After the first episode of Marvel's What If...? brought back Hayley Atwell's Peggy Carter, the second episode sees more familiar Marvel faces return. That's very much the appeal of a multiverse-straddling show like What If...? that not only allows for jumps around the timeline but also means characters killed off in-universe, like Thanos, King T'Chaka, The Collector and even Ego the Living Planet can pop up again.

In the wake of Loki's final episode ending with a bang and the explosion of the Multiverse of Madness, What If...? episode 2 sees the result of another Nexus Event, with Yondu's Ravagers kidnapping the young T'Challa instead of Peter Quill. While that initially seems to lead to a far more wholesome universe, the emotional cost to Wakanda of his loss - which Guardians of the Galaxy never really explored for Quill - is what drives the heart of the episode. That offers a touching parallel to the real world loss of Chadwick Boseman, as the episode explores more of the legacy of his Black Panther.

Related: Every Upcoming Black Panther Movie & Show

Though Boseman is the star of the show, What If...? episode 2 includes a veritable troupe of returning MCU characters from the Guardians of the Galaxy franchise, with at least one notable replacement for the original talent. And of course, another opportunity for a certain Duck to appear. Here's every new, replacement, and returning MCU actor in What If...? episode 2.

Every New & Replacement MCU Actor In What If...? Episode 2

Fred Tatasciore - Drax & Corvus Glaive

Drax What If Actor Fred Tatasciore

According to Dave Bautista, he was not asked to return to play Drax the Destroyer in What If...? and he's replaced by veteran voice actor and frequent DC animations collaborator Fred Tatasciore. The voice actor also stands in for original Corvus Glaive actor Michael James Shaw for the brief vocal performance required in What If...? episode 2. Tatsciore has recently appeared in Batman: The Long Halloween as Solomon Grundy, as well as Fast & Furious: Spy Racers and Star Trek: Lower Decks.

Brian T Delaney - Peter Quill

Peter Quill What If Brian Delaney

While Peter Quill's appearance in What If...? episode 2 is best described a as very brief cameo, he does have one line, to tell Ego his workplace is closed. But it's not Chris Pratt offering the words, it's Brian T Delaney who does frequent voice work in video games, including in Call of Duty: Modern Warfare, Fallout, and Injustice (as Green Lantern).

Maddix Robinson - Young T'Challa

What If Young TChalla

MCU newcomer Maddix Robinson voices the Young T'Challa before his kidnapping. The actor has appeared in the likes of Frozen 2The Secret Life of Pets 2, and Ralph Breaks The Internet.

Related: How Black Panther 2's Casting Report Hints At The Movie's Real Villain

Every Returning MCU Actor In What If...? Episode 2

Chadwick Boseman - T'Challa/Star-Lord

Chadwick Boseman What If TChalla

Before his tragic death in August 2020, What If...? is Chadwick Boseman's final MCU appearance as T'Challa, son of T'Chaka and the rightful heir to the throne of Wakanda. As if it were needed, the episode represents an incredible endorsement of why Boseman was so perfectly cast as Black Panther's lead. This is an exaggerated version of T'Challa's goodness, free from the weight of his duty to his country, unshackled to do good across the universe. Boseman's tragic death left behind an incredible body of work, including recent performances in Da 5 BloodsMa Rainey's Black Bottom, and 21 Bridges. T'Challa will return for several more episodes of What If...?

John Kani - King T'Chaka

What If John Kani TChaka

Despite Wakanda's loss of T'Challa in the late 1980s, King T'Chaka and Queen Ramonda still appear, leading a galaxy-wide search for their son. Angela Bassett does not return as Ramonda, who remains voiceless in the episode. Like her, Kani debuted as T'Chaka in Civil War, before returning in the spirit world in Black Panther. He also played Rafiki in John Favreau's The Lion King and also played a supporting role in Adam Sandler's Murder Mystery on Netflix.

Michael Rooker - Yondu

What If Yondu Michael Rooker

Having reunited with James Gunn to play Savant - briefly - in The Suicide Squad, Michael Rooker returns to the MCU for arguably his most famous character role, Yondu Udonta. In the wake of his touching death at the end of Guardians of the Galaxy Vol 2, What If...? actually allows for more of a look at what it really meant for Yondu to acknowledge his role as Star-Lord's father. Rooker has also appeared in F9 and Vivo in 2021 and has a number of movie projects coming up like Yolo County O.G.

Josh Brolin - Thanos

What If Thanos Josh Brolin

While it's revealed he didn't get hold of the Infinity Stones and snap his fingers to wipe out billions at the culmination of Infinity War, Josh Brolin's Thanos still returns for a significant role in What If...? episode 2. This Mad Titan is far softer at the edges, having seen the error in his ideological ways, with Brolin offering a more reflective, even jollier performance. Having last played Thanos in Endgame, of course, Brolin has Dune coming in 2021 and was most recently seen in Flag Day.

Related: How Kang Is Different To Thanos (& What It Means For Avengers 5)

Karen Gillan - Nebula

Nebula What If Karen Gillan

Tom Hiddleston's Loki may have the reputation as the MCU's trickster, changing allegiances to suit his mood, but that role goes to Karen Gillan's newly blonde Nebula in What If...? Freed from her abusive father's torture, seemingly thanks to T'Challa's influence, she's presented as a slippery customer before her true allegiance is finally shown. Gillan has now played Nebula four times, with two more appearances in Thor: Love & Thunder and Guardians of the Galaxy Vol 3 still to come. On top of that, she's recently appeared in Gunpowder Milkshake, Jumanji: The Next Level, and has sci-fi thriller Dual alongside Aaron Paul and Jesse Eisenberg coming in the next year.

Djimon Hounsou - Korath the Pursuer

Korath What If Djimon Hounsou

Djimon Hounsou's return as Korath the Pursuer almost feels the biggest gag at Peter Quill's expense as he's transformed from unamused Star-Lord cynic to outright T'Challa fanboy, despite working for Ronan the Accuser. He's also reinvented as What If...?'s comic relief, which adds a whole new element to Hounsou's previous MCU performances in Guardians of the Galaxy and Captain Marvel. Alongside his MCU work, Hounsou has recently been seen in Charlie's Angels and A Quiet Place Part II, and has The King's Man next up.

Benicio Del Toro - The Collector

What If The Collector Benicio Del Toro

Benicio Del Toro's flamboyant, unsettling take on The Collector - who initially debuted in the post-credits scene for Thor: The Dark World - appeared in three MCU movies without doing a great deal. He was secondary to Thanos and Ronan the Accuser in Guardians of the Galaxy and presented more like an inconvenient hurdle on the Guardians' path more than a genuine antagonist. In What If...? that changes dramatically thanks to the butterfly effect of Thanos' retirement from genocide and courtesy of a major injection of protein in The Collector's diet. Del Toro returns for an even more Machiavellian performance, and he's clearly still having a lot of fun. Since his last MCU appearance, Del Toro has appeared in Sicario 2: Soldado, No Sudden Move, and Wes Anderson's The French Dispatch.

What If...? Episode 2 Supporting Characters

What If Supporting Cast

Jeffrey Wright As The Watcher: Having debuted in the first episode of What If...? Jeffrey Wright returns as narrator and series overseer The Watcher. He has The Batman and Batman: The Audio Adventures both upcoming, in which he'll play James Gordon and Bruce Wayne himself respectively.

Seth Green As Howard The Duck: Having already played Howard The Duck in both Guardians of the Galaxy movies (and presumably Endgame, without words), Seth Green returns to play the wise-cracking Duckworldian.

Related: Every MCU Movie & TV Show Howard The Duck Has Appeared In

Sean Gunn As Kraglin: Having just played Weasel in James Gunn's The Suicide Squad, Sean Gunn returns as the newest member of the Guardians of the Galaxy, Kraglin.

Kurt Russell As Ego: The MCU's megalomaniac Celestial returns for a very brief cameo, turning up to discover his now-adult son, Peter Quill (not voiced by Chris Pratt this time) working in a Dairy Queen.

Ophelia Lovibond As Carina: The Collector's put-upon servant girl (who chose to kill herself in Guardians of the Galaxy by touching the Power Stone) returns to gain her revenge against Benicio Del Toro's weirdo.

Chris Sullivan As Taserface: The most ridiculously named Ravager briefly appears, as voiced by original Guardians of the Galaxy Vol 2 actor Sullivan.

Tom Vaughan-Lawlor As Ebony Maw: As in Avengers: Infinity War, Black Order MVP Ebony Maw, who was presented almost as the de facto leader of the Order in his live-action appearances, doesn't last very long in What If...? He's unceremoniously killed off, having allied with The Collector. In What If...? he's played by Tom Vaughan-Lawlor once more, who's recently appeared in Frank of Ireland.

Carrie Coon As Proxima Midnight: Coon also reprises her Black Order role, having been forcibly retired in Endgame. On top of TV series The Gilded Age, she'll next be seen in Ghostbusters: Afterlife.

Danai Gurira As Okoye: The Walking Dead alumnus Gurira briefly returns as Wakandan warrior Okoye, a role she'll reprise not only in Black Panther II, but also in Disney+'s Untitled Wakanda Project.

Next: Every Upcoming Marvel Cinematic Universe Movie

Marvel's What If...? releases new episodes Wednesdays on Disney+

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