Editor’s note: The following contains spoilers for Marvel’s What If…? Episode 3
The third episode of Marvel’s What If…? hit Disney+ today, and it’s arguably the most exciting installment yet. The animated Marvel Studios series dives into the multiverse to tell stories about certain MCU characters with slight changes – like what if Peggy Carter took the super soldier serum instead of Steve Rogers? – and we delight in watching how differently things play out. In What If? Episode 3, however, a brand new story is told involving nearly all of the original Avengers. A story in which they get killed off one by one.
Indeed, the central mystery of “What If… The World Lost Its Mightiest Heroes?” finds Black Widow investigating the deaths of the Avengers lineup, around the time of the events of Iron Man 2. First we see Tony Stark die, then Thor, then Hawkeye, and so on and so forth. Black Widow is the one trying to figure out who’s behind this, but you may or may not have noticed that while folks like Samuel L. Jackson and Jeremy Renner returned to voice their animated counterparts, Scarlett Johansson does not voice Black Widow in What If?
So who voices Black Widow in What If Episode 3? That would be Lake Bell, a talented and well-known actress and filmmaker in her own right. Bell’s live-action credits range from It’s Complicated to Children’s Hospital to her 2013 feature In a World… (about the world of voiceover acting, ironically), but she’s also an in-demand voice actress with roles in shows like Bojack Horseman and Harley Quinn, the latter of which finds her voicing Poison Ivy. Bell does a terrific job bringing Black Widow to life here in What If, to the point that you quickly forget that Johansson isn’t present.
Speaking of, why didn’t Scarlett Johansson voice Black Widow in What If? She’s not the only MCU performer to not return for this animated series. Chris Evans was replaced in the show’s first episode, and Chris Pratt was replaced for the show’s second episode. Similarly, Tony Stark is not voiced by Robert Downey Jr. in Episode 3 – that role is instead filled by voice performer Mick Wingert.
While the show’s executive producers have blamed scheduling for why certain MCU actors aren’t in What If, it’s also entirely possible that they didn’t return due to contract issues. Evans and Downey Jr. fulfilled their contractual obligations with Avengers: Endgame, and similarly one imagines Johansson’s contract concluded with Black Widow. And while the actress is currently in a very public legal battle with Disney over the Disney+ release of Black Widow, the voice lines for What If were recorded well before that standalone was given a hybrid release, so that specific litigation is almost certainly not a reason why Johansson didn’t return for What If.
Regardless, Bell does a swell job playing Black Widow, and I certainly wouldn't mind watching more animated stories with her at the helm.