Guardiansof the Galaxy Vol. 3 premiered at Disneyland Paris on April 22, 2023, and was released in the United States on May 5, as part of Phase Five of the MCU. Like its predecessors, it was a critical and commercial success, with many deeming it to be a satisfactory conclusion to the trilogy. It grossed over $845.6 million worldwide, becoming the fourth-highest-grossing film of 2023. At the 96th Academy Awards, the film was nominated for Best Visual Effects.
At their new headquarters on Knowhere, the Guardians of the Galaxy are attacked by Adam Warlock, a Sovereign warrior created by High Priestess Ayesha who seeks to destroy them for stealing from her.[a] After critically wounding Rocket, Adam is stabbed by Nebula and flees. The Guardians' med-packs are ineffective at healing Rocket's wounds due to a kill switch embedded in him by the organization Orgocorp. The Guardians travel to Orgocorp's headquarters to find the switch's override code and save Rocket's life.
As Rocket lies unconscious, he recalls his past. He was found as a baby raccoon and was experimented on by the High Evolutionary, Orgocorp's leader, who sought to enhance and anthropomorphize animal lifeforms, known as Humanimals, to create an ideal society called Counter-Earth. Rocket befriended his fellow Batch 89 test subjects: the otter Lylla, the walrus Teefs, and the rabbit Floor. The High Evolutionary was impressed by Rocket's growing intelligence and used his insight to fix a defect in later Humanimal batches. However, he became envious of Rocket's intellect and planned to harvest his brain for further research before exterminating the obsolete Batch 89. Rocket attempted to free his friends, but the High Evolutionary killed Lylla and mocked Rocket for showing grief over her death. Enraged, Rocket mauled the High Evolutionary, whose henchmen killed Teefs and Floor in the ensuing firefight. Rocket fled in a spaceship.
In the present, an alternate version of Gamora,[b] who has joined the Ravagers, helps the Guardians infiltrate Orgocorp. They retrieve Rocket's file but discover that the code was removed by Theel, one of the High Evolutionary's advisors. The Guardians and Gamora depart for Counter-Earth to find him. They are followed by Ayesha and Adam after the High Evolutionary, their race's creator, threatened to wipe out the Sovereign if they fail to retrieve Rocket. The Guardians reach Counter-Earth and are guided to the Arte Laboratories complex. Drax and Mantis remain with Gamora and Rocket, while Peter Quill, Groot, and Nebula travel to Arte. Nebula is forced to wait outside by guards due to her cybernetic enhancements; Quill and Groot enter Arte. Drax tricks Mantis into pursuing Quill's group and Gamora saves Rocket from Adam and War Pig, one of the High Evolutionary's guards.
Questioned by Quill, the High Evolutionary admits this version of Counter-Earth's society is imperfect, so he bombards the planet, killing the Humanimals and Ayesha. Arte departs as a spaceship, with Nebula, Drax, and Mantis boarding to rescue Quill and Groot. However, the latter pair escape Arte with Theel, who they kill before retrieving the code from his corpse. They are rescued by Gamora in their ship. As Quill's group uses the code, Rocket flatlines and has a near-death experience in which he reunites with Lylla, Teefs, and Floor. He learns from Lylla that his time has not yet come, as Quill succeeds in disabling the kill switch and restarting Rocket's heart.
Drax, Nebula, and Mantis encounter the High Evolutionary's next batch of test subjects, genetically modified humanoid children, before being captured. The other Guardians stage a rescue, leading to a battle against the High Evolutionary's forces. Kraglin fires on Arte with Knowhere and then helps to save Knowhere's citizens from a counter-attack by the High Evolutionary's Hellspawn. Intent on retreat, the High Evolutionary's crew mutiny but are killed by their leader. Drax, Nebula, and Mantis befriend three monstrous Abilisks to escape and reunite with the rest of the Guardians. The Guardians delay leaving Arte, choosing to rescue the children, who escape to Knowhere via a tunnel constructed by Cosmo's telekinesis. Rocket discovers imprisoned animals on the ship and is confronted by the High Evolutionary, whom the other Guardians defeat. Rocket spares the High Evolutionary,[c] and the Guardians help the animals escape to Knowhere. Quill nearly dies trying to cross over from Arte to Knowhere, but is saved by Adam who had earlier been rescued from the destruction of Arte by Groot.
Reprising their respective roles from previous Guardians films and/or The Guardians of the Galaxy Holiday Special (2022) are Elizabeth Debicki as Ayesha, the golden High Priestess and the leader of the Sovereign people who created Adam Warlock to destroy the Guardians;[37] Michael Rosenbaum as Martinex, a high-ranking Ravager;[38] Seth Green as the voice of Howard the Duck;[39] Christopher Fairbank as the Broker;[39] Stephen Blackehart and Rhett Miller as Steemie and Bzermikitokolok, two denizens of Knowhere;[40][41] Gregg Henry as Quill's grandfather Jason;[42] and Michael Rooker as Yondu Udonta, the former head of the Ravagers and Peter's deceased mentor.[39] Maria Bakalova reprises her voice and motion capture role from the Holiday Special as Cosmo,[43][44] a member of the Guardians who is a sapient dog that developed psionic abilities after being abandoned in outer space by the Soviet Union.[45] Gunn changed Cosmo's gender from male, as depicted in the comics, to female for the film, as a tribute to the character's original inspiration, Laika, a Soviet space dog who became one of the first animals in space.[46] Cosmo was physically portrayed by dog actor Slate,[44] after also doing so for the Holiday Special,[47] and was previously portrayed by dog actor Fred in the first two Guardians films.[48][49] Tara Strong (who voiced Miss Minutes in the Disney+ series Loki) voices Mainframe who was previously voiced by an uncredited Miley Cyrus in Vol. 2.[50][51] Jared Gore provides motion capture for Krugarr, a Ravager who wields sorcery powers and speaks through his sorcery.[52]
Asim Chaudhry voices Teefs, an anthropomorphic walrus; Mikaela Hoover (who played Nova Prime's assistant in the first film) voices Floor, an anthropomorphic rabbit;[33] Daniela Melchior appears as Ura,[37][53] the receptionist at Orgocorp;[39] Miriam Shor and Nico Santos appear as Recorder Vim and Recorder Theel, respectively,[54] the scientifically minded henchmen of the High Evolutionary;[55] Jennifer Holland appears as Administrator Kwol,[56] a security employee of Orgocorp;[39] Kai Zen appears as Phyla, one of the High Evolutionary's Star Child prisoners;[57] Judy Greer (who played Maggie Lang in the first two Ant-Man films) voices War Pig, a cyborg pig and member of the Hell Spawns working for the High Evolutionary;[58] Reinaldo Faberlle voices Behemoth, a cyborg bird and member of the Hell Spawns who also works for the High Evolutionary;[59] Dee Bradley Baker voices Blurp,[60] a furry F'saki that is an unnamed Ravager's pet;[61][62] and Dane DiLiegro appears as an Humanimal octopus drug dealer on Counter-Earth (credited as "Unsavory Octopus").[63]
Cameo appearances in the film include Lloyd Kaufman as Gridlemop, a Krylorian on Knowhere who partakes in a card game with Kraglin; Pete Davidson as Phlektik, a guard at Arte Laboratories;[64][65] Molly C. Quinn as a Ravager;[66] and writer and director James Gunn as the voice of Lambshank, a deformed experiment of the High Evolutionary that is among those freed by the Guardians of the Galaxy.[67]
Gunn announced in April 2017 that he would return to write and direct Guardians of the Galaxy Vol. 3. He said the film would be set after Avengers: Infinity War (2018) and Avengers: Endgame (2019), and would "conclude the story of this iteration of the Guardians of the Galaxy, and help catapult both old and new Marvel characters into the next ten years and beyond".[74] He also felt that the three Guardians films would "work together as a whole", telling one story,[75] with the third film "tying a lot of stuff together" from the first two and giving "a lot of answers on a lot of different things".[76] Gunn also planned to work with Marvel on the future of the "Marvel Cosmic Universe".[74] He was set to begin work on Vol. 3 shortly after completing his work as executive producer and consultant on Infinity War.[77] On returning for the third film, Gunn said, "I wouldn't have said yes if I didn't have a fairly clear idea of where we were going and what we were going to do. I'm not a guy that's just going to do it if I don't have a vision for it".[75]
After originally including Adam Warlock in his script treatment for Vol. 2, Gunn and Feige noted the importance of the character on the cosmic side of the MCU and hinted that he would make an appearance in Vol. 3.[78] In May 2017, after the release of Vol. 2, Gunn said he would be creating the third film "over the next three years",[79] and confirmed that Pom Klementieff would reprise her role as Mantis.[16][80] He also intended to have Elizabeth Debicki reprise her role as Ayesha.[81] By mid-June, Gunn had completed the first draft of his script treatment for the third film, and was considering changing a piece of character info he had placed in the background of the mugshot sequence in the first film (when the Guardians are captured by the Nova Corps).[82] In September, Gunn reiterated that Vol. 3 would be released "in a little under three years",[83] as the film had privately been set for release on May 1, 2020.[84] At the end of February 2018, Gunn planned to meet with Mark Hamill about possibly appearing in the film.[85] In April, Chris Pratt was set to reprise his role as Peter Quill / Star-Lord,[16][86] and the following month, Dave Bautista confirmed that he would reprise his role as Drax the Destroyer.[87] Marvel received the completed first draft of the screenplay from Gunn by the end of June, ahead of the beginning of official pre-production on the film.[88]
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