Warning: The following contains SPOILERS for Marvel's What If...? episode 3.

Marvel's What If...? episode 3 set up some enormous future changes in its timeline with the murder of most of the founding Avengers. The events of the third episode could lead to a near-infinite number of future episodes given the importance that Tony Stark, Thor, Bruce Banner, Natasha Romanoff and Clint Barton played in the early history of the MCU.

Episode 3, "What If... the World Lost Its Mightiest Heroes?" was set during the same week in 2010 in which the events of Iron Man 2, the first Thor film, and The Incredible Hulk took place in the MCU. In this reality, however, an unseen enemy from within SHIELD began killing off the people that SHIELD Director Nick Fury had hoped to recruit for his Avengers Initiative. By the episode's end, all the founding Avengers save Captain America were dead and Earth faced a far greater threat than the Chitauri Invasion.

Related: What If…? Episode 3 Cast Guide: Every New & Returning MCU Character

Still, Marvel's What If...? episode 3 ended on a relatively hopeful note, suggesting that Captain Marvel had returned to Earth earlier than she did in the MCU and would join Captain America in establishing a new team of Avengers. Despite this, the episode barely scratched the surface of how radically future events would be changed by the deaths of five major superheroes in this variant reality. Here's a breakdown of some of the major changes that will happen in this timeline due to the events of "What If... the World Lost Its Mightiest Heroes?"

There Would Be More Tech-Based Supervillains At Large

Spiderman returning Villains vulture mysterio

One of the biggest changes brought about by the death of Tony Stark before the Avengers were established would be an exponential increase in the number of tech-based supervillains in the MCU. Presuming the Chitauri invasion still occurred for a different reason, even without Loki leading it, it's likely that the Vulture and his team could have developed far more dangerous weapons with scavenged alien tech (and empowered more supervillains) since Tony Stark wasn't there in this reality to help expand the operations of Damage Control. Advanced Idea Mechanics (AIM) would have also become a bigger threat and likely installed their puppet as President of the United States without Tony Stark to thwart Aldrich Killian's plans during the events of Iron Man 3.

One could argue that Tony's early death might have prevented the rise of some supervillians, who sought revenge on Tony Stark specifically. This would likely have been the case for Quentin Beck as Mysterio, as Tony didn't fire Beck for complaining about how Stark had exploited his work until 2016. Even so, without Tony Stark to mentor Peter Parker, Spider-Man wouldn't have had access to the same advantages he enjoyed in the MCU and there would likely be a larger number of better-equipped super-thieves operating on a global level.

Scarlet Witch and Quicksilver Remain Hydra Puppets

Aaron Taylor-Johnson as Quicksilver in Avengers Age of Ultron and Elizabeth Olsen as Scarlet Witch iin WandaVision

With the Avengers never being established in this reality (or coming to exist with a different line-up later) most of the events of the later Avengers movies would never occur. Without Tony Stark and Bruce Banner to create Ultron, the Battle of Sokovia would never take place, the Sokovia Accords governing superheroes would never have to be established, and there wouldn't be a schism that divides the Avengers. Compared to all that, the fact that Pietro and Wanda Maximoff would remain in the thrall of Hydra seems a minor concern, but the loss of the Scarlet Witch offers truly incalculable complications to the future of the Avengers in any timeline.

Related: Why The MCU Hates Peter Quill's Star-Lord

The Red Room Would Still Be Operating

Black-Widow-Red-Room

With Natasha Romanoff having died in this timeline, it seems likely that the KGB's Red Room would continue to operate as it had before. While the events of the Black Widow movie might have played out in some fashion, it seems unlikely that Yelena Belova, as the new Black Widow, could have successfully completed her mission without her adopted sister's assistance. In any case, Natasha Romanoff's death so early would have radical effects upon covert operations around the world, independent of whatever else SHIELD might be working on in the revised timeline.

Bucky Would Still Likely Be The Winter Soldier

Sebastian Stan as Winter Soldier Bucky Barnes Sniper

While the final scene of "What If... the World Lost Its Mightiest Heroes?" suggested that Steve Rogers would return action to as Captain America alongside Captain Marvel, it seems likely that Bucky Barnes would remain the Winter Soldier in the new timeline–assuming, of course, he becomes the Hydra assassin at some point in the future. Without Black Widow to assist Steve Rogers as goes on the run from Hydra, the events of Captain America: The Winter Soldier would have played out in a wholly different and virtually unpredictable way. As such, it might not have been possible for the original Captain America to save his best friend this time.

Baron Zemo Would Never Have Become A Terrorist

Falcon & Winter Soldier Cut A Lot Of Baron Zemo’s Fist-Pumping Dance Scene

Baron Helmut Zemo is one of the few who would like to see a world with no Avengers. His feelings are understandable, however, given that his family and his nation were destroyed as a result of their actions during the Battle of Sokovia, leading him to turn the Avengers upon one another by framing the Winter Soldier for the assassination of King T'Chaka of Wakanda. This would never have happened in a world with no Avengers, meaning Baron Zemo would still be at liberty and likely enjoying a peaceful life in the new timeline where the events of Captain America: Civil War never happened.

Wakanda Would Remain Hidden From The World

John Kani as T'Chaka Black Panther Wakanda King in Captain America Civil War

Another likely side effect of the Avengers never existing would be Wakanda and its advanced technology remaining hidden from the world. Without the death of King T'Chaka, his son T'Challa would never have been exposed to the Avengers and developed the positive view of the outside world that led him to reveal the secrets of his nation following the events of Black Panther. While the effects of a more globally active Wakanda on the world of the MCU have yet to be explored, they would never have come about had it not been for the Avengers.

Related: Marvel Sets Up Wakanda’s Space Empire Before Black Panther 2 & Spinoffs

Thanos Would Have An Easier Time Getting The Infinity Stones

MCU Infinity Stones Thanos Doctor Strange SR

With no Avengers to oppose him, Thanos would have had a far easier time acquiring the Infinity Stones. While Earth's Mightiest Heroes didn't battle Thanos directly until Avengers: Infinity War, the actions of the founding Avengers still had an effect upon several of the Infinity Stones and their guardians. For instance, had Captain America not stopped Hydra's plans in Captain America: The Winter Soldier, Doctor Strange might have died in the MCU long before he became the Sorcerer Supreme.

To give one example of how drastically the timeline was changed by the deaths of the founding Avengers, consider how Thor's death in What If...? episode 3 occurred before Thor became romantically entangled with astrophysicist Jane Foster. If she never felt compelled to search for Thor, the events of Thor: The Dark World would not have happened, and she never would have become bonded to the Aether (a.k.a. the Reality Stone). This would have led to a wholly different Battle of Greenwich and, possibly, the destruction of the Nine Realms, had the dark elf king Malekith been able to acquire the Aether before Jane Foster and execute his plan in secret, an outcome Thor had thought likely. Then again, given how easily Malekith was defeated by Thor, Loki, and a handful of scientists from Earth, it seems unlikely he would have fared better against a version of Loki leading the full armies of Asgard or Thanos and his followers in the new timeline of Marvel's What If...?.

More: How Powerful Is Ego Compared To Thanos? Could He Beat Him?

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