What If…? Season 2 Episode 2 Cast- “What If Peter Quill Attacked the Earth’s Mightiest Heroes?”


The second episode of What If…? season 2 titled “What If Peter Quill Attacked the Earth’s Mightiest Heroes?” takes place in an alternate reality where young Peter Quill is raised by his father Ego and turned into a weapon to conquer planets. He comes to Earth in 1988 and faces off against a different version of the Avengers. In this recap, we’ll break down the major plot points and how this storyline deviates from the standard MCU.

What If…? Season 2 Episode 2 Cast

  • Michael Douglas as Hank Pym / Ant-Man,
  • Hayley Atwell as Peggy Carter,
  • John Slattery as Howard Stark,
  • Kurt Russell as Ego,
  • Chris Hemsworth as Thor,
  • Laurence Fishburne as Bill Foster / Goliath,
  • Sebastian Stan as Bucky Barnes / The Winter Soldier,
  • Atandwa Kani as King T’Chaka / Black Panther,
  • Madeleine McGraw as Hope van Dyne,
  • Mace Montgomery Miskel as Peter Quill,
  • Keri Tombazian as Wendy Lawson / Mar-Vell,
  • Gene Farber as Karpov

What If…? Season 2 Episode 2 Recap

Peter Quill Crashes on Earth

The episode begins with Peter Quill’s spaceship crash landing in New York City in 1988, outside Grand Central Station. This is a young Peter Quill, abducted from Earth as a child just like in the main MCU.

But in this reality, Yondu hands him over to Ego instead of raising him himself. Ego transforms Quill into a cosmic being by activating his Celestial genes, intending to use him to seed planets for Ego’s expansion.

A Different Avengers Assembles

Peggy Carter and Howard Stark of SHIELD quickly realize Quill poses a huge threat. They assemble a team of available heroes which includes an older Hank Pym as Ant-Man, Bill Foster, King T’Chaka of Wakanda, and shockingly – the Winter Soldier.

This Avengers lineup comprises parents and associates of the mainstream MCU heroes. Having the Winter Soldier as part of the team creates an interesting dynamic, given his Hydra brainwashing.

Epic Superhero Battles

Quill proves too powerful for Ant-Man, Black Panther and the rest. Even Thor joining the fight can’t subdue Quill, who has already destroyed other worlds on Ego’s behalf.

We get some fantastic animated sequences as each hero unleashes their powers and technology against Quill but he overpowers them with his cosmic energy blasts. The animation pops bringing these iconic characters battling a common threat.

Hope Van Dyne Breaks Out Quill

Despite Quill’s immense power, Hank Pym’s young daughter Hope believes he is just a scared, manipulated kid. She uses Pym’s technology to break Quill out of SHIELD custody.

Hope connects with him emotionally, helping Quill realize Ego has just been using him. He travels back home to try and reason with his celestial father.

Winter Soldier Ordered to Kill

While Quill is on the run, Peggy Carter orders the Winter Soldier to track and eliminate him. There is tension given Bucky’s former friendship with Howard Stark.

When Bucky locates Quill grieving at his mother’s grave, Howard pleads with Bucky and is able to break through his programming. Bucky stands down.

Ego Arrives on Earth

Ego realizes Quill is having doubts and travels to Earth to force his hand activating the seeded planet. Quill stands up to Ego, accepting his friends’ help.

In an epic cosmic battle, Quill absorbs the seed’s power within himself and launches a final blast to disintegrate Ego, sacrificing himself in the process.

Heroes Regroup and Look to the Future

In the aftermath, Hope fosters a friendship with the young Peter Quill. Thor heads off to battle Ego’s true planet form for revenge.

Bucky drops his Winter Soldier persona and programming after Howard’s kindness. He sets off on a new path. The heroes have bonded and saved the planet.

Recap Summary

  • Young Peter Quill raised by Ego crashes on 1988 Earth with high power levels
  • Peggy Carter and Howard Stark assemble Ant-Man, Bill Foster, Black Panther, and the Winter Soldier as the Avengers
  • Quill overpowers the heroes until Hope Van Dyne breaks him out to reason with him
  • Ego arrives to force Quill’s hand in activating the seeded planet
  • Quill sacrifices himself to stop Ego and save Earth
  • Hope bonds with Quill, Thor leaves to battle Ego, and Bucky breaks his programming


In this alternate reality tale, young Peter Quill becomes a destroyer of worlds under father Ego’s influence before finding heroic redemption with help from Hope Van Dyne. His climactic showdown with Ego results in bonding between heroes and promising futures. The unique crossover of a Guardians hero against aged-up founding Avengers made for lots of fun interactions for Marvel fans.

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