Marvel's Guardians of the Galaxy Vol. 2 is a 2017 live-action superhero film produced by 20th Century Fox and Marvel Studios. It is the overall twentieth film in the Marvel Cinematic Universe and the direct sequel to Guardians of the Galaxy. The film was released worldwide May 5th 2017.


Guardians of the Galaxy was, much to surprise of Marvel Studios and the entertainment industry as a whole, a critically acclaimed motion picture and an extremely profitable franchise for 20th Century Fox's film slate. James Gunn, the director of the first film was supposed to be hired to helm the sequel, but due to having commitments with other projects was unable to do it. Indie director Taika Waititi was instead hired in his place. Kevin Feige and Marvel Studios wished to have the Guardians play a much more prominent role in the overall direction of the Marvel Cinematic Universe and to help lead into their upcoming Avengers 3, which was planned to star Thanos as the main villain. After Comic Con Summer 2015 Phase 3's schedule was publicly shown. Including the Guardians sequel which was revealed to be titled Guardians of the Galaxy Vol. 2 and given the prime time May release slot in 2017, one year exactly before Avengers 3 and two years before Avengers 4 respectively. Feige described this decision as being intentional claiming that Guardians of the Galaxy Vol. 2 would act as the beginning to an "unofficial" trilogy of films telling one large story that would be continued in Avengers 3 in 2018 and concluded with Avengers 4 in 2019.

Connecting furthermore to the greater Marvel Cinematic Universe, the Hulk's disappearance at the end of Avengers: The Ultron Imperative was meant to set up the Planet Hulk storyline for either Guardians of the Galaxy Vol. 2, Thor: Ragnarok, or Avengers 3. Marvel Studios approached Taika Waititi with the option to use the Hulk if he wanted to but if he didn't the character would simply be moved into another Phase 3 film. Waititi fortunately agreed to do it claiming to be a fan of Planet Hulk and thinking Bruce Banner would fit well with the Guardians.

Principle filming began in mid 2016 and the film was released on schedule May 5th 2017.


  • Chris Pratt as Jason Quill/Star-Lord
  • Zoe Saldana as Gamora/Umbra Requiem
  • Bradley Cooper as Rocket (Voice)
  • Vin Diesel as Kanoot (Voice)
  • Dave Bautista as Drax the Destroyer
  • Pom Klementieff as Mantis
  • Matthew McConaughey as Adam Warlock/The Magus
  • Jeff Goldblum as En Dwi Gast/The Grandmaster
  • Mark Ruffalo as Bruce Banner/The Hulk
  • Hugo Weaving as Johann Schmidt/Red Skull
  • Taika Waititi as Korg
  • Josh Brolin as Thanos
  • Michael Rooker as Yondu Udonta
  • David Hasselhoff as Sphinxor
  • Robert Downey Jr. as Anthony "Tony" Stark/Iron Man (Cameo)


The film starts by simply showing an alien television set. On the screen a show with bad video quality and fuzzy audio begins playing. It consists of an alien man who introduces himself as Sphinxor talking to the viewer asking them if they've heard the good word of their holy savior, the Magus. His Church of Universal Truth knows the evil that is inherent to this sinful universe and within every creature's soul. But not all hope is lost, they have to choose to overcome darkness and reach for salvation. It then shows thousands of aliens gathered praying and worshipping in unison inside of large Churches, with the host telling the viewer to find the nearest Templeship and submit themselves to the all encompassing grace of The Magus. The rest of their days will be spent fed, sheltered, and loved by billions of other true believers, entering the Idyllic Kingdom when the time comes. With cleansed souls and pure hearts they will be blessed with the Universal Truth that The Magus died to gift them with. The Host and a choir then begin to awkwardly sing a jingle that goes ♫ Praise be Universal Truth, Praise be Universal Truth, my soul is free, my eyes do glow, and now I can escape my pain, let all who hear me know

Suddenly, It then shows the Guardians of the Galaxy on the planet Kree-Lar gathered atop of a skyscraper prepared for a battle against the Many-Angled One! Star-Lord says they all attack on the count of three and before he can start counting down Rocket asks him if he means when he's done counting or when he says "three". Jason says it doesn't matter just get ready, but the Raccoon argues he has to know what he's talking about if he's going to be their leader. A baby flora Halfworlder named Kanoot tells Rocket "I am Kanoot" and the Raccoon replies he is not scared of the Many-Angled One and to mind his own business. That his father, Groot, wasn't so nosy and Gamora eventually yells for them to shut up noticing the Many-Angled One roaring to them. Drax begins to charge screaming that he will cut its head clean off. The Destroyer then makes his jump for it, but proceeds to get swallowed, as Jason winces. All the Guardians begin fighting until Kanoot finds Star-Lord's walkman and begins dancing to Mr Blue Sky while the brutal fight continues. Drax eventually slashes his way out of the Many-Angled One's stomach and all the Guardians get covered in its guts except Kanoot, who laughs at them.

The Guardians of the Galaxy after cleaning themselves up inform the Kree Minister who hired them the Many-Angled-One is dead. He thanks them for their service to the Kree and hands them a currency card containing their payment of ten million units. They return to the Milano where Gamora cashes the Card and after looking over their finances informs the Guardians that they've done enough jobs around the Galaxy to take a vacation to Contraxia. All the Guardians begin to celebrate with Drax and Rocket listing off all the things they want to do at the planet's famous resorts. Star-Lord and Gamora then go to the other room where she tells him that she's most looking forward to getting a room that overlooks the Ice Fields at dawn. Jason, however, claims he only has one thing he wants to do and that's rent out a bunch of Love Bots with her to have an eight-way orgy. Gamora pushes him away after saying that asking why he has to make everything so crude. Jason claims it's a vacation and asks when they're ever going to go back to Contraxia again.

Gamora informs him that's the point! He is her lover and she wishes to be intimate with him, but all he can think about is sex like a hormone crazed animal. Star-Lord tells her he's a man, he has needs, and one of them happens to be doing his girlfriend and a small army of android prostitutes at the same time. Gamora tells Jason she is done talking about this and it cuts to later in the night where she's asleep and Star-Lord is watching her standing in the doorway. Drax quietly joins him and when Jason notices him gets startled, asking where he came from. Drax insists that he has mastered the art of "invisibility" he moves so quietly, he becomes undetectable. Jason continues looking at Gamora and tells the Destroyer about their argument before and he makes the observation that there are two types of beings in this universe, those who dance and those who do not. He is a dancer and Gamora isn't. They'll need to learn how to move past that to enjoy their time on Contraxia together. It might be the last time they ever spend together. Star-Lord asks what's that supposed to mean and Drax says that he and his wife, Hovat, were the same. Even at a Prosilican war rally where everyone was dancing she wouldn't so much as tap her foot. He longs for that despite how much it used to anger him. The only way he can remember it is when he fights, but that he will think of him and Gamora as well. Jason tells him thank you and Drax responds by giving him a hug, despite Quill insisting he doesn't want one.

The Milano flies into Contraxia's atmosphere while listening to Lake Shore Drive as they land Rocket begins giving Kanoot advice on how to steal shampoo from the rooms until the Guardians are all shocked to see the Resort being torn down and guests being killed or dragged away in chains. Star-Lord reads the notice out loud which claims Contraxia has been seized and "purified" by the Universal Church of Truth. Gamora tells them they need to get out of here right now noticing a group of Church Cardinals approaching she takes them behind a building. Jason asks why they're hiding, insisting he wants to give these guys a piece of his mind, they've been planning this trip for months. Gamora explains she's encountered the Universal Church of Truth while working as a Child of Thanos, they're dangerous fanatics. An entire religious Empire dedicated to the teachings of a prophet named the Magus, he saved his people extinction so now they think he's a divine being. It made them obsessed with life, so much so that they travel around the Universe giving any planet the Church deems "sinful" a choice, to convert or be converted. Rocket realizes these are the same people behind those terrible commercials he sees every night, she should've just lead with that, nothing worse than a bunch of religious nuts.

He starts walking away and Star-Lord yells for him to get back here, telling everyone so what a bunch of bible thumping jesus freaks are ruining everyone's fun. They're the Guardians of the Galaxy, they don't get pushed around. He then says there must be some sort of Covenant they're all coming from, they'll just go there, kick them out and then everything goes back to normal. Kanoot shouts out that he agrees with Star-Lord and Drax claims too would relish a good fight, but Rocket isn't convinced. Claiming there are ten other planets in the Galaxy they can go to instead. Gamora though says to him it's more than just getting the vacation back, there were people here who got massacred and others who are next. They could find the Church's Templeship in nearby Space and stop them right now. Rocket backs down and they all start walking to the Milano, Drax wonders to Kanoot why the Children of Thanos would oppose the Church for doing exactly what their father does. Kanoot simply responds saying "I am Kanoot!"

Act 1

In Space, hoards of citizens from all over the Galaxy begin landing their cruisers inside of a large golden Templeship as the Milano is shown doing the same. The Guardians all walk out and are instantly greeted as "newcomers" by a man simply called “Red Skull”. Who insists they've all made the right choice to join this celebration of life and have their souls be saved. The Cardinals confiscate all of their weapons and currency cards before they are allowed entry into the Church. Once inside, Star-Lord start telling them the plan. Kanoot has to go over to the wall and discreetly rip out four of those Anulax Batteries that are powering the Templeship. Once he has them Rocket needs to use the batteries to make a circuit breaker that can disable the electrical grid so they can get their weapons, then it's game time. Kanoot runs through the Templeship under everyone's feet until running behind a back room curtain only to see Sphinxor inside secretly smoking an alien hookah. He gives Kanoot a dirty look and closes the curtain, the baby Halfworlder simply running the other direction.

Gamora looks at all the devout Churchgoers and tells Drax how disgusting it is seeing all these brainwashed fools blindly putting their faith into this tyrannical Empire. She hasn't followed any religion since being abducted and never will. Drax agrees and claims he is counting down the seconds for when the adorable tree returns with the "Harbulary" Batteries. Gamora tells him they're called Anulax Batteries but Drax insists it's Harbulary and that she's wrong. Kanoot eventually hands Rocket the Anulax Batteries and he begins opening them only to realize something and gets Quill's attention while he's listening to his Walkman. Jason asks what the problem is and Rocket explains these Batteries don't have any charge in them, they aren't run on any element he's familiar with. Jason and him start to bicker until Red Skull gets the entire Templeship's attention claiming that fortune has smiled upon all of them for on this day, the Magus himself is visiting to read Gospel from his own sacred tongue. Suddenly, it then begins playing Jesus Christ Superstar (the song Jason was listening to on the Walkman) as a man with Gold Skin and a large staff containing a glowing orange gem on the end of it walks out and everyone begins cheering and crying wishing their prayers to him, all the Guardians staring in awe. Gamora commenting she's never seen the Magus in person, it's like his skin is crafted from the finest Cotati silk. Drax begins tearing up muttering "I believe".

Rocket looks down at the Anulax Batteries and they begin glowing twice as strong, the Raccoon telling Quill he thinks these might run on faith instead of fuel. Which means he can't use them to make anything. The Magus speaks to the entire congregation telling them to embrace life, but also be worthy of its preciousness. His Staff of Karnic feels the Souls of every being who praises his name. But that he is a man of action, not thoughts. Life is only worth living to those who seek out the truth. In this Galaxy death and ignorance reign supreme. But they know better, they are all his chosen few worthy to hold a piece of the Soul Stone inside of themselves. Jason realizing his staff has an Infinity Stone inside of it. Red Skull, standing next to the Magus, then begins telling a story about how he was once lived as a sinner merely motivated by the pursuit of power until, it cast him out and brought him to the Soul Stone, raising him from perdition and purging him of his wicked ways. The Magus proclaims to the Church they can all be saved like him, which is why they will now recite an Om to Life and their hope of being worthy enough to enter the Idyllic Kingdom. He starts to chant, the Karnic Staff glowing, and the entire Church does the same all except for the Guardians of the Galaxy. The Magus instantly noticing their intentions are different he commands everyone to be silent, claiming there are conscientious objectors in their midst. He walks down to the Guardians and asks what troubles them.

Star-Lord begins to distract him while Gamora grits her teeth and Rocket hides the stolen Anulax Batteries. Jason yammers about how they're just... nervous that they might not be able to go to the "Idyllic world". The Magus explains many spend their whole lives never being pure enough to enter as is written in the old scriptures. All of the Churchgoers begin taking out their copies and reading them aloud, causing the Batteries to begin glowing exceptionally bright and eventually burn through Rocket's satchel. Falling on the ground revealing to the congregation and the Magus that the Guardians had stolen them. Gamora knowing the gig is up fights off two of the Cardinals and is about to kick the Magus too, but he slaps her down and shouts out that they have brought upon themselves eternal damnation and uses his Karnic Staff to release a powerful blast of Soul Energy that shatters much of the Templeship and forces everyone back in a strong blow.

The Magus prepares to use the Karnic Staff again to kill them but stops himself, realizing that if he strikes them down like this they will be sent to the Idyllic World. He lowers the staff and instead commands his Temple Cardinals to slay the heretics! The Churchgoers all begin fleeing in fear and the Guardians attempt to the escape and fly away on the Milano. The Guardians of the Galaxy all bicker to one another until making their way to safety on the Milano and fly away from the Templeship. They all catch their breathe inside until noticing an entire fleet of Church Omnicrafts appear and start pursuing them. Star-Lord and Rocket take control of the Milano and begin arguing with one another. Rocket eventually getting frustrated and commenting he needs to kill something and starts to shoot down the Omnicrafts using the Milano's offensive systems.

Gamora points out he's not killing anyone, the Universal Church of Truth values life too much, all of their ships are remotely piloted. Inside the Templeship, all the Cardinals never left and are controlling their Omnicrafts via pods that resemble an arcade game. When they get destroyed the pod simply shuts off, but the Cardinal controlling it is unharmed. The Magus watches everyone in their Pods and asks one of the High Priests why the Guardians undeserving lives still continue. He responds that many Cardinals are hesitant to kill them on the holy day of his arrival. Magus claims they have committed heresy of the highest order holiness has been violated, but the Priest responds claiming they've dedicated their whole lives to the pursuit of the Universal Truth and Life, it must be undyingly followed everyday. He of all the Church should know this. The Magus looks to him and claims perhaps he is the heretic teaching him that which he has already mastered and the Priest gets taken away. Red Skull then announces to the Cardinals they are under order to fire with the intent to kill.

On the Milano, the Guardians are overwhelmed by the near limitless number of Omnicrafts. Rocket suggests that the only way they're going to survive this is if they fly off faster than they can chase them. Drax insists running away is never an option and Rocket says they either do this, or they die. The Raccoon moves the Milano up to the highest setting. Star-Lord telling him that Mammalian lifeforms have trouble handling more than 50 clicks at a time, they're about to go 700! As the Milano zooms off they instantly escape the Omnicrafts but the pressure of moving at such speeds and traveling through space non-linearly causes all of the Guardians faces to distort before finally slowing down and crashing on the surface of a mysterious planet. All the Guardians are shown to have flown out of their seats after the ordeal and Kanoot proceeds to vomit.

The Guardians of the Galaxy all walk outside only to see the planet they're on is completely covered in trash while the sky is full of wormholes that are all different shapes and sizes. Drax asks where they are and Rocket responds way out in uncharted space. Suddenly, a spaceship gracefully lands in front of them with a bunch of insect-like natives walking out. Star-Lord tells them they're a little lost and if they could give directions to the nearest Nova Corps checkpoint he'd be willing to pay them. Jason tries to get out his currency card but he can't find it in his pocket, Gamora reminding him they left everything in the Templeship. The natives then take out guns and shoot all the Guardians with obedience disks that incapacitate them. The insects claiming how these five will be "valiant additions to Crown City". Hours later, Jason wakes up fully conscious attached to a chair inside of a darkened room.

Jason asks what's going on and the chair starts to move forward on a conveyer belt while playing a holographic presentation narrated by a woman's voice who welcomes him to Sakaar a world that's home to all the broken and unwanted trash from all reaches of the Universe. On Sakaar though, nothing is wasted and they will put them to good use. The current elected Grandmaster, En Dwi Gast, will be meeting them soon to decide their fate. The chair begins moving forward twice as fast and the holographic images begin to glow as Star-Lord starts to scream and he suddenly finds himself in the middle of a large room, all the Guardians beside him in similar chairs as well. In front of Jason is a blue insectoid man in a yellow robe with white hair hosting a party, Star-Lord quickly realizes he is En Dwi Gast, the Grandmaster. Gast insists that he is and has his indentured servant, Mantis, touch the Guardians to empathically read what they're best suited for. Mantis does as told and when she tries to feel Rocket he bites her and she yelps in pain. The Raccoon claiming he doesn't care who she is, he does not like being touched! The Grandmaster warns Mantis to get over it and tell him what she felt. The woman says that they are battle hardened and would be best used in the Contest of Champions. The Grandmaster claims it's settled then, they'll fight to their deaths in the area.

Drax shouts out "YES!" in victory and Gamora does the opposite. Telling the Grandmaster they will not be part of whatever game he is playing, and if he doesn't free them soon she is going to show him pain worse than he could ever imagine. The Grandmaster simply laughs claiming that it's cute she's threatening him. Gamora talks back while Jason notices Yondu Udonta hanging out in the party that's simultaneously going on. He gets his attention and whispers for him to come closer and Yondu does. Jason explaining that he and his friends got captured by these crazy people and that Yondu has to help them. Udonta claims Quill has some nerve asking him for help, after everything that went down on Berhert. He and Kraglin were kicked out of the clan, which means they lost everything. Going through the same thing would do Jason and his buddies some good. Star-Lord tells Yondu that he'll kick his ass for this and Udonta responds to save that fighting spirit for the Arena, maybe try to do a little better than their sparring sessions. Jason yells out that he was fourteen years old as Yondu walks away.

The Universal Church of Truth Templeship lands on their capital world simply called Homeworld that is, ironically, a series of Planetary bodies interconnected together via huge Anulax faith generators. As the Magus walks through the streets a group of Cardinals roll out a carpet for him to walk on as all the citizens, with skin as Gold as his own, all stop what they're doing and pray when the Magus walks by. He is escorted into the Holy Fortress and acts as Arbitrator for a Court Trial against citizens of a recently conquered planet G5 Deneb for their acts of "Blasphemy". The Denebians all plead for their lives but only a few of them are considered by the Karnic Staff to be worthy of living. Finally, the criminal sentenced to face the Magus' justice is a fellow golden skinned native of Homeworld. The dissenting citizen at first complies and begins telling the Church what they wish to hear before beginning to rebel and claims that the Magus is no saint but a slaver! Her brethren might believe him to be holy but his perverted religion is leading those blinded by it to their doom! She is instantly sentenced as guilty and Red Skull apologizes to the Magus that the citizen had spoke of his heroism in such a terrible manner. Magus turns to him and claims only he without sin may cast the first judgement.

Act 2

On Sakaar, the Guardians of the Galaxy get thrown into a donut shaped cell. Drax tells the Guardians not to worry he'll get them out of here and begins running the other direction, only for him to come back around since the cell is a circle. He continues to run two more laps falsely insisting that he's almost there until Rocket stops him and says to let it go. Jason starts talking under his breathe that Rocket just had to get his way, the Raccoon asks if he said something and Jason clarifies everything that's happening right now is all his fault. If he hadn't messed with the controls and made them jump all those clicks they wouldn't have ended up here, Rocket says he's so sorry for saving all of their asses like he, their leader, was supposed to do! Jason insists he was in the middle of coming up with a plan that wouldn't get them into even more trouble!

Gamora joins in telling him to give Rocket a break, he couldn't have come up with anything better. Jason insists that of course he could and Gamora doubles down saying all he would've done is tried to do an overcomplicated scheme against all the Omnicrafts while he blasted a song on his Walkman. It's always what he does, like a child. Now here he is blaming everyone else for doing what he couldn't. Quill lashes back asking so what he's not a stick in the mud like her, they survived all this time with his "childish" plans, never made them slaves on a garbage planet. Gamora then asks him who's idea it was to provoke the Church, and then came up with that idiotic plan to steal Anulax Batteries from them! Drax calmly insists to her once again they're called "Harbulary" Batteries and Gamora yells to him "NO, THEY'RE NOT!" Rocket tells Quill to face it, he's a crummy leader and this is all on him. All of the Guardians begin debating with Kanoot even joining in to simply state "I am Kanoot" until a large Kronan man along with an insectoid native approaches them and they all quiet down in fear.

The Kronan then reveals himself to have a high pitched voice and friendly demeanor, introducing himself as Korg and the Insectoid as Miek. Explaining that he's one of the Gladiators in the Arena, not really a Gladiator just someone who warms the crowd up before the big shows. Star-Lord proudly introduces himself and asks Korg to tell him more about it, giving Gamora and Rocket a dirty look as they walk off together. Kanoot and Miek quickly approach one another, despite neither being able to speak quickly get along well. On the other side of the Donut cell, Jason and Korg chat with the Kronan claiming he used to work on Sakaar as a waste collector but that he tried to start a revolution against the Grandmaster, but since he didn't print enough pamphlets nobody showed up. Quill claims that's a riveting story but that since Korg been here for awhile he could use some tips for how not die. Korg claims no one's ever beaten the reigning champion, he's the most savage fighter anyone ever seen. They'll probably let Jason and his buddies fight him together but that won't make a difference. Jason sarcastically claims that he appreciates his optimism but that those people aren't his "buddies". Not anymore at least.

It then starts playing Fox on the Run on Star-Lord's Walkman as he and the other Guardians are in the armory picking out weapons for the upcoming arena battle. Korg is talking with Gamora about which weapon she wants and the Zen-Whoberi simply responds ranting about how she thinks joining up with the Guardians was a mistake. Her life as a Child of Thanos was miserable, but it had a purpose and there was order, stability. That's not a life Jason can provide for her, and she doesn't know if that's what she wants to live like with him. Korg wisely observes that perhaps she's afraid of the wholesome intimacy that the Guardians provide that she herself never received growing up. Gamora thinks about it for a second before dismissing Korg claiming who asked him anyway. Everyone continues to pick out weapons until Mantis comes in and informs them that it is time and the contenders are required to enter the arena very soon. Outside, it shows the actual arena with a full crowd of bloodthirsty Sakaarans along with Yondu Udonta in his own luxury suite excited to see the fight as well. Mantis is revealed to be there looking disappointed and concerned over what's about to happen. The Grandmaster soon addresses the natives and foreign audience via hologram that they have a great show for them tonight. Their newest challengers, who are possibly the lamest heroes in the entire universe, the ironically titled Guardians of the Galaxy! The Guardians all walk out with the crowd booing and Rocket yelling insults right back at them. The Grandmaster then claims they will facing his returning champion, the Green Scar, the Jade Jaws, please give it up for The Incredible Hulk!

Yondu begins to get unnerved when he sees who the Guardians are going to fight and comments they'll all be killed against that thing. He tries to walk to the door and do what he can to postpone the fight, but the Grandmaster arrives and subtly forces him to sit back down gleefully prepared to watch the slaughter unfold. The Hulk begins charging after the Guardians of the Galaxy as Star-Lord begins brainstorming his plan for what to do but before he can even finish it the Hulk smashes the ground and creates a large shockwave that separates all of the Guardians across the arena. Individually, all of them try to fight the Hulk with Star-Lord easily being dispatched and Drax, Gamora, and Kanoot able to put a decent fights before getting beaten down. Rocket though is able to use his ingenuity to trick Hulk into breaking one of the walls where a busted Red Skulle releases enough toxic gas it temporarily stuns the giant.

The Raccoon then brings all the Guardians together and tells them his plan which is that Gamora, Jason and Kanoot need to distract Hulk long enough for Drax to do something "so crazy it might just work". Star-Lord, Gamora and Kanoot do as told until Drax lunges right towards the Hulk and forces himself into his mouth and down his throat. The audience gasps thinking he physically ate Drax until the Destroyer emerges ripping out of the Hulk's stomach, fatally wounding the giant and earning the audience's applause. Korg along with the other Gladiators begin to cheer for them and Yondu in the Luxury suite smiles proudly. Mantis does the same while the Grandmaster looks both confused and disappointed by the turn of events. He eventually pulls himself together and goes back onto the hologram announcing that the Guardians of the Galaxy are Sakaar's new champions, while the Hulk's healing factor slowly begins to heal his wounds.

On Homeworld, the Magus is inside his personal quarters looking into the Karnic Staff until he physically transfers himself into the Idyllic Soulworld, a pocket dimension inside of the Soul Stone. There, the ground simply consists of shallow water covered by a deep orange sky. He walks forward past the metaphysical gate and sees all the "blessed" souls who were able to spend eternity there working together to build a towering pile of diamonds. The Magus asks one of them what the meaning of this is and he claims they're doing what they always do, Magus asking why anyone would choose to do this. The inhabitant responds because it's what they've always done. The diamond pile suddenly begins to get too large and tip over, The Magus trying to warn him of what's about to happen but the Inhabitant insisting this is what always happens. The pile collapses and he along with all the others begin making it once again starting from the bottom. He says they'll rebuild it to the same height and it will fall again, then they'll do the same thing the next day, and the day after that, forever. The Magus wonders if this would be how he truly wishes to spend paradise but the Inhabitant insists the choice was never his, he only does it to follow the Universal Truth. Paradise is defined by being a part of society, instead of a madman or a criminal. The Magus claims his words ring true and picks up a diamond and adding it to the pile, continuing the insanity.

Back on Sakaar, the Guardians are escorted by Mantis into the Penthouse where the Hulk lives. Gamora commenting they might get their vacation after all. Rocket answering his ideal getaway probably wouldn't include that. Seeing the Hulk in a hot tub that he gets out of completely naked. After putting on a towel, Jason asks them if they're cool now and the Hulk responds in broken sentences as long as they stay out of his way. Drax claims he is a worthy opponent and asks what species he is, Hulk claims he's the only one, the strongest there is! Gamora asks him how he got here and Hulk claims the quinjet. Kanoot follows up asking "I am Kanoot" and Hulk walks to the window pointing to it outside in the junkyard. All the Guardians look and Star-Lord sees the Milano down there too realizing that's their way out. He looks to Gamora and Rocket telling them they can both suck it, he's saving them. Jason then begins trying to run out of the Penthouse before getting zapped with his Obedience Disk. Hulk explaining to him no one leaves this room unless it's time to battle, revealing his Obedience Disk as well.

The Magus is shown sleeping inside of his Paradise Omega pod filled with Golden liquid. He starts to dream about his past where the Magus, revealed to have had Light Purple skin instead of his usual gold, is addressing the entire population of Homeworld who are united in an all encompassing crowd below the fortress balcony he stands on. All the people openly begin worshipping the Magus claiming that he is truly bestowed from divinity for saving all of them from the plague. The Magus proudly accepts their praises and announces that they will spread the Universal Truth to other worlds as well, their souls purified as the Karnic Staff sees fit, or they shall lose the privilege of life. The Magus then is drenched by his High Priests in buckets of Golden Liquid, dying his skin its familiar golden hue. The worshippers on the ground below all do the same turning gold as well. In the present, Magus awakens within the Paradise Omega pod opening as he is removed by his High Priests and dressed personally by them in his normal attire before being handed his Karnic Staff. The Magus walks onto his Fortress balcony only to see a crowd that's only a fraction as large as the one in the flashback. He announces to them doubt has been creeping upon the Church in recent times. That even he himself is not immune to it, for recently he has visited the Idyllic World. But that their Magus wants to ensure them it's beauty is everything they believe it is and more and to never give up on Life and Universal Truth, and it will never give up on them.

On Sakaar once again, the Grandmaster is talking to Yondu Udonta telling him that he's heard about his attempts to try and free Jason Quill from the Contest of Champions. Yondu insists that he knew Jason when he was only a little rascal, he'd be much better for the entire community working maintenance, fragile thing like him ain't going to be much entertainment in the arena. The Grandmaster claims on the contrary, he and the other Guardians of the Galaxy's fight against Hulk is one of the most talked about events on the whole planet. They have to do a rematch, and if they survive that keep fighting whatever other monsters drop through the wormholes. Yondu controls his Yaka Arrow and tells the Grandmaster he's done playing games, he either lets Jason goes or else... before Yondu can finish his sentence a Sakaaran guard shoots and destroys his Fin, causing the Arrow to drop and Yondu to collapse in pain. The Grandmaster comments that type of behavior is not going to change anyone's mind here, he then commands his guards to tie Yondu up until he's calmed down. The Grandmaster then instructs Mantis in the meantime to start cleaning up the Palace, it's filthy. At the Penthouse, Drax is trying to rip the Obedience Disk out of his neck until the Hulk start pushing him around claiming if not for the others he would've killed him in their fight. But the Destroyer responds it was him who dived into his stomach and ripped him apart, he could very well do it again.

Drax and Hulk continue to argue about who's the strongest and physically start throwing things at each other. They both tire themselves out and eventually apologize to one another, both admiring each other's strength and Hulk answering Drax's question before that there are more of him out there, but that they all hated him, because he would just gets so angry all the time and use his strength to scare them. Only a few good ones tried to make him happy, but they're gone. All gone. Drax says that they both let their bloodlust get in the way of their intellect. The Hulk observes that he's a raging fire, while Drax is merely a smoldering one. Mantis is then shown in the Penthouse as well cleaning up until noticing Star-Lord, Gamora, and Rocket all talking to each other, the three of them trying to stay respectful but obviously getting annoyed. Mantis claims she couldn't help but notice that they all have difficulty making their feelings known to each other and could possibly help them. Gamora asks how and Mantis claims that she is an Empath, she can read people's feelings and would be willing to do it for all of them to cease their conflict. Star-Lord says why not and allows her to go ahead. Mantis touches Jason and claimes that he feels humiliation and insecurity. The Zen-Whoberi is unsurprised and Jason looks vulnerable, Mantis then asks if she can feel Rocket without being bitten again and he sighs telling her why not. Mantis then feels him and says he is overwhelmed with envy. Kanoot tells him something while everyone stares at him, Rocket confessing maybe he's a little bit jealous of Quill being their leader. But that he's been on his own since he got out of slavery. It's not right having to give that up for a man-child that doesn't even deserve it. Jason angry about being insulted again responds and an argument nearly breaks out again.

Mantis announces that she has to get to the other parts of the Palace soon and as she's leaving Star-Lord reveals that he stole her remote and uses it to release the Obedience Disks from himself, the Hulk, and all the other Guardians of the Galaxy. The Hulk runs over to Jason and gives him a bear hug, Rocket even admitting that was clever. As they all prepare to escape Mantis begs for them to take her, she's been forced to serve the Grandmaster since she was a larvae and they seem nice. Drax comments as long as Mantis can keep up as he jumps out the window and all the other Guardians do the same. They slide down the palace and eventually make it to the streets and into the Junkyard. They find the Milano and Star-Lord begins to power it up realizing it's in horrible condition from the scavengers and Gamora suggests they should just take everything and they'll just have to figure something out. As they all start opening the compartments (Star-Lord finding a spare Fin) while Rocket remembers that they don't have squat, all of their weapons and money are still on the Templeship. The Hulk then starts walking in and due to his massive size breaks apart nearly all the remaining structures of the ship. The Guardians try to tell him to stop but to no avail. Hulk then sees how scared everyone looks of him and has flashbacks to being viewed the same way on Earth. He then becomes overwhelmed with emotions to the point he begins to violently shrink down into his human form. The first thing Bruce sees is Gamora and says "Jen? Did-did we win? Is Ultron dead?" Gamora asks what he's talking about and Bruce looks closer realizing she's not Jen, and then at all the other Guardians. Extremely confused he asks "who the hell are you people"?

Star-Lord walks over and says he could be asking him the same thing, Hulk has been Terran this whole time. He fist bumps Bruce claiming he never meets other humans, and ask him if footloose is still the greatest movie of all time. Bruce asks if Jason just said "other humans" and Rocket answers asking what's wrong with him, he's on Sakaar, about the farthest from Terra you can get. He confirms that he's on another planet and had to learn it from a a talking Raccoon. He starts to freak out and Kanoot tells him "I am Kanoot" which just seems to make him even worse. Mantis bends down and puts her hand on Bruce, he tells her to get off him but she says that she used to do this all the time to help Hulk sleep, she manipulates his emotions enough that he calms down. The Guardians asking him to start from the beginning and Bruce tells them his real name, and that he was trying to stop an evil robot on Earth, he killed his cousin, Jen. Then he was launched into space and must've ended up here, he asks how long ago that was and Mantis answers one year. Star-Lord explains they're the Guardians of the Galaxy and how they met Hulk in the Contest of Champions. They're planning an escape right now and to settle a score with an empire of religious fanatics. They'll get him back home if he sticks around. Bruce asks if he has much of a choice and Rocket tells him not really.

Jason gives Bruce a spare outfit he has in the Milano's remains and Drax asks him if every human on Earth can turn into a green monster except Quill because he's a weakling. Bruce answers they can't, he has a condition. Drax is disappointed. Gamora comments how the Church is going to discard their weapons and clear their currency cards any day now. The only way they can get to Homeworld before then is if they fly through the biggest wormhole on Sakaar. Mantis commenting the only one that fits her description is the Great Portal. All the Guardians look up at it in the sky with Bruce commenting that it looks like an Einstein-Rosen Bridge fused together with a dying nuclear star. They're going to need an extremely advanced spaceship to fly through that. Rocket bounces off Bruce's scientific genius with his engineering knowledge and says he saw one of the Grandmaster's ships that looked like it could handle that. Star-Lord says they'll just have to sneak back into the Palace and steal one, regular tuesday afternoon for them. Suddenly, the Grandmaster appears via Hologram over the city and tells all the citizens that a bunch of his Contest gladiators have escaped, and whoever finds them will rewarded a sizable number of units. Jason commenting this just got a lot harder.

Act 3

The Guardians of the Galaxy all run to the city and try to keep themselves hidden and Drax suggests to Bruce that he turn back into the Hulk as he is much more dangerous than his usual scrawny self. Banner tells him he won't, that last time he turned into the Hulk he lost almost a year of his life transformed! He can be useful too, he has seven PhDs. Two Sakaaran natives find the Guardians and are about to capture them again until Gamora breaks both of their necks, she then throws their guns to Jason and Bruce, the latter of which says this can work too. Inside the Palace, Mantis leads Rocket, Gamora, Kanoot and Drax to the docking bay where Mantis uses her Empathic abilities to make the guards fall asleep instead of letting the other Guardians fight them. They eventually track down the Grandmaster's state of the art ship and Rocket begins working his skills to manually override the door's keypad to get inside without the code. Star-Lord and Bruce meanwhile use their Sakaaran guns to shoot down anyone who stands in their way while Jason and him casually talk about Earth, Bruce is about to mention the Avengers and how much the planet has changed since the 80s but Star-Lord claims he doesn't want to know. The two humans eventually open a door that turns out to be Yondu's quarters where he's still tied up, Star-Lord mocking him claiming how the tables have turned.

Yondu says the only reason he's like this is because he tried to stick up for him. He didn't know the Grandmaster would try to get him killed. Star-Lord says that's what the whole Contest of Champions was about! Yondu defends himself that he just wanted to mess with him a little bit. Jason says he didn't want to be picked on his whole life he just wanted a father, Bruce is surprised when he hears him say that. Star-Lord continues his rant that if Yondu really doesn't care then neither does he. Jason and Bruce leave the room and get into an elevator to meet the other Guardians after realizing there aren't any advanced ships down there. In the elevator, Bruce asks Star-Lord what his story is and he explains how his mother died on Earth and he never knew his father, when Yondu recruited him into the Ravagers they were the closest thing he had to a family. Bruce comments his mother died too but that he did know his father, that they aren't all they're cracked up to be. Maybe Yondu wasn't the best guy to raise a nine year old, but that doesn't mean Jason has to be just like him. He knows that it's wrong and can be better. His father always said he was a monster, that's why he's always running from the Hulk. The elevator stops at the top floor where Star-Lord and Bruce run past all the sleeping guards meeting with the other Guardians. Rocket just in time cracks the code and hijacks it as they all pile into the ship. Jason is deep in thought over Bruce's words and Rocket tells him the controls are all his, Star-Lord responding much to everyone's surprise that the Raccoon can lead them out this time. Rocket seizes the opportunity and reluctantly agrees to do it, getting familiar with the controls.

Kanoot makes it to Yondu's room and releases him from his bindings in addition to delivering him a the same Fin Quill found in the Milano with a note attached to it. The contents telling Udonta not to take this personally. Udonta simply smiles as the Guardians begin to fly away through the Great Portal Star-Lord listening to Come a Little Bit Closer as Yondu uses his Yaka Arrow to single handedly slay every single guard in the Sakaaran palace. It eventually gets to the Grandmaster who, despite being slick enough to dodge it, isn't able to escape the explosion the arrow causes from a built in trap. Yondu then walks to the barracks finding Korg and Miek and releases them from their Obedience Disk. Korg proudly claiming that the revolution has begun! The Guardians new ship then takes off from the palace and begins flying into the Great Portal being chased by Sakaarans in spacecrafts behind them. Rocket can't find the blasters and Mantis informs him this is a leisure craft, not designed for combat. Drax and Gamora temporarily jump out of the ship to fight off the spacecrafts. Star-Lord warns Rocket not to mess this up, and the Raccoon claims his specialty is escaping.

After getting Drax and Gamora back, Rocket maneuvers the ship right into the Great Portal, flying past all the debris and out the other side. They're all relived and quickly begin the trek to Homeworld. Jason goes to Gamora and tries to apologize for everything he said on Sakaar, but the Zen-Whoberi tells him she just needs to take some time, after all that's happened she doesn't want to see him right now. Jason is about to talk back but decides to respect her choice listening to Brandy (You're a Fine Girl) on the Walkman. Bruce then asks how long it's going to take them to get their stuff from the Church of the Universal whatever. Gamora corrects him and says they're following the designated spaceway, this new ship is so fast they could probably be there in under an hour. Kanoot then mutters "I am Kanoot" pointing to something out the window. All the Guardians and look at it in terror and Mantis asks what it is, Drax muttering the Dark Aster, as the camera pans out showing a humungous vessel dwarfing the their ship.

The Guardians are all then shown being taken into it by vicious Outrider soldiers before being brought through a huge asteroid field onto Sanctuary where they're confronted by Thanos on his throne. He demands the Outriders unbound their cuffs and they do as told without question. Star-Lord asking if he's stupid and Drax begins aggressively walking over to Thanos saying he could skin him alive right now without so much as a shiv. Thanos forcefully overpowers Drax with one hand, causing him to stop and claiming he doesn't remember the screams his wife and daughter made when he slaughtered them, but that he does not wish to fight. The Guardians of the Galaxy have recently acted against his old enemy, the Magus. That is no small task, one that they clearly wish to repeat. Rocket says their weapons and currency cards are on Homeworld, they were just trying to get them back, nothing more. Thanos claims he figured as such and that he wishes to help them do so. Gamora says because he wants the Soul Stone and Thanos doesn't hide this fact from his daughter or the Guardians.

He will use his strength against the Magus to retrieve their belongings in exchange for free reign to add the Stone to his Infinity Gauntlet. Mantis feels him and suffers greatly going through the Mad Titan's evil emotions, but confirms he's telling the truth. Everyone looks to Star-Lord and he tells them this is Rocket's decision. The Raccoon thinks it over and tells Thanos he'll need to go with them alone, no soldiers, none of his other children nothing, and if he gets in trouble during the assault, they won't save him. Thanos tells them he accepts the deal and awkwardly shakes Rocket's hand. Drax and Gamora are upset by the decision to take up the offer. Bruce says he thinks this is a mistake, that this guy is bad news. Thanos goes up to Banner and says that he isn't familiar with him, but under the surface knows that he is the most dangerous of them all. He wonders what he's going to do with that.

Templeships are then seen landing on Sakaar only for it to then show Red Skull speaking to Korg. Who explains that he'd love to have his soul purified, that's why he and Miek started a revolution. Red Skull then asks about the Guardians of the Galaxy that they were seen leaving a wormhole that lead here. Korg confirms they were indeed gladiators for a day or two, but disappeared after his revolution. Red Skull Commenting likely knowing their sinful ways would be unwelcomed, he thanks Korg for his service to the Church and contacts the Magus on Homeworld via facial projection. Telling him that the Guardians of the Galaxy escaped to a far off world called Sakaar ran by a hedonist regime. Magus tells Red Skull to send him an image of the planet on the projector. Red Skull does as told and an image of Sakaar is sent, the Magus stunned by what he sees. Parallels to his own leadership of the Universal Church of Truth and the piles of trash looking similar to the piles of diamonds he had seen in the Idyllic World. The Magus asks Red Skull to explain the history of this world again, he simplifies it as a blasphemous place until the glorious revolution. He has a flashback to a time long ago where the population of Homeworld was struggling with a terrible plague that was wiping out millions. The Magus, who was at time simply called Adam Warlock once again with light purple skin tends to his sick brethren, behaving in a much calmer and more heroic fashion.

Adam promises the dying people that he will save them, for he has discovered the location of the Soul Stone, when he returns with it they shall all be granted new life. Many days and nights pass as the Homeworldians continue to suffer and lose hope, until at the break of dawn Adam returns, with the Soul Stone within his Karnic Staff. He uses it to miraculously heal them all. The Homeworldians all bow to him afterwards while crying tears of joy and call him their Magus. In the present, The Magus disconnects from Red Skull and shuts off the projection. He then enters the Soul Stone once again. Within the Idyllic World, he begins banishing all of the inhabitants who are building the diamond piles. He says they are all sinners who do not deserve the Soul Stone, they respond that this is what he has taught them to do. They do not understand, the Magus claims it cannot be! He is purity and life, but this isn't living. None of this is what he intended, but he is the messiah, the one without sin, these faults do not lie at his feet. In Sanctuary, Hulk is standing alone until Mantis joins him. Banner asks how it feels to be away from the Grandmaster, Mantis tells him it's scary at first, as a native she's lived on Sakaar her whole life. It was her home, even the arena is nostalgic to her. Bruce understands claiming she had a purpose there, something to distract from the pain. Mantis insists not to understand and asks what he means. Bruce claims the evil robot he was fighting, might've launched him off Earth, but he didn't do anything to stop it, he had nothing left to lose. Mantis asks if he had any friends, Bruce says they all moved on. She then asks if he had a girlfriend and Bruce insists she's in prison. Mantis finally asks about family and Banner informs her they're all dead. Mantis then touches his arm feeling Bruce's emotions and begins to cry hysterically. The camera shows Drax listening in the background having heard everything.

Thanos approaches Gamora and hands her a bowl of soup calling her Umbra Requiem, she proceeds to aggressively throw it in rebellion and reminds him that her name is Gamora. Thanos insists that surely he taught her disrespect towards allies is a sign of poor judgement. Gamora claims all he taught her was to hate herself. He killed half of her species, brought her onto this ship, trained and tortured her until she couldn't think, couldn't feel anymore. She hated her life. Thanos explains and because of that she has become the most dangerous woman in the Galaxy. She betrayed him, stole the Orb away, became romantically involved with a Ravager vagabond. Yet he can't help but respect the sheer strength it took to make it happen, he envies it in a way. Gamora says Jason loves her more than she ever thought possible, he made her enjoy life. Thanos claims she sounds like the Magus talking, for they are not advocates of life, but harbingers of death. Meanwhile, Rocket is working with Kanoot on upgrading his equipment. Star-Lord offers to help and confesses to the Raccoon that he did a good job with getting through the portal, and with "Grimace" back there. Rocket says it wasn't easy, and he still thinks Gamora and Drax are mad at him for it. Jason insists leading isn't an easy job, and you make a lot of mistakes doing it, his old man taught him that.

On Homeworld, The Magus is systematically ordering random citizens be executed inside of the Fortress without trial for performing "sacrilegious" feats that allegedly make Homeworld more like Sakaar. Despite their actions being endorsed by the holy scripture, Red Skull follows the orders and he along with the Cardinals do exactly as told. Suddenly, a hail tries to contact the Fortress from an unknown vessel and the Magus stops the execution, commanding it be turned on. They accept the hail and Thanos appears on the projector, telling the Magus it has been too long since they last spoke. All the Cardinals become hostile but the Magus is unmoved, answering that the Acolyte of Death speaks to the Guardian of Life demanding audience, he will oblige. Thanos monologues that they've been playing this game for a long time, but Life only exists to grow old and die, as does his Church. The Magus' people are infected by sin and degeneracy as they speak, and he will grant them the chance for that which has deprived them of, peace and tranquility in the face of death.

The Magus responds Universal Truth will illuminate the darkness and lead the lost souls, no matter who lures them astray. Thanos claims the Universal Truth is a lie, one he stays awake every night telling himself. But deep in that empty heart of his, he's always known how this story would end, the same way all things do. Thanos is then seen on a Q-Ship being flown by the Guardians of the Galaxy while Gamora locates the Sacrifice Hall that their weapons and money are being held. She then opens the door and jumps out with Rocket and Kanoot following behind. Bruce tells Star-Lord he's going to stay on the ship, Jason begs him that they're going to need the Hulk down there. Banner is insistent but Mantis proceeds to touch him on the back of the head and manipulate his emotions into rage which causes Bruce to transform into the Hulk, who makes a ferocious roar and then jumps out with the rest of the Guardians following behind listening to Wham Bam Shang-a-Lang.

After landing Hulk jumps to fight against the Templeships while the Guardians of the Galaxy fight off the Cardinals in the Sacrifice Hall. They find all of their stuff in the pile of sacrifices under a sculpture of the Magus. Star-Lord gets all of his equipment and adaptation mask, Drax his knives, and Gamora her Godkiller Sword. Rocket tells the Guardians not to get too comfortable, because they're going after the Soul Stone, this is their one chance to take it from the Magus and depower these religious freaks. They all cheer and Gamora asks what about Thanos, Rocket responds "screw that big purple scrotum". Star-Lord comments they're going to save the Galaxy... again. The Guardians then all walk out the Sacrifice Hall in a slow motion team shot. Thanos is then seen flying the Q-Ship showing masterful tactical ability by destroying any Omnicraft that gets in his way. In his spare time, he embraces Death by terrorizing innocent civilians and breaking down buildings. The Magus is informed by Red Skull that Thanos is enacting this invasion without his Outrider hordes, they merely need to take his ship down and order will be restored. Magus wonders what his motive is and quickly makes his way to the Fortress balcony, where he uses the Karnic Staff to begin making an assault on Thanos' soul. Inside the Q-Ship, the Mad Titan is in great pain from the Magus' soul attacks but through sheer willpower continues to pilot the Vessel. The Hulk has no problem smashing through the Templeships and enjoys tearing them apart.

The Guardians break into the Fortress and work together to fight off any of the High Priests and Cardinals who would stand in their way, releasing all the religious prisoners kept in an overcrowded bunker. They finally make it to the throne room where they see the Magus sitting there. Rocket tells him to hand over the Staff, or they'll take it by force, showing off his oversized gun. Magus says to the Guardians of the Galaxy that he should've known they would be fighting alongside Thanos. Gamora claims he forced them to do this, to look at what he has done. Worlds upon worlds terrorized by the Universal Church of Truth, his own people tortured and imprisoned. This isn't a celebration of life, this is an insult not worthy of the Soul Stone. The Magus tells Gamora she knows nothing of what he has done! Star-Lord tells him saving everyone from a plague, they know. The Magus tells him no! The Soul Stone holds a sacred place amongst the Infinity Stones, for there is a reason unlike the other five it never permanently has a physical form. In order to activate the Soul Stone and enjoy its blessing, one must enact a sacrifice.

Drax asks what he sacrificed and the Magus tells him a soul for a soul he gave his own, to save his people. It then shows a flashback of Adam Warlock on the planet Vormir with a red sky and blue soil, covered in sweat and dirt, where after searching for days finds an ancient Well full of intangible orange essence. Adam looks inside and his irises turn gold as his soul literally emerges from his body mixing with the orange essence inside the Well, eventually fusing together and rising to become the literal Soul Stone. Adam then proceeds to hook the Soul Stone into the Karnic Staff, filing the empty holster with the Soul Stone. In the present, Magus insists without the constraints of his soul he was able to do what he could never, build an Empire dedicated to purging this sinful universe the same way he was. Star-Lord quickly gets on his adaptation mask listening to Immigrant on his Walkman and the fight is on!

The Magus is so powerful with the Karnic Staff that not a single Guardian is able to land a hit on him and become quickly overwhelmed by his Soul attacks. The fight goes on for longer and as it seems as though hope is lost Gamora gets on her knees and begins to pray intensely as her soul leaves her body and the Soul Stone slowly begins returning to its original orange essence form before remaking itself with Gamora's soul, turning her eyes gold while Magus' revert to their original blue. Everyone is confused and Adam Warlock stops fighting, observing that she gave him back his soul by sacrificing her own to the Stone. Gaining perspective Adam is calmly disappointed with what he sees around him, observing that he has lost sight of life's meaning. Insisting for the first time he truly understands the Stone's purpose. Gamora then runs over and kisses Star-Lord, he asks what that was for and she claims that she was embarrassed to do that for so long, felt so much hate and sadness. But all of that has been washed away, her soul was so broken and now she's free. The legion of Cardinals lead by Red Skull come into the throne room and are about to attack but Adam Warlock tells them to stop. Everything they have been taught about Life and the Universal Truth is wrong, they have all lost their way but through patience, education, and heroism it can be better. The Church must change its way to spread love and compassion. Hate and conquest was never what he wanted, nor what the Universal Truth told. He begs the Cardinals to put their weapons down and help him fix what for so long was broken.

Red Skull simply tells the Cardinals to open fire, and kill the Magus as well. They follow the orders and Star-Lord tells him they aren't stopping, Adam Warlock uses his Karnic Staff to start fighting them and in a single blow wipes all the Cardinals out. Despite being in pain, Red Skull gets up and tells Adam that there are billions of lifeforms across the universe who look to them as prophets. If he does this, he'll be just like everyone else! Adam quietly asks him what's wrong with that and walks away, telling the Guardians of the Galaxy to follow him. Rocket asks if he's "good" now and Adam claims with the restoration of his soul he sees how terribly the Church he helped build has fallen. He can no longer serve as their Magus, instead he reverts to the name Adam Warlock, Life's humble guardian, Drax responding that he too is extremely humble, everyone giving him a strange look afterward. After making it outside the Benatar lands and Thanos menacingly walks out, telling the Guardians they have done an excellent job, he knew they could do it. The Mad Titan puts his Infinity Gauntlet covered hand out and requests the Soul Stone from their prisoner. Adam Warlock tells him that he has sworn to protect the Stone under all costs and Rocket claims the Guardians of the Galaxy are the same. Thanos says this is treachery but Star-Lord claims they have a Hulk.

The Hulk then jumps down and starts to fight Thanos, who simply smiles and with his own strength is able to easily overpower and brutally beat the Hulk until he's unconscious and heavily bleeding. Thanos, largely unharmed, looks over at the Guardians who all take their weapons out to protect the Soul Stone, including Adam Warlock who even begins powering up the Staff. The Mad Titan scoffs noting Gamora had given her soul to restore Warlock's humanity. He always knew she had a touch for embracing death. Gamora tells him his lessons mean nothing to her anymore. Thanos tells the Guardians he'll be taking his leave, but will be seeing them all again soon. The Mad Titan begins walking away as all the Guardians sigh in relief, Star-Lord in particular claiming he was not ready to fight Thanos. They all run over to help the Hulk except for Gamora who asks Adam where he will go. He tells her that the Soul Stone must be protected now that Thanos knows of its existence. He will take a sabbatical from religious teachings and exile himself with it to somewhere the Mad Titan will never look. His only fear is what his Church is going to do in his name. Gamora insists she and her friends will take care of it, once word spreads of his departure they won't have a Magus to hold on to anymore, they'll have to find the answers on their own. Adam tells her that for a woman with no soul she truly exhibits what it means to live. He will never forget her or everything she has taught him.

The Hulk on the ground slowly begins to get up healing from his wounds while the Guardians help him up. Hulk observes that they're helping him which no one has ever done for him before, for the first time he coherently says "Thank you". Kanoot tells him something and Hulk asks Rocket what he said, the Raccoon claims he just told him "Welcome to the freakin Guardians of the Galaxy" except he didn't use freakin. Star-Lord then listens to More than a Feeling on his Walkman while it does a montage over the next couple of months where the Guardians are traveling around the Galaxy, acquiring a new ship called the Benatar which they use to fight off all remaining remnants of the Universal Church of Truth. Within the Idyllic World, Adam is helping all the inhabitants fully dismantle all the diamond mounds before manually freeing each of them. The Anulax Generators on Homeworld slowly lose power as the planets they force together gradually split apart as they were intended by nature. As the Hulk continues bonding with the Guardians and healing his trauma he starts to learn how to transform at will and keep Banner's intellect intact after transforming into the Hulk.

On Contraxia, the Guardians are in the Iron Lotus resort prepared to finally take their vacation. Bruce announces to them that these last few months have been a blast and exactly what he needed, but there are spacecrafts for sale here and he thinks it's a good opportunity for him to buy one and come back home to Earth. The Guardians all respect his decision and he says goodbye to all of them, Mantis touching him and claiming he feels contentment, crying once again tears of joy this time. Star-Lord and Gamora walk into their room and she asks Jason if he's ready, he insists that he was born ready. Afterwards, a bunch of love bots come in and they shut the lights off with the end credits playing as a Guardians Inferno music video plays starring Sphinxor.

End Credits

Teasing Avengers: Infinity Gauntlet

At Avengers Tower in New York City, Tony Stark is working inside until Bruce Banner walks inside the lab, telling Tony that he's home. When Stark sees him he instantly drops what he's doing and runs hugging his friend, asking where the he's been this whole time. Banner responds saying Space! He'll tell him about it later but first he wants to show him something. He then willingly transforms himself into the Hulk and speaks to Tony saying that he learned how to control the Hulk, they're one and the same now. He has to show the other Avengers, asking where everyone else is. Tony rubs the back of his head saying "well..."


  • This film introduces the orange infinity stone of the Soul. Originally colored green in the comics.
  • Kanoot is said by Rocket to be the seedling Groot left over after his death in Guardians of the Galaxy. He is also voiced by Vin Diesel, making him one of the few actors to play more than one character in the MCU.
  • Adam Warlock in this film appears to be an amalgamation between two different variations of himself from the comics. The Magus an "evil" future version of himself who founded the Universal Church of Truth, and Goddess a deeply religious "good" fragment of himself who was only capable of thinking in extremes and wished to purge the universe of sin.
  • Sphinxor hosting an advertisement for the Universal Church of Truth at the beginning is a reference to one of Adam Warlock's early Strange Tales comics. Where Sphinxor would break the fourth wall by explaining directly to the audience exposition of what occurred in previous issues.
  • Kree-Lar, the planet in which the Guardians of the Galaxy fought the Many-Angled-One, is the capital of the Kree Empire who were mentioned in the first film. The Minister who pays the Guardians is the first actual Kree seen within the Marvel Cinematic Universe.
  • Contraxia in the comics is the birthplace for the mother of Jonathan Hart, also known as Jack of Hearts.
  • The film answers the long running question of what happened to Red Skull after the events of Captain America. Being revealed that the Tesseract teleported him to the location of the Soul Stone where he slowly worked his way as a high ranking priest into the Universal Church of Truth.
  • Jesus Christ Superstar playing for the first time the Guardians see the Magus is a reference to the fact Roy Thomas was inspired to create the character due to being a fan of the musical album by the same name.
  • The Grandmaster on Earth-616 while being a fan of games and entertainment, has no connection to Sakaar and in the film was amalgamated with the character Red King.
  • Mantis in the comics is actually a human woman from Vietnam, though she is implied to not actually be human and have vast cosmic ancestry.
  • Bruce Banner confusing Gamora for his cousin, Jennifer Walters or the She-Hulk, is a reference to the fact the latter was actually killed off in Avengers: The Ultron Imperative due to looking too similar to Gamora. Which would cause problems when the Avengers and Guardians inevitably crossed over.
  • Adam Warlock is originally shown to have light purple skin and after becoming the Magus dying it gold to match his Soul Stone imbued irises. In the comics surprisingly, it is actually the opposite. Where Adam Warlock has golden skin and it only turns Light Purple after he eventually becomes the Magus.
  • Drax defeating the Hulk by ripping out of his abdomen is a direct from panel adaptation of a similar scene in the Old Man Logan comic series. Where Wolverine is eaten by the Hulk and escapes by performing a similar feat.
  • Yondu's new Fin is much larger and more pronounced than his original, heavily resembling the one that's used by his 616 counterpart.
  • Gamora exchanging her Soul to free Adam Warlock's is a reference to them both having lived in the Soul Stone's Idyllic world together at one time in the the source material, as well as in general the intimate connection both of them had with the stone in the comics.
  • Tony Stark's uncomfortable response in the end credits to Bruce Banner is due to him having to retell the events of Captain America: Civil War and why Steve Rogers is no longer an Avenger. As Bruce was off planet during the entire conflict.
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