Marvel Just Made 5 Other Secret Changes To The MCU Timeline

Warning: SPOILERS for Marvel’s What If…? Episode 1 – “What If… Captain Carter Were The First Avenger?”

Marvel’s What If…? episode 1 reveals what happened when Agent Peggy Carter (Hayley Atwell) became a Super Soldier instead of Steve Rogers (Josh Keaton), but the alternate reality also made some other secret changes to its version of the Marvel Cinematic Universe. After Peggy becomes Captain Carter, she spearheads the Howling Commandos’ war against the Red Skull (Ross Marquand) and Hydra, eventually stopping the Nazi leader from unleashing an interdimensional monster with the Tesseract.

In Captain Carter’s What If…? reality, Steve Rogers never turned into a Super Soldier but, instead, the heroic Brooklyn native became the pilot of the HYDRA Stomper, a Tesseract-powered battlesuit built by Howard Stark (Dominic Cooper) decades before his son Tony (Robert Downey Jr.) would build his first Iron Man suit. It was also Captain Carter who rescued Bucky Barnes (Sebastian Stan) and the Howling Commandos after they were captured by Hydra, which created the domino effect of Barnes never losing his left arm or getting captured and turned into the Winter Soldier. It would also be Peggy who sacrifices almost 70 years of her life to stop the Red Skull and who emerges in the 21st century to join the Avengers after meeting Nick Fury (Samuel L. Jackson) and Clint Barton (Jeremy Renner).

The Watcher (Jeffrey Wright) specified that it was one particular choice by Peggy Carter – opting to remain on the floor to watch Steve Rogers become a Super Soldier in June 1943 – that spawned a new branch of the MCU timeline. But a closer examination of the events of “What If…. Captain Carter Were The First Avenger?” also reveals several other secret changes to the MCU’s continuity. Besides the variations to the MCU’s big picture, there are also notable minor tweaks that ended up causing a domino effect of changes to the MCU in Captain Carter’s What If…?

John Flynn Is At Operation: Rebirth (And Is A Colonel)

Bradley Whitford voices Col. Flynn in What If…? but this is actually the character’s second MCU appearance. John Flynn debuted in Marvel One-Shot: Agent Carter, a short film packaged with Iron Man 3‘s home video release that became the precursor to ABC’s Agent Carter series. In Marvel One-Shot, Flynn was the sexist head of the Strategic Scientific Reserve who belittled Peggy Carter and refused to send her on field missions. Flynn is then forced to eat crow when he learns Peggy is picked to lead S.H.I.E.L.D. and instantly becomes his boss.

In What If…?, John Flynn replaced Col. Chester Phillips, the head of the SSR played by Tommy Lee Jones in Captain America: The First Avenger. Phillips does appear in a non-speaking capacity in What If…? but he takes the bullet the Hydra saboteur aimed at Peggy and is presumably killed. Like the mainline MCU’s Steve Rogers, Flynn was also a Captain in Marvel One-Shot: Agent Carter but What If…? changes this and promotes Flynn to Colonel and he becomes Captain Carter’s foil in the SSR. Flynn also becomes the head of the SSR in What If…? years earlier than he does in the main MCU timeline.

2. Red Skull Got The Tesseract Later In The Timeline (& Lost It)

What If…? also flips the timeline of events so that Peggy Carter became a Super Soldier before Johann Schmidt acquires the Tesseract hidden in Tønsberg, Norway. Captain America: The First Avenger begins with the Red Skull and Hydra taking the Space Infinity Stone in Norway, which precipitated the urgency of Dr. Abraham Erskine (Stanley Tucci) finding a worthy candidate for Operation: Rebirth. Instead, What If…? begins with Erksine’s project already underway and Steve Rogers still the candidate Erskine picked.

The difference between the two narratives is significant because until Red Skull was transported to Vormir by the Space Stone at the end of Captain America: The First Avenger, he never lost the Tesseract in the main MCU timeline. In What If…?, the fact that Schmidt found the Tesseract in Norway is what prompted Peggy to enter the field as Captain Carter and she invaded Berlin to steal the Tesseract and apprehend Dr. Arnim Zola (Toby Jones). Hydra then set a trap on the train to acquire the HYDRA Stomper because Howard Stark’s creation was powered by the Tesseract. In addition, Red Skull’s plan to summon an interdimensional monster is totally different from his scheme to attack the United States in Captain America: The First Avenger.

3. The Hydra Assassin’s Plan Was Different

Hydra saboteur Heinz Kruger (Richard Armitage) is present at Operation: Rebirth in both timelines. But Kruger’s actions are very different in each reality and they create disparate results. In What If…?, Heinz didn’t wait until after Steve Rogers was transformed into a Super Soldier to strike. Instead, Kruger flicked his lighter and set off a bomb before Rogers was turned into a Super Soldier. After assassinating Dr. Erskine, Heinz shot Col. Chester Phillips, though he was aiming for Peggy Carter, as he tried to steal a vial of Super Soldier Serum. Agent Carter then shot Kruger dead and recovered the vial of Erskine’s formula so all of it was injected into Peggy to turn her into a Super Soldier.

The sequence of events played out differently in the main MCU timeline. Kruger watched Steve Rogers’ transformation and waited until everyone was applauding Dr. Erskine’s success to strike. It was also Erskine who saw Heinz flick his lighter trigger and not Peggy. In Captain America: The First Avenger, Kruger stole the last vial of Super Soldier Serum and escaped but Steve Rogers gave chase and captured him. Unfortunately, the vial was destroyed and Heinz committed suicide. So perhaps it was the presence of Agent Carter in the room during Operation: Rebirth that prompted Kruger to act faster in What If…? as opposed to waiting until after Rogers was changed since Peggy was watching from the observation room above in Captain America: The First Avenger.

4. Captain Carter Never Had A USO Tour

Another notable difference between What If…? and the main MCU timeline is that Peggy Carter was never sent on a USO tour to sell war bonds, nor did she star in patriotic propaganda films financed by the U.S. government. The fact that Agent Carter is British and a woman put the kibosh on the U.S. government’s plans to use their new Super Soldier as a symbol of American patriotism so there is no “Star-Spangled Man With a Plan” in Captain Carter’s reality. How the absence of Captain America affected the war effort and the ability of the USO to fundraise isn’t dealt with in What If…?

Peggy Carter’s experience as a Super Soldier also greatly differs from Steve Rogers’. Steve originally felt humiliated by dressing up as Captain America and performing on stage but he eventually became comfortable in the role. Still, when Rogers tried to entertain the troops in Europe, he was met with ridicule. Peggy never had to deal with this in What If…? Instead, Howard Stark gave Carter a vibranium shield (much sooner than Steve acquired his) and the uniform that Rogers was meant to wear on the USO tour that Stark modified to fit her. Still, the USA had no lack of American soldiers to call their World War II heroes thanks to the Howling Commandos and Steve Rogers piloting the HYDRA Stomper.

5. Zola’s Capture Means Bucky Barnes Never Became A Super Soldier

Bucky Barnes never plunges off the Hydra train to his presumed death in What If…? but a secret change that’s just as significant is that Sgt. Barnes is never turned into a Super Soldier at all. In Captain America: The First Avenger, Hydra captures the Bucky and 107th Infantry and Dr. Arnim Zola selected Barnes for illicit experiments with his version of the Super Soldier Serum. The fact that Barnes was already a Super Soldier is what allowed him to survive his plunge from the train that severed his left arm.

But in What If…?, the fact that Captain Carter captured Zola in Berlin to steal the Tesseract completely changes Barnes’ life in the process. The 107th still gets caught by Hydra, but with their mad scientist held by the Americans, Bucky never receives the Super Soldier Serum from Zola before Carter rescues him and the Howling Commandos. So, neither Bucky nor Steve Rogers become Super Soldiers in What If…? and Barnes never has to become the Winter Soldier as a result.