How many times have you surveyed the trappings (and sometimes, the wreckage) of your life, scratched your chin, and wondered, “What If…?” For the folks at Marvel Studios, that collective chin scratching has manifested itself in a narratively and visually compelling new 3DCG animated series, What If…? The show marks Marvel’s first ever animated series, inspired by a 1977 Marvel comic anthology of the same name. With its third of nine Season 1 episodes now available on Disney+, the show has met, and exceeded, most critical and fan-centric expectations; it’s a beautifully animated, action-packed set of stories, each observed by “The Watcher” (Jeffrey Wright), told in alternate Marvel universes where a simple twist of fate upends everything we’re familiar with in the storied MCU.
Directed by Bryan Andrews and executive produced by Marvel film production honchos Brad Winderbaum and Kevin Feige, the show debuted August 11; a second nine-episode season is in development. What If…? features fan-favorite characters, including Peggy Carter, T’Challa, Doctor Strange, Killmonger, Thor and others, with over 50 MCU cast members – such as Hayley Atwell, Samuel L. Jackson, Sean Gunn, and the late, great Chadwick Boseman – reprising their iconic characters.
In assembling such a phenomenal cast, with most every MCU star returning to voice their animated doppelganger, Winderbaum notes, “Everyone embraced the idea of What If…? There was a kind of a giddiness around taking apart the character they had built for so many years in the MCU and putting it back together. Everyone had a great time with it.”
For Winderbaum, The decision to make the series, and produce it in animation, came about quickly. “To be honest, it was a stroke of inspiration that happened on the drive home from work one day,” the executive producer laughs. “I found myself in my driveway just texting with Kevin Feige, back and forth, about what this show could be. And, by the next day, the wheels were in motion, and we were on our way to making this thing.”
Having never worked in animation before, Winderbaum nevertheless knew the fantastical nature of the show could not be properly captured in live-action. “I knew the show’s concept demanded that it be animated,” he says. “In my first conversations with Kevin, very quickly, we knew it had to be animated. I had never produced anything in the animated space before, so I was in animation kindergarten when we started. But we wanted to revisit any point in time, any set, any character, any costume, any prop, anything we needed to, without having to actually build it. And because of the show’s concept as an infinite exploration of the multiverse, we knew we needed a limitless canvas, and that was something we could only achieve in animation.”
“I’ve been primarily a live-action film producer, and no matter how much control you think you have, there’s an element of chaos,” he continues. “A lot of live-action filmmaking is about pivoting from your preconceived ideas and improvising based on unexpected circumstances that surround your project. In animation on the other hand, you can bring as much preconception as possible so that you can dial in a perfectly realized vision.”
Winderbaum called on Andrews, an animation veteran, to direct the series. “He’s boarded many of our major action sequences over the years,” he says. “He’s an animation director and has been behind some of the best animated shows, like Samurai Jack, Sym-Bionic Titan and the original Star Wars: Clone Wars.”
“I’ve worked with Bryan before, and it was through him that I realized, ‘Oh wow, this is an entirely different art form,’” he continues. “Now having worked in it for three years, in some ways it’s the purest kind of cinema. It’s the artist’s brain and their imagination, fully realized as much as possible on the screen. Every pixel is deliberate.”
While comics often follow long, ongoing story and character arcs spanning many years, they also stand alone as distinct works separate from any that came before or follow. Winderbaum was deliberate in producing episodes that fit a broader, Twilight Zone anthology format, while still entertaining viewers who aren’t necessarily Marvel fans with familiarity of the MCU or the series. “When I was reading comics as a kid, I would often pick up ‘What If…?’ comics and read them with no prior knowledge of the stories and characters they were based on,” he explains. “Many times, they became a gateway to actually reading those source books. I remember picking up a Ghost Rider issue of ‘What If…?’, and I loved it, and then I read ‘Ghost Rider’ because of it. And I hope that the same is true for the series. Ultimately, each story needs to exist on its own terms. They need to have a character that you’re introduced to. If you watch no other Marvel movie, or you watch just one random episode of What If…? you should be able to get to know this character and enjoy the journey you go on with that character. Hopefully, if you’ve never seen the first Captain America film, but you’ve watched the Captain Carter episode of What If…? it might inspire you to go back and watch the film. That would be the best achievement for the show.”
Stylistically, Winderbaum knew he wanted the show to exist on its own terms, employing a unique look and animation style you don’t normally see being used. Asked if the show was originally slated for production in 2D, rather than the stylized, shaded 3D they chose to work in, he replies, “We weren’t trying to emulate something that came before. We wanted something you don’t see every day. Bryan brought [illustrator] J.C. Leyendecker [a pioneer known for his iconic ads and magazine covers including ‘The Saturday Evening Post’] to the table really early on, as well as a lot of illustration and painting from the early part of the 20th century… and some mid-century stuff.”
“Our head of visual development, Ryan Meinerding, has been working with studio since Iron Man came out in 2008. He designed the first Mark 1 suit. In watching him go from a 3D painterly space to more of a 2D design space, which we came to learn was actually his primary passion, we landed on a style that I coined the ‘Leyenerding Style,’ which is kind of half Leyendecker, half Meinerding.”
Inspiration for mood and atmosphere was taken from Disney’s beautifully painted Lady and the Tramp. Even classic comic panel and composition design from Jack Kirby and Steve Ditko was considered. The design team developed a specific and unique style that embraced an extensive array of reference material, as well as the overall Marvel world. Iconic characters born in the comics and featured in Marvel films were given stylized, and idealized, details.
“At that point, you add the [production designer] Paul Lasaine layer, with his textured, kind of painterly backgrounds, and Brian’s idea of shooting everything with this kind of anamorphic, Bokeh lensing that would spread the light in a particular way, then add this idea that they were like 2D characters that would sit in this three-dimensional atmosphere where it spread through vapor, and forms could bend… it all gives the show a unique look that feels unlike anything else I’ve seen.”
What If…? is now streaming on Disney+.
Dan Sarto is Publisher and Editor-in-Chief of Animation World Network.