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"Two weeks earlier, Dr. Hank Pym journeyed into the Quantum Realm, searching for his long-lost wife. But in this universe, Janet van Dyne contracted a Quantum Virus that corrupted her brain. So when she finally reunited with her husband after thirty long years..."
The Watcher

What If... Zombies!? is the fifth episode of the first season of What If...?.


When the Avengers are infected by a zombie plague, surviving heroes search for a cure.


Hank Pym journeys into the Quantum Realm to rescue his wife Janet van Dyne after thirty years apart, but she had been infected by a quantum virus, which turned her into a zombie. Soon, Pym is infected and both return to the Earthly Plane, infecting Ant-Man while the Wasp escapes. The contagion spreads across America within hours. The Avengers arrive to combat the threat, but are overwhelmed and zombified as well.

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Two weeks later, Bruce Banner returns to New York City in the aftermath of the Attack on the Statesman and attempts to warn others about Thanos' impending assault, but he finds the neighborhood abandoned. He unsuccessfully attempts to turn back into Hulk when Ebony Maw and Cull Obsidian land on the streets in search of an Infinity Stone. Iron Man, Doctor Strange, and Wong attack and kill Thanos' henchmen in an ambush. Banner is overjoyed at the sight of his friend, but this feeling is short-lived as he realized that all five of them had been turned into zombies. The Cloak of Levitation, Wasp and Spider-Man then arrive to save Banner from the zombie platoon, with Wasp decimating the five zombies using her ant army.

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Other remaining survivors of the apocalypse include Happy Hogan, Kurt Goreshter, Winter Soldier, Sharon Carter, and Okoye. The party receives a beacon from a fellow survivor camp on progress towards a potential zombie cure, but the message's location was garbled. Carter deduces the message's hexacode to Camp Lehigh in New Jersey. At the Grand Central Terminal, Goreshter, Wasp, Banner and Spider-Man head to jumpstart a train, while Winter Soldier, Okoye, Hogan and Carter stand on guard. But as Hawkeye infects Hogan with the contagion, Carter uses his repulsor to kill him. Winter Soldier and Okoye encounter Falcon and kill him as well.

The rest are able to get the train running just as zombies start to close in. However, Captain America ambushes the vehicle en route to New Jersey and infects Carter, forcing Winter Soldier to confront and dispose of what was his best friend. Wasp explodes Carter's body, but finds that she had been wounded in the process. As infection starts to seep within Wasp's body, Spider-Man attempts to lift the group's morale, but Goreshter informs everyone that the train has come to a dead stop right outside the former S.H.I.E.L.D. base, where they are met with a zombie crowd.

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Wasp, knowing her time is up, grows into a giant to carry her party through the horde, passing away soon after. The remaining survivors then observe as the zombies do not attempt to scale the fenced perimeter of the base. They encounter Vision, whose Mind Stone manages to keep the undead at bay, as the contagion is a severe neurological affliction. Using the Stone's radiation, Vision was also able to cure Scott Lang of the disease, although only as a disembodied head. Banner proposes they use a satellite to broadcast the Stone's frequencies to cure the global population, which Okoye points out is only possible in Wakanda, as their force fields make it the last human sanctuary on the planet.

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Winter Soldier scours the base in search of a transport, but finds an infected Scarlet Witch and a crippled Black Panther instead. He had been carried out of San Francisco by Vision, only to realize that he would be served to his zombie lover. The synthezoid claims that although he was unable to cure Scarlet Witch's affliction due to her unparalleled power, he couldn't bring himself to eliminate her. Instead, he had been feeding survivors to her. Soon, Scarlet Witch-- starved of food for days-- awakens and kills Goreshter. Vision helps the rest of the group escape, but Okoye is captured and killed by Scarlet Witch. He points them to a hanger containing a Quadjet, before ripping out his own Mind Stone as a way to atone for his sins.

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The zombies begin to move in as Banner retrieves Vision's crest containing the Stone. Winter Soldier remains behind to confront Scarlet Witch, but is tossed aside. She attempts to devour Banner, but Hulk's last-second transformation saves him. He passes the crest onto Spider-Man as he runs out into the zombie horde, fully transforming into Hulk to buy his teammates extra time. The Quadjet flies out of its hangar as Hulk faces Scarlet Witch. The zombified Wasp catches the spacecraft, but Black Panther uses its boosters to break free.

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Spider-Man, Lang, and Black Panther are humanity's last hope. They head toward Wakanda to use the Mind Stone to save the planet. Unbeknownst to them, the undead Thanos already stands in the Golden City, waiting for them with five Infinity Stones in hand, along with the survivors infected.


Starring Cast:

Guest Stars:

Non-Speaking Characters:






Sentient Species





To be added



  • This episode features the first verbal mention of Ben Parker in the Marvel Cinematic Universe.
  • Wasp's infection in the episode is an homage to Galactus' death at the end of Marvel Zombies #5, falling to the ground as a giant and then having zombies attack her, feasting on her flesh.
  • T'Challa's limbs being harvested for sustenance by the zombified Scarlet Witch is a direct reference to the character's limbs being harvested for food by the infected Hank Pym in Marvel Zombies #2.
  • The deaths of the zombified versions of Ebony Maw, Cull Obsidian, and Doctor Strange at the hands of Wasp's insects at the start of the episode are a reference to the deaths of most of the zombies at the hands of a nanite-infused Sandman at the end of Marvel Zombies Return #5.
  • Scott Lang's head being sealed in a glass container is a reference to the zombified Janet van Dyne's disembodied head being placed in a similar apparatus in Marvel Zombies #5. A similar situation occurs with the zombified head of Hawkeye in Marvel Zombies 2.
  • The opening scene where Spider-Man swings in to grab Bruce Banner is a reference to when Spider-Man rescued Ash Williams from the zombified Avengers in the prequel comic Marvel Zombies vs The Army of Darkness.


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