This review contains spoilers for episode 5 of What If...?.
In one of Mysterio’s illusions in Spider-Man: Far From Home, a zombified Iron Man rises from his grave and tries to eat Spidey in a nod to the classic Marvel Zombies comic book. After that initial tease, Disney Plus’ What If...? has served up a full Marvel Zombies episode in the middle of its first season.
This episode has been highly anticipated ever since a flesh-eating Captain America was spotted in the trailer. Despite this anticipation, “What If... Zombies!?” doesn’t disappoint. It’s everything MCU fans could’ve hoped for from a zombie cartoon set in their favorite comic book universe.
“What If... Zombies!?” has a brilliantly fast-paced script penned by showrunner A.C. Bradley. While a lot of previous What If...? episodes skipped past tender emotional moments and big action scenes, “What If... Zombies!?” races through the boring stuff explaining the backstory of the undead and basks in the exciting stuff like those undead eating beloved superheroes. Spidey’s “How to Survive the Zombie Apocalypse” video doubles as both a brisk, efficient exposition tool and a great gag.
Decades after George A. Romero defined the zombie movie with Night of the Living Dead, it’s become one of the most well-worn and predictable horror subgenres. “What If... Zombies!?” offers a fun twist on this familiar formula with superpowered zombies. Iron Man, Captain America, et al can still use their superhuman abilities after being infected. Ebony Maw uses his telekinetic powers to drag his unsuspecting victims across the street and suspend them in mid-air while he devours them. This is a zombie story like no other.
The premise deviates from Avengers: Infinity War when Heimdall sent Bruce Banner down to Sanctum Sanctorum. The Infinity War scenario makes Banner like Cillian Murphy in 28 Days Later as he wanders through the empty streets of a post-apocalyptic city, clueless as to what happened to humanity in his absence. Instead of awakening from surgery in hospital, Banner is transported to Earth to warn about the arrival of Thanos and finds that the human race has already suffered a worse fate than the one they’ll suffer at the Mad Titan’s hands.
When the story gets into full swing, Banner joins a ragtag group of survivors seeking a cure for the Quantum Realm’s zombie virus. This collection of characters is random enough that the fact they’re all that remains of humanity who only have each other is believable. The group includes both A-listers like Spider-Man and Black Panther and fan-favorite supporting players like Okoye (arguably the episode’s best zombie killer, which is appropriate considering she’s played by The Walking Dead’s best zombie killer) and Happy Hogan.
Throughout the episode, as with any story about a band of survivors traversing a zombie-infested wasteland, the group gets smaller and smaller. The constant deaths of both major and minor characters create a real sense that anybody could die at any moment. “What If... Zombies!?” kills off Avengers left and right, even more so than the episode about a serial killer picking off Earth’s mightiest heroes. This offered a refreshing change of pace for the MCU, since the franchise usually plays it safe and keeps characters around for eight or nine movies before they even think of killing them off. It’s another great example of the What If...? writers taking advantage of the hypothetical, multiversal nature of their stories. There’s never going to be a sequel, so they can do whatever they want.
As usual, the non-movie voice actor sticks out like a sore thumb. When Mark Ruffalo is playing Banner and Danai Gurira is playing Okoye and Paul Bettany is playing Vision, it’s distractingly obvious that Spider-Man isn’t played by Tom Holland (instead, he’s played by Hudson Thames). Sebastian Stan’s voice acting is a lot better here than it was in “What If... Captain Carter Were the First Avenger?” Most of the MCU’s stars have never done voice acting before and it’s a totally different beast than regular acting. In his first What If...? episode, Stan’s vocal performance was a little bland and emotionless, but his more engaging, nuanced turn in “What If... Zombies!?” shows he’s starting to get the hang of it.
Bradley has a lot of fun with zombie tropes, like one of the survivors slowly succumbing to a scratch and sacrificing themselves to save the others (with a superpowered bent) and another one holding onto the undead version of someone they love because they can’t let go. Vision holding onto a zombified Wanda in this universe is an interesting parallel to Wanda resurrecting Vision in a sitcom fantasyland in the mainline universe.
The animators of What If...? have been doing incredible things with the lighting of each episode, especially since they’re working in a 2D style, and in this one, they have a lot of fun playing with light in a horror context. Happy is dragged into the shadows. Zombie Cap rears his head just as a train is going into a dark tunnel. When Banner thinks he’s being saved by Iron Man and Doctor Strange, the obscured lighting hides the revelation that they’re actually just hungry for brains and living flesh.
With just half an hour to introduce a whole new universe, most What If...? episodes have had to rush their storytelling. This has meant that the climactic sequences often fall short of the cinematic spectacle they promise, but “What If... Zombies!?” is an exception. The episode culminates in a standoff with the most powerful Avenger’s undead form, and the Chaos Magic-wielding zombie proves to be nearly unstoppable. Every time the heroes think they’ve defeated her, she rises back up again. Their ultimate victory really feels earned.
In the closing moments of the episode, a surprisingly hopeful ending suddenly takes a super-dark turn. It’s like the end of Dawn of the Dead if the whole universe was definitively doomed seconds after the helicopter flew away to an uncertain fate. One of the greatest things about What If...? is that the writers aren’t afraid to go into really bleak territory and turn what appears to be a happy ending into a tragic one in a heartbeat, and “What If... Zombies!?” exemplifies that.