Can’t believe it was a decade ago that this MCU’s lesser-known IP about a ragtag group of intergalactic misfits was released. Admittedly, I was a bit blasé when it came out and was feeling superhero fatigue (yep, even then!), but the movie ended up winning me over. The novelty quickly wears off by the second movie however, I didn’t particularly care for all the family issues and Star-Lord meeting his celestial dad was forgettable. The one consistently amazing character is Bradley Cooper-voiced Rocket Raccoon (hence my tribute post for the fiery furball), so it’s wise of James Gunn to make bid his farewell with an emotional Rocket-centric story.

In their new headquarter Knowhere, the usually jovial group isn’t as cheery as they used to be, which makes sense as they, along with their peers the Avengers, have been through a lot. The Thanos fiasco has a profound effect on the group, especially Peter Quill (Chris Pratt) who’s still mourning the loss of Gamora (Zoe Saldana)–the version who was his girlfriend that is. Rocket is also in a gloomy mood as he’s playing Peter’s mixtape, though their melancholic period doesn’t last long when a powerful figure armored in gold known as Adam Warlock (Will Poulter) suddenly attacks the Guardians’ home trying to kidnap Rocket. I had completely forgotten about Adam Warlock when he was introduced in GOTG Vol 2’s mid-credit scene as ‘the next step in our evolution.’ In any case, the group managed to fight off Warlock, he did leave Rocket gravely injured. While on life support, Peter and the team found Rocket has a certain implant that prevented him from being operated on in order to save his life.

Gunn then traces Rocket’s traumatic backstory of how he came into being, nothing more than a scientific experiment known labeled Subject 89P13 that’s genetically modified by the villainous High Evolutionary (Chukwudi Iwuji, putting his Royal Shakespeare Company’s training to good use). Let’s call him Hi-E for short, a mad scientist with an extreme God complex who specializes in engineering hybrid creatures via cruel, sadistic means. Rocket’s first family isn’t the Guardians, but his fellow bio-engineered animals–Lylla the otter, Floor the rabbit, and Teefs the walrus–who are inhumanely experimented on by Hi-E. Boy, was I glad I had tissues handy… I really didn’t expect to shed a tear watching GOTG but I was practically bawling my eyes out during Rocket’s flashbacks scenes, especially of him and Lylla (voiced by Linda Cardellini who played Clint Barton’s wife in the Avengers).

Hi-E undoubtedly joins the ranks of best Marvel villains with his delightfully sinister performance. There’s no redeeming quality to his character, he’s pure evil with a narcissistic bent. Like Thanos, his misguided attempt to ‘improve’ the galaxy ends up destroying it, portrayed with unhinged intensity by Iwuji. Warlock doesn’t really leave a big impression on me despite Poulter’s best effort and Warlock’s mommy Ayesha (Elizabeth Debicki who would look perfectly at home in Bond’s Goldfinger) is even more criminally underused here. I suppose it’s tough to give SO many characters a proper arc.

At least the Guardians themselves remain a dynamic group despite their helter-skelter mode of working. Even the alternate Gamora who’ve joined the Ravagers somehow manages to fit in again. Nebula (Karen Gillan), Mantis (Pom Klementieff), and Drax (Dave Bautista) also have to work together here which is pretty amusing to watch. Gillan rarely gets to display her comedic chops as Nebula but there’s a brief romantically-suggestive moment with Peter that made me laugh.

I read an earlier review complaining that Vol 3 is morose and mournful but I actually appreciate the emotional resonance here that feels organic. Gunn is likely feeling a bit melancholy that this is his last hurrah with Marvel, so yes, some of the characters are in a gloomy mood, but they have a good reason for that. I think the dire state of their friend Rocket actually gives them a sense of purpose that I haven’t seen in previous movies. Now, I don’t think Gunn has lost his sense of fun, however. Music-fueled actions abound, plus all the over-the-top silliness we’ve come to expect. Given Peter’s affinity for greatest hits from the ‘70s and ‘80s as his first mixtape were given by his late mother, the awesome songs have personal significance to the franchise and remain one of its strength. Surely a large part of the movie’s $250 mil budget goes to song licensing.

There’s definitely no shortage of bizarre, outlandish, and downright freakish stuff in this franchise. The mid-act heist scene of breaking into Orgoscope where pretty much every surface is covered in liquid or slimy goo is pure chaotic fun, featuring a droll Nathan Fillion as a security guard whose uniform resembles a Michelin Man. But some can be eerily unsettling, especially Hi-E’s most ambitious operation called Counter-Earth, where his engineered ‘master race’ comprised of a human body with various animal heads live human-like existence. It’s an interesting commentary about how there is no such a thing as a ‘perfect universe,’ as created beings will undoubtedly have inherent flaws that tend to muck things up. There are some of the funniest scenes with Drax here, not to mention a historic moment where the first F-bomb gets uttered in a Marvel movie.

As Gunn bids farewell to Marvel, it’s no surprise that he’d try to cram a lot of things into his last GOTG movie. At 2.5 hours, it’s the longest Guardians and the fourth longest movie of the MCU alongside Avengers: Infinity War, but fortunately, it doesn’t feel that long. Now, some scenes are superfluous fillers, i.e. the scenes involving Kraglin (Sean Gunn, the director’s own brother who’d likely get jobs in the DCEU going forward) and Cosmo the Spacedog (Maria Bakalova) whose running gag of wanting to be called a ‘good dog’ gets repetitive. A note to parents: this is also the most violent Guardians movie to date with some gruesome scenes that made me wince. So be mindful when you take young kiddies to see this.

Overall though, it’s a zippy, entertaining, and emotionally bittersweet ride fueled with a sense of loyalty and familial devotion. I know that a lot of big blockbusters (notably the big franchise starting the actor voicing Groot, Vin Diesel) often claim that ‘it’s all about family’ but here it feels genuine thanks to Rocket’s backstory that illustrates that a real family is made up of those who truly love us regardless of our circumstances.

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So what do YOU think of Guardians of the Galaxy Vol. 3?