Warning: This article contains spoilers for What If…? season 3.
The third season of Marvel’s animated series What If…?, which premiered on December 22, 2024, showcases an array of unexpected character variants from the Marvel Cinematic Universe (MCU). However, it’s noteworthy that several prominent actors from the live-action films chose not to reprise their roles for this season. Instead, new talent filled some of the void, leading to a mix of familiar and fresh voices throughout the eight episodes aired over the holiday period.
In the earlier seasons of What If…?, many original actors such as Robert Downey Jr., Chris Evans, and Scarlett Johansson returned to lend their voices to these alternate versions of their characters. Unfortunately, this trend did not continue for season 3, resulting in the introduction of new voice actors for several established roles. Notably, season 3 has been labeled as one of the most outlandish installments to date, making it an intriguing farewell to the series as it concludes.
14. Kari Wahlgren as Melina Vostokoff
Melina Vostokoff: Originally Played by Rachel Weisz
In season 3, Melina Vostokoff is seen as a member of the Avengers in the premiere episode, “What If… the Hulk Fought the Mech Avengers?”This depiction marks an interesting shift for the character, who was first introduced as a senior figure in the Red Room and Natasha Romanoff’s surrogate mother in Black Widow (2021). While Rachel Weisz originally took on the role and voiced the character as Iron Maiden in season 2, she was replaced by Kari Wahlgren in this latest season.
The recording for seasons 1 and 2 occurred concurrently, whereas there was a significant delay before season 3. This gap likely explains the change in voice actors. Despite being a minor character in the premiere, it’s anticipated that, should Melina appear again in live-action, she will be portrayed by Weisz.
13. Brittany Adebumola as Nakia
Nakia: Originally Played by Lupita Nyong’o
Similarly, Lupita Nyong’o did not return to voice Nakia in season 3. Her character is also involved in the Mech Avengers team, echoing the roles of T’Challa and Shuri as Black Panthers. Nakia was introduced as T’Challa’s love interest in Black Panther (2018) and maintained a significant presence in the sequel, Wakanda Forever (2022). For season 3, Brittany Adebumola took over the vocal role.
Given Nyong’o’s exposure as Nakia, the absence of her voice for this variant is certainly notable, especially considering her character’s complexity. Much like Melina, Nakia’s role in season 3 was quite limited, and there is speculation about Nyong’o’s future involvement in upcoming projects, including Black Panther 3.
12. Piotr Michael as General Dreykov
General Dreykov: Originally Played by Ray Winstone
General Dreykov, known from Black Widow, was voiced by Ray Winstone in live-action. In season 3, however, his character is voiced by Piotr Michael, who brought greater depth to Dreykov’s portrayal, particularly in episode 3, “What If… the Red Guardian Stopped the Winter Soldier?”Michael’s extensive experience includes roles in animated series and video games, leaving fans curious if he’ll continue to expand on this character in future seasons.
11. Kiff VandenHeuvel as Obadiah Stane
Obadiah Stane: Originally Played by Jeff Bridges
Portrayed by Jeff Bridges in Iron Man (2008), Obadiah Stane is recognized as one of the MCU’s first formidable foes. In season 3, Kiff VandenHeuvel steps in to voice Stane, a responsibility he has also held in previous episodes. The return of Stane sparked excitement, especially with recent rumors suggesting that Bridges may reprise the role in future MCU projects.
10. Matt Friend as The Grandmaster
The Grandmaster: Originally Played by Jeff Goldblum
Jeff Goldblum’s whimsical Grandmaster from Thor: Ragnarok (2017) was previously voiced by him in the first two seasons of What If…?. However, season 3 features Matt Friend voicing this character. Friend, known for his impressive impersonation abilities, delivered a performance so closely resembling Goldblum’s style that it felt seamless, leaving open the possibility for Goldblum’s Grandmaster to return in live-action form.
9. Jared Butler as Kaecilius
Kaecilius: Originally Played by Mads Mikkelsen
Deemed an underwhelming antagonist in the MCU, Kaecilius appeared as a minor character in Doctor Strange (2016) portrayed by Mads Mikkelsen. His return in season 3, voiced by Jared Butler, brought forth an intense rendition while hinting at the possibility of a future live-action comeback, particularly with the anticipated Doctor Strange 3.
8. Andrew Morgado as Laufey
Laufey: Originally Played by Colm Feore
Returning in season 3, Laufey, the Frost Giant king, was voiced by Andrew Morgado instead of his live-action counterpart, Colm Feore. While Laufey has a limited role in the MCU, Morgado’s experience in various animated projects adds an exciting dimension to the character. This variation in voice actors continues the trend of exploring different aspects of familiar characters.
7. In it Paul is Zeus
Zeus: Originally Played by Russell Crowe
In season 3, Darin De Paul lends his voice to Zeus, a role initially taken on by Russell Crowe in Thor: Love and Thunder (2022). De Paul’s ability to effectively mimic Crowe’s performance showcases his talent, while offering a fresh perspective on the character who refrains from joining battles.
6. Steven French as Malekith
Malekith: Originally Played by Christopher Eccleston
Once again featuring in the MCU, Malekith, played by Christopher Eccleston in Thor: The Dark World (2013), makes an appearance in season 3, albeit voiced by Steven French. This marks an intriguing return for a character whose potential has previously gone unfulfilled, rekindling hopes for deeper exploration in potential future projects.
5. Kari Wahlgren as Carina
Carina: Originally Played by Ophelia Lovibond
The character Carina appears once more, voiced by Kari Wahlgren in this season, deviating from the original casting of Ophelia Lovibond. Carina’s consistent presence across multiple episodes adds a layer of continuity to the narrative, signaling a possible future significance in the MCU.
4. Alejandro Saab as Quentin Beck’s Mysterio
Mysterio: Originally Played by Jake Gyllenhaal
Alec Saab supplies the voice for Mysterio in season 3, presenting a darker rendition of the character first introduced by Jake Gyllenhaal in Spider-Man: Far From Home (2019). This new iteration demonstrates Mysterio’s evolution in the multiverse, particularly with his ambitious control over Stark Industries.
3. Kenna Ramsey as Okoye
Okoye: Originally Played by Danai Gurira
For season 3, Kenna Ramsey voices Okoye, taking the reins from Danai Gurira. As a key member of the Alliance, this season’s portrayal presents a more tenacious version of Okoye as she combats Mysterio’s forces. While Gurira is expected to reprise her role in future films, Ramsey’s performance successfully captures the character’s essence.
2. Michelle Wong as Ying Nan
Ying Nan: Originally Played by Michelle Yeoh
Michelle Wong voices Ying Nan in season 3, distinct from her live-action counterpart portrayed by Michelle Yeoh in Shang-Chi and the Legend of the Ten Rings. Ying Nan joins forces with the Alliance in pivotal battles, although both actors have added different nuances to the character.
1. David Chen as Wong
Wong: Originally Played by Benedict Wong
Since his introduction in Doctor Strange (2016), Wong has become a staple of the MCU, but for season 3, his role is voiced by David Chen. Although it remains unclear why Benedict Wong was unable to reprise his role, fans hope to see him return in future projects, especially with ongoing developments in the Multiverse Saga.
This season of What If…? has highlighted the diverse voice talent available within the industry and has opened new doors for character storytelling in the Marvel universe.
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