Contains spoilers for "Loki" Episode 3.
A new episode of "Loki" has arrived on Disney+ one week after the ending of Episode 2 left us with a pretty big cliffhanger — and now, we have even more questions. Who is Sophia Di Martino’s villainous Variant? Why does she want to destroy the Sacred Timeline? Episode 3 took audiences to new places and expanded the timeline a little further, but the focus was definitely on forging a unique dynamic between Loki and this new Variant.
Ultimately, it’s kind of a bummer that Owen Wilson’s Agent Mobius didn’t reappear to berate Loki for running off and leaving him in RoxxCart during the 2050 hurricane. However, the episode definitely gave us plenty to unpack, thanks to all the handy explainers about the Variant’s skillset, her possible place in the Marvel Cinematic Universe, and what this might mean for our Loki. Here’s everything about the plot and ending of "Loki" Episode 3, explained.
Marvelous — and magic — margaritas
Surprisingly, the episode doesn’t kick things off right from the moment Loki and the Variant step through the Time Door in RoxxCart — instead, director Kate Herron and writer Bisha K. Ali bring the audience, as well as the Variant and Sasha Lane’s Hunter C-20, out for drinks. They two "best friends" are drinking margaritas in a supposedly scummy dive bar, which is all an elaborate illusion so that Lady Loki (if she is that version of the Asgardian at all) can extract information about the TVA from C-20.
As we learn towards the episode’s end, this "Inception"-style technique is one of the Variant’s impressive skills that Loki doesn’t seem to have — different Loki, different powers. With this enchanting skill, it makes Lady Loki a pretty formidable opponent, because how would anyone know what’s real if she can make them believe they’re somewhere else just to get secrets and information out of them? (More on that later.)
Anyway, thanks to a sleepy confession from Hunter C-20, the Variant knows that the elevators that go to the Time Keepers’ chamber are behind a set of gold doors. It’s still not clear what she’d do if she came face-to-face with the Space Lizards — the insinuation is that she’d kill them, but it seems as if her plans go a little deeper than that. Before anything about the Variant’s plan can be revealed, Loki pulls the villain through another Time Door before Ravonna Renslayer (Gugu Mbatha-Raw) can execute them both. Loki may have saved their lives — but he also stranded the duo in yet another apocalypse.
Because Loki instinctively took the duo to a new place in time, he didn’t carefully choose their destination, hurling them onto the doomed moon of Lamentis-1 in 2077 and draining the power out of the time-travelling TemPad device in the process. While this location isn’t a well-known cosmic setting in the comics or the MCU like Xandar, Sakaar, or Hala, it does briefly appear in the 2007 "Annihilation: Conquest" prologue comics. Is this a small hint that alien baddie Annihilus is on the way? Maybe, but it at this point it feels more like an Easter Egg than a genuine tease for this longtime Marvel Comics villain.
As Loki and the Variant arrive, the mining colony and everyone living on the moon is about to be wiped out by the approaching planet above it, unless they can escape on a nearby ship. After some illusion-trickery, the mischievous duo sneak their way onto a train heading for the evacuation craft, the Ark. With some time to kill, the terrible twosome chat about their lives and their respective abilities. It’s arguably the best scene in the episode, because, like Loki’s time-therapy conversations in the first two episodes, it forces the trickster to look at his own life from a different perspective.
Meanwhile, audiences probably didn’t expect to hear what the God of Mischief thinks about love. We’ve never seen him in a romantic relationship in the MCU, but it’s clear he’s got some very complicated feelings about love — comparing it to a dagger, and noting that it can disappear in an instant. Loki also reveals that he’s bisexual in this quiet, emotional scene, something later confirmed by director Kate Herron on Twitter. Of course, he’s already a queer character within Norse mythology and is gender fluid in the comics — but it’s great that the MCU has finally acknowledged this.
Sylvie has plenty of secrets
Though many assumed that the blonde trickster to appear in "Loki" was Lady Loki, Episode 3 seemed to reveal that this may not actually be the case at all. She constantly berates our trickster for referring to her as a Loki, eventually sniping that her new alias is Sylvie — a detail that was spoiled in the international credits of Episode 2 a week earlier. Right about here is where things get complicated. Sure, Sophia Di Martino looks like Lady Loki (albeit with blonde hair) and has a Loki-style outfit. But since she’s going by Sylvie, the MCU is seemingly also making her into another character at the same time: Enchantress.
In the comics, there’s a version of Enchantress that’s a woman named Sylvie Lushton, who is given Asgardian abilities by Loki himself when the Norse gods move Asgard to Oklahoma. Marvel Studios has always taken the stories and details from the comics and put its own spin on things for the MCU, so it’s entirely possible that Kevin Feige and creator Michael Waldron have combined Enchantress and Lady Loki into one variant that honors both characters.
However, Sylvie also starts revealing certain puzzle pieces about her life before the events of the series, explaining that she’s been on the run from the TVA for her whole life. If that’s truly the case, then that raises all sorts of questions about where in Loki’s timeline she may have actually come from — if she’s actually truly a Loki variant at all. But that’s not all she revealed.
The truth about the TVA
Perhaps the biggest revelation in the episode comes after the pair of Lokis are thrown off the train heading to the Ark. As they traipse across Lamentis, Sylvie explains that the mind of Hunter C-20 was "messed up" and "clouded," noting that C-20 had to trawl through a memory from hundreds of years ago, from before she joined the TVA. So far, viewers have been led to believe that when the Time Keepers created the TVA, they also created all the agents like Mobius, Ravonna, and Hunter C-20 — but apparently that’s not the truth at all.
Sylvie shockingly reveals that everyone in the TVA is a variant, just like herself and Loki. So does that mean Mobius is obsessed with jet skis because in his normal timeline he liked them too? Which timelines were all the TVA agents from? How did the Time Keepers assemble them after the Multiverse War into this cosmic bureaucracy? And just how does Sylvie know all this? These are just a handful of the questions this scene raises.
It’s the end of the world, and Loki feels fine
In "Loki" Episode 2, the series established that time-travelers typically don’t have any effect on an apocalypse event because they’re fixed points in time, which means nothing about it can be changed… so it does seem a little pointless that Loki and Sylvie attempt to get on the evacuation ship in the first place. Obviously they can’t just sit on Lamentis and wait to die, but it was only last week that we watched Loki destroy Mobius’ salad to explain just how apocalypse events work.
As such, it was more than just a long shot that Loki and Sylvie would manage to succeed here. The Ark was always destined to blow up, so it isn’t surprising that the episode left them facing annihilation in the neon-drenched city. As cool as those "Blade Runner"-like streets are, Lamentis-1 was always destined to be destroyed.
Sylvie hammers that home when they first land there, noting that of all the apocalyptic events they could’ve gone to, "this is the worst one." So, how will Loki get out of this one?
Well, here’s a theory: Lamentis-1 might not be real. Look at the focus given to Sylvie’s enchanting abilities throughout the episode — what if she’s simply put Loki into an illusion in an attempt to get more information out of him about the TVA? Sure, it would undercut the entire drama and stakes of this episode, but it would definitely be an interesting twist.
In the meantime, fans will just have to wait to see what happens to Sylvie and Loki until next week — new episodes of "Loki" drop every Wednesday at midnight PST on Disney+.