan Andrews Dives Into Season 2Rachel Paige — January 31, 2024
  6. 35webMarvel's What If...? Reveals First Look at Season 3Timothy Adams — December 29, 2023
  7. 37webD23: Marvel Animation Panel RecapJenna Anderson — August 10, 2024
  8. 51webWhat If...? Season 3 Gets First Look Trailer From MarvelJeremy Dick — December 29, 2023
  9. 54webMarvel Just Revealed Its TV Release Dates for the Next YearGermain Lussier — October 30, 2024
  10. 57webPrimetime Emmy Nominations: The Complete ListLynette Rice et al. — July 15, 2025