What If…? Season 2 Episode 2 Ending Explained: How a New Avengers Team Stopped Celestial Peter Quill

The second episode of Marvel’s What If…? Season 2 on Disney+ culminated with an epic showdown featuring a unique assemblage of Avengers from the late 1980s. This alternate reality tale showed a dangerous version of Peter Quill who arrived on Earth as a child harnessing the powers of a Celestial.

In the ending, ultimately, Peter Quill is talked down from his misguided rage and convinced to turn against his villainous father, Ego. This paved the way for Earth’s Mightiest Heroes to band together with the young Star-Lord and defeat the cosmic threat looming over humanity.

Let’s break down this exciting conclusion to understand how it sets up an all-new alternate Marvel Cinematic Universe future. Major spoilers ahead!

Recapping Peter Quill’s Threat to Earth in 1988

The episode begins with Peter Quill arriving on Earth in 1988 – decades earlier than when he came in the main MCU timeline. This time, instead of being raised by Yondu and the Ravagers after his mother’s death, Peter was delivered straight to his father, the Celestial Ego.

Ego began transforming Quill into an extension of himself. After eight years growing immensely powerful with Celestial energy on Ego’s planet, Peter was sent back to Earth in 1988 on a hostile mission.

Peter unleashes his cosmic abilities at a carnival, attacking anyone who angers him over memories of his late mother. SHIELD director Peggy Carter assembles a team of available heroes – Black Panther, Winter Soldier, Ant-Man, Captain Marvel, Goliath, and Thor – to counter the extraterrestrial threat.

The Avengers Subdue Celestial Quill

The ragtag group of heroes clashes with the raging Celestial child Peter Quill on Coney Island. Despite being Earth’s Mightiest, they are nearly overpowered by Quill’s cosmic powers inherited from Ego.

In a timely arrival, Thor strikes Quill down with a massive lightning blast. This allows the heroes to subdue Quill and take him captive finally. Thor then explains Quill’s origins as one of Ego’s seedlings.

Peggy convinces the doubtful team not to hand Quill over to SHIELD. Instead, she asks for time to get through to him, realizing he is just a scared, grieving child lashing out.

Ego’s Arrival and Plan to Reshape Earth

Ego soon arrives on Earth searching for his son. The Avengers ambush the Celestial, but he easily withstands their attacks until Quill emerges from hiding. Ego manipulates his son into recommitting to their cosmic destiny.

As Ego begins reshaping the planet into an extension of himself, Thor reveals his full apocalyptic plan. Ego seeks to launch an “Expansion”, spreading his essence across the universe by assimilating millions of worlds.

Earth will become the newest pawn in Ego’s genocidal quest, unless the Avengers can stop him and turn Quill against his father.

The Avengers Change Quill’s Mind

Moved by Hank Pym’s counsel, Peter Quill realizes Ego is just using him as a means to an end. Recalling his mother’s love and last words to him being “Star-Lord”, Quill decides to fight for himself instead of blindly following his father.

Meanwhile, Peggy and Howard Stark convince Winter Soldier to break his Soviet programming, choosing loyalty to his friends over orders to kill Quill.

Star-Lord Defeats Ego With Help From the Avengers

With the Avengers’ support, Peter Quill stands up to Ego. Quill absorbs the power from one of Ego’s own seedlings, gaining enough strength to destroy him.

In a symbolic gesture evoking old Western films his mother loved, Quill makes a finger-gun and blasts Ego with his own cosmic energy, obliterating the evil Celestial.

The Avengers look to Quill now as a hero who will use his powers responsibly to help others, welcoming the newest member to their still-fresh team.

How the Ending Sets Up an Exciting Alternate Future

By the end, Peter Quill seemingly still retains some Celestial power, unlike his mainstream MCU counterpart. The Avengers prepare to take him under their wing and nurture his gifts.

This alternate 1988 team bonding so early, including T’Chaka’s Black Panther alongside Steve Rogers’ Winter Soldier, paves the way for a fascinating new timeline diverging from the main MCU.

The ending brings together an unlikely yet mighty band of heroes who will now work together to defend Earth from future threats. Quill fulfilling his heroic destiny as Star-Lord also ensures the Guardians of the Galaxy can still form eventually down the line.

This episode takes familiar characters in wildly new directions through its unexpected What If..? premise. Now fans are left to wonder how events like Infinity War and Endgame might unfold with Quill as an Avenger and Ego defeated three decades prior.

The possibilities are endlessly exciting. Seeing Peggy Carter organise the team further builds her leadership legacy in the MCU multiverse. Both hardcore and casual Marvel fans are sure to enjoy seeing this alternate timeline unfold across infinity.

Critical Moments That Allowed the Avengers to Triumph

Several pivotal moments throughout the episode enabled the Avengers to sway Quill and orchestrate Ego’s downfall:

  • Thor’s Arrival – His lightning blast was the only thing strong enough to subdue Quill. Thor then provided intel on the Celestials.
  • Peggy’s Compassion – Her empathy and counseling got through to Quill by treating him like a frightened child, not a threat.
  • Pym and Hope’s Bonding with Quill – Their family dynamic resonated with Quill’s longing for his mother.
  • Bucky Breaking His Programming – Choosing friendship over orders proved heroes can redeem themselves.
  • Quill Absorbing Celestial Power – This enabled Quill to channel enough energy to destroy Ego for good.

Each hero contributed meaningfully to the fight with their diverse skills, perspectives, and powers. In the end, they became greater than the sum of their parts.

Unanswered Questions for the Future

While the episode provides closure, it also leaves avenues open for more stories in this reality:

  • Will the Avengers now function more like the comics, with Steve Rogers leading?
  • How will Quill’s presence change major MCU events moving forward?
  • What becomes of the other seedlings Ego may have planted?
  • Could Quill meet Gamora someday and still form the Guardians of the Galaxy?
  • Does Thanos still enact his universe-halving snap, and how do the Avengers respond?

The potential ripple effects in this timeline are fascinating to theorize about. Perhaps one day we will revisit this universe in another What If…? episode.


In the end, What If…? brilliantly remixed the MCU again by bringing together an unlikely band of heroes in the late ’80s. This allowed a young Peter Quill to save Earth from the apocalypse and choose the heroic path of Star-Lord alongside the Avengers.

Flipping the script on Peter Quill’s origins opened up an exciting new alternate future timeline. The episode combined emotional storytelling with thrilling action in true Marvel style.

While Ego met his demise decades earlier here, clearly more cosmic threats await this fledgling super team. It will be incredible to see the new Avengers roster develop, with Peter Quill and Star-Lord playing key roles.

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