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Marvel Cinematic Universe Wiki
For other uses, see Watcher (disambiguation)

"That's it, isn't it? All creatures searching for a place to belong. To call home. As for me, I am the Watcher. The Multiverse, every single world, every single story is my home, and I will protect it to the end."
The Watcher

What If... The Watcher Broke His Oath? is the ninth and final episode of the first season of What If...?.


Out of options, The Watcher gathers heroes from across the Multiverse in order to defeat Ultron.


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While infiltrating Georges Batroc's ship, Captain Carter is visited by The Watcher, who has chosen her to fight against Ultron. In other universes, the Watcher also visits and abducts Star-Lord as he fights Ego during his expansion, Gamora as she melts the Infinity Gauntlet with Iron Man and Eitri, Erik Killmonger just as Pepper Potts, Shuri and the Dora Milaje close in on him in Wakanda, and Thor during his brawl against Ultron Sentries in Las Vegas. The five are taken to a pub created by Doctor Strange, where he and the Watcher brief them about Ultron's war on the Multiverse.

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When Thor carries the head of a Sentry along with him, Killmonger takes it for himself. The newly-christened Guardians of the Multiverse devise a plan on confronting Ultron: Thor will lure him to their position as the team targets the Soul Stone for removal. Then, Gamora will utilize her Infinity Crusher to destroy the rest of the Infinity Stones. Afterwards, the Watcher transports them to another universe to set their plan in motion. However, Thor accidentally gains Ultron's attention prematurely, forcing the Guardians to accelerate their plan as Strange enchants the team with an advanced protection spell and Gamora and Killmonger enter a portal created by the Watcher.


Strange and Thor bombard Ultron with a swarm of Mjølnirs, allowing Star-Lord to steal the Soul Stone. Strange then summons a horde of zombies, led by Wanda Maximoff, on Ultron before the team depart to his home universe, where Black Widow intercepts the Soul Stone, believing the Guardians to be Ultron's lackeys. Carter reveals her close friendship to the Black Widow of her universe, indirectly recruiting her to the team. Not long after, Ultron arrives to reclaim his missing Stone, having made quick work of the zombie horde.

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Ultron attempts to destroy the galaxy with the five Stones, but is negated by Strange. As the AI and the Guardians wrestle for the Soul Stone, Strange manages to repeatedly nullify Ultron's attacks as the team pin him down, allowing Gamora to attach the Crusher onto the Stones. This fails as the Crusher was only designed to destroy the Infinity Stones of its original universe, allowing Ultron to recover the Soul Stone. He turns his sights on Strange and attempts to kill the sorcerer. Carter and Black Widow are blown away and land next to Black Widow's motorcycle, where she finds the arrow infused with Arnim Zola laying beside it.

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Black Widow gets Carter to expose Ultron's eye, allowing her to pierce it with the Zola arrow and have the HYDRA algorithm destroy the AI's codebase. However, Killmonger uses his Sentry Head to claim Ultron's armor and the Stones for himself. Zola-- who had assumed Ultron's body-- attempts to take them back, pitting the two in a deadlock struggle. Realizing that there is no way to truly win, Strange encapsulates Zola and Killmonger in a pocket dimension as the Watcher teleports him back to his home. Strange assigns himself to observe the reality bubble, while the Watcher sends the rest of his recruits back to their home universes.

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Noticing a portrait of Steve Rogers, Carter considers heading back into her past, but the Watcher convinces her to attend to her present day. Unable to restore Black Widow's world, the Watcher instead places her in the universe where the Avengers had been assassinated, as Nick Fury, Captain Marvel and Captain America fight Loki and the Asgardians. There, Black Widow steals the Scepter and uses it to subdue the God of Mischief. Meanwhile, Peter Quill joins Star-Lord to fight Ego, Gamora and Thor reunite with Iron Man and Jane Foster in their respective realities, and Carter finds the HYDRA Stomper Armor stashed away on Batroc's ship with the help of her Black Widow. Reclaiming control of the Nexus of All Realities, the Watcher vows to protect the Multiverse for as long as he can.


Starring Cast

Guest Stars

Non-Speaking Characters






Sentient Species


  • Mystical Beings




Song title Artist Location(s)
Themes from Black Panther Ludwig Göransson
Midnight Serenade APM Music
Themes from Black Widow Lorne Balfe
Themes from The Avengers Alan Silvestri
Themes from Doctor Strange Michael Giacchino
Themes from Captain America: The First Avenger Alan Silvestri



  • This episode features the final performance from Chadwick Boseman in the role of T'Challa as well as his final acting performance overall.
  • This is the first episode of What If...? to:
    • Not feature an opening narration by The Watcher.
    • Not focus on one particular alternate universe.
    • Not contain any references to the main universe.


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