A Major Spider-Man Villain Just Made Their MCU Return

Marvel’s What If…? Season 3 has just dropped, and it has delivered no shortage of surprises, including the shocking return of Quentin Beck, aka Mysterio. Voiced by Alejandro Saab, this variant of the classic Spider-Man villain sees him carry out his plan of taking over Stark Industries in the wake of the global decimation caused by the awakening of a dormant Celestial. However, Mysterio hasn’t just installed himself as the head of Stark Industries – he’s positioned himself as the tyrannical ruler of a devastated population kept in check by his access to advanced technology.

In this dark alternate reality, Uatu the Watcher presents Riri Williams / Ironheart as the main hero who, up until now, has failed to save the day in every version of this world. Here, Riri secretly meets the Power Broker – an alter ego for Sharon Cater – who gives her an easy bake oven that Riri believes will help her develop a weapon that can finally put an end to Mysterio’s reign.

Because Tiamut awoke before the Eternals could stop it, much of humanity was eradicated, enabling Mysterio to take control of Stark Industries and its Iron Legion – which he turned into his personal Iron Federation, led by White Vision – to rule over the planet’s survivors. However, Mysterio’s days are numbered, and so he decides that his final act should be to destroy everyone who opposes him, including Riri and her resistance allies General Ming Nan, Okoye, Wong, and Valkyrie.

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After being betrayed and discovering that her partners have been killed by Mysterio, Riri decides to give up, ultimately continuing the cycle of perpetual loss seen in all other versions of this reality. However, Uatu, who made a pact to never intervene in the matters of man, encourages Riri to continue her fight against Mysterio and obliterates him, freeing Earth from his rule. Of course, because Uatu broke his primary rule, the episode reveals that he himself is being watched by a group of other Watchers: Incarnate, Eminence, and The Executioner.

“What If…The Emergence Destroyed The Earth?” is one of the better episodes of season three, packing plenty of surprises in a clever plot. One of its strengths is reviving elements not seen in the Marvel Cinematic Universe in a while, such as the Iron Legion, Sharon Carter’s Power Broker, and White Vision. The return of MCU actors Dominique Thorne, Emily VanCamp, and Tessa Thompson helps connect this episode even more to the wider franchise, although Saab does an admirable job as Mysterio. While the episode feels a bit rushed cramming a lot of big ideas into just 30 minutes, it nonetheless further explores the daring narrative possibilities of the multiverse and how even the MCU’s minor characters can be given new life.

What If…? Season 3 is now streaming on Disney+.