What If…? asks, “What if the Captain Carter (Hayley Atwell) version of Captain America: The Winter Soldier was remixed with Black Widow?” “What If… Captain Carter Fought the HYDRA Stomper?” was written by A.C. Bradley and directed by Bryan Andrews.

Black Widow (Lake Bell) battles Chitauri on the streets of New York City. She’s joined by Captain Peggy Carter. Together with Thor, the Wasp, Hawkeye and Iron Man (Mick Wingert), they stand against the invasion. In spite of these differences, the remainder of the battle against the forces of Loki plays out much like the one in The Avengers did. At the conclusion of the cold open, Carter and Widow have cornered Loki on the roof of Stark Tower.

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The Watcher (Jeffrey Wright) informs us that he doesn’t usually do sequels. “What’s the point of revisiting a story when there are infinite stories to be told?” However, he notes that not every universe is home to a Captain Carter. The Watcher recounts that Carter was part of the team that saved all of existence in the What If…? season 1 finale. After those events, the Watcher returned the team members to their respective universes. However, he says that Carter’s story was just beginning.

What If… Captain Carter Fought the HYDRA Stomper? 

Carter is driving in Washington, D.C. She pulls over and is greeted by Natasha Romanoff. Carter informs Romanoff that Nick Fury (Samuel L. Jackson) has a mission for them. Later, the pair is aboard a familiar ship. Romanoff informs Carter that she’s located what the pirates were after. Carter may want to brace herself. It’s revealed to be the HYDRA Stomper. Romanoff says there’s someone inside. Carter asks if this is Steve Rogers. That’s when the Stomper activates, its eye lights glowing red.

The Stomper pursues Carter and Romanoff through the ship. They reach the main deck in time to see the Stomper take off into the sky. Carter uses her shield to knock the helmet aside, revealing it is indeed Steve Rogers (Josh Keaton) inside. The Stomper flies away. But first, he stops to blow up the ship.

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Back in D.C., Carter protests to Fury that he told her Rogers had died. Fury confirms this. He says after the war, Rogers and Bucky Barnes (Sebastian Stan) formed a two-man army that destroyed every HYDRA base on Earth. However, Rogers died during the final mission. Nevertheless, there have been rumors of the survival of the Stomper since the 1960s. Carter asks why she wasn’t debriefed on this. Fury says she wasn’t debriefed on Bigfoot, either.

Fury continues that the Stomper has been connected to some of the worst acts of terrorism in the past few years. Carter says Rogers wouldn’t do such things. Romanoff says he would if the Red Room was in control. It’s rumored the Red Room has control of the Stomper. Carter wants to seek out Rogers. However, Fury and Romanoff tell her Rogers is dead. And they say the Stomper isn’t human.

Quinjet vs Stomper 

Meanwhile, via hologram, Councilman Singh (Bernard White) discusses the Sokovian Aid package with Secretary of State Barnes. But that’s when Brock Rumlow (Frank Grillo) arrives with his team. He informs Barnes that an attempt is about to be made on his life. Barnes must be moved to a secure location. The Stomper flies up to the tower and begins to fire into the room. Fortunately, Carter’s arrived to shield Barnes from the Stomper’s fire. 

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Fury authorizes Romanoff to use lethal force on the Stomper. Meanwhile, Carter informs Barnes that the Stomper is Rogers. At Carter’s inquiry, Barnes explains that the Stomper is now powered by something Howard Stark cooked up after the war. But they’re interrupted by the arrival of the Stomper himself. Carter and the Stomper wrestle through the air. The Stomper eventually shakes Carter. When Romanoff arrives in a quinjet, the Stomper is again distracted. However, the Stomper soon causes a second quinjet to crash.

The Stomper returns to Barnes’ location. Romanoff arrives in her quinjet and targets the Stomper. But Barnes stands between the quinjet and the Stomper. Barnes asserts Rogers would be stupid enough to do the same for him. While Barnes appealing to his friend makes the Stomper hesitate, it doesn’t stop him. However, it delays the Stomper long enough for Carter to arrive and engage. 

The ensuing battle takes the pair into the air. Eventually, Carter seems to knock the Stomper unconscious with her shield. But now they’re falling a great distance to the ground. Fortunately, Romanoff arrives via quinjet and catches the duo before it’s too late. Barnes wishes them luck as he watches the quinjet fly away.

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Sokovian Military Base 

Romanoff tells Carter she’s taking them to a secret location in Scotland. As they work on the Stomper, Carter notes Rogers has barely aged. Romanoff explains this is a result of the suit. Further, she reveals he can’t be removed from it. She says they’ll find out who wakes up when the suit reboots. Later, Carter notes there is always a chance of problems with reactivation. Romanoff suggests they involve Stark or Banner. Carter is worried that the Stomper’s reputation as an international criminal will get him imprisoned, or worse.

Carter declares they’re going after the source: the Red Room. Romanoff says she understands how Carter got all those G.I. boys to follow a woman into war. Then Romanoff says she killed the head of the Red Room before joining the Avengers. She says this didn’t matter, since the location of the Red Room is a secret.

However, the Stomper has reawakened. He tells them he can take them to the Red Room. Carter believes him but Romanoff is skeptical. Soon, Romanoff and Carter are following the Stomper by quinjet. He leads them to a Sokovian military base. Until the 90s, it was a training camp for KGB spies. The Red Room took over after the Kremlin moved out. The location was designed to look like a stereotypical suburban American town.

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The trio walk the unnerving streets of the ersatz town. The mannequins that popular it spout strange phrases. Romanoff leaves Carter and Rogers to catch up. Rogers reveals he spent years trying to find Carter. Just before the pair can kiss, a Widow dart hits Carter in the neck. The mannequins have all gathered around them in the gazebo, and they’ve activated some kind of kill mode.

Stomper Away 

Carter, Romanoff and Rogers all battle the mannequins. They hold them off for a while, but eventually, they’re overcome. This is exacerbated by the Stomper apparently deactivating. The floating Red Room facility looms above them. They’re greeted by Melina (Rachel Weisz), who leads a cadre of Widows. It’s revealed that the Stomper has been under her command the whole time.

Melina reveals this was a trap to capture Carter. She says they can surrender and come willingly. Instead, Carter and Romanoff begin to fight. Carter battles the Stomper while Romanoff battles the Widows. The ersatz town provides a strange and smashable backdrop for the conflicts. The collapse of the water tower gives the heroes a chance to evade the antagonists for a while.

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However, our heroes can’t hide forever. Soon, Romanoff is fighting the Widows while Melina looks on, offering coaching to the Widows. Romanoff incapacitates the Widows using one of the mannequin’s weapon arms. Melina leaps into battle herself. Meanwhile, Carter protests that she doesn’t want to fight the Stomper as he fires upon her. She eventually knocks his helmet open and says, “This isn’t us.” She tells him she’s done fighting.

Elsewhere, Melina knocks Romanoff to the ground. Melina says she was proud of Romanoff, until she became an Avenger. Carter tells the Stomper she wants him. But he looks up at the Red Room hovering above. He launches and flies towards it. Meanwhile, Melina chokes Romanoff. But Romanoff uses a grappling hook to attach Melina to the Stomper. Thus, she’s dragged upwards after him. As the Stomper ascends, he fires at the Red Room, causing it to explode and fall to the ground. Romanoff and Carter flee from the falling debris.

What If… The Watcher Had a Blind Spot? 

The Watcher appears and acknowledges it isn’t a happy ending. But he also says it isn’t the end of her story. Back at Avengers HQ, Romanoff asks Carter if Stark knows she’s stealing his car. Carter says she knows Rogers is out there somewhere, and she believes he can be saved. Romanoff says they should hit the road.

RELATED: Catch up with all of our What If…? recaps here.

The Watcher says, “I see all. I observe all — what the hell is this?” Red energy appears on the ground. A red portal appears and Carter falls through it. The portal vanishes. Romanoff pounds the ground. She asks where Carter is. The Watcher agrees: that is a good question.

Carter wakes up under the stars in the woods. A variant of Fury arrives and inquires if Carter is the one who can save their queen. Wanda-Merlin (Elizabeth Olsen) joins him and says she will save their world. Carter says, “so much for taking a night off,” and begins calling for the Watcher.

The first five episodes of What If…? season 2 are currently available for streaming on Disney+, with new episodes daily through December 30.

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