NOTE: This spoiler was submitted by Jeremy

The film starts in a cage full of little baby raccoons. While they are all freely playing among each other, a menacing figure, The High Evolutionary (Chukwudi Iwuji), approaches the cage. He reaches his hand out to one of the raccoons in particular – Rocket.

In the present day, the Guardians of the Galaxy – Peter Quill/Star-Lord (Chris Pratt), Rocket (Bradley Cooper), Groot (Vin Diesel), Nebula (Karen Gillan), Mantis (Pom Klementieff), Kraglin (Sean Gunn), and Cosmo the Space Dog (Maria Bakalova) – have taken refuge on Knowhere and set up their headquarters there. Peter has still been mourning the loss of the original Gamora (Zoe Saldana) and has been drinking himself unconscious, and Nebula has to carry him to his room. Meanwhile, Kraglin and Cosmo have a bit of a rivalry going on as they test their telekinetic abilities. Kraglin has been trying to master using Yondu’s arrow with his fin, but he hasn’t quite gotten the hang of it.

From deeper out in space, the being known as Adam Warlock (Will Poulter), created by the Sovereign High Priestess Ayesha (Elizabeth Debicki), comes flying in at full speed to Knowhere, crashing into Rocket. The Guardians leap into action, but during the fight, Adam tears Groot’s head off (he’s okay, though) and directly targets Rocket. Peter and Mantis try to help Rocket after he has been gravely wounded by Adam, while Drax attempts to beat up the golden man. Before Adam can kill Drax, Nebula impales him with one of her blades. The med-pack that Peter is using on Rocket is not working, and comes close to killing him before Nebula tells them to take it off him. Adam retreats while Knowhere is left in destruction.

As the Guardians carry Rocket to safety, he appears to have a flashback to his time being experimented on by The High Evolutionary. He was marked “89P13” and thrown into a cage with three other animal test subjects – an otter with mechanical arms (Linda Cardellini), a walrus with wheels for legs (Asim Chaudry), and a rabbit with other mechanical attachments (Mikaela Hoover). They befriend the frightened Rocket and make him feel less alone.

The Guardians find that Rocket has a killswitch in his body that could detonate if they attempt to perform surgery on him, and they figure Adam was sent to retrieve him. Nebula finds that there’s a passkey that can override the killswitch, but it would be with Orgocorp, the company that experimented on him. Peter wastes no time in leading the Guardians (minus Kraglin and Cosmo) to head out there to save his friends.

At the Arete Lab on Counter-Earth, The High Evolutionary meets with Ayesha and Adam, as they not only work for him, but High Evolutionary is responsible for the creation of the Sovereign, among other races and species across the galaxy. He sent Adam to retrieve Rocket, as he is High Evolutionary’s most valued asset. When he tries to torture Adam for his failure in retrieving rocket, Ayesha pleads with him to stop, as she views Adam like her son. The High Evolutionary tells his henchman Theel (Nico Santos), that he knows where the Guardians are headed.

The Guardians arrive at the Orgoscope, where Orgocorp HQ would be. While they prepare to break through the shield, Peter and Mantis discuss how he has never returned to Earth since he was taken by the Ravagers, and Peter says the only person he would know is his grandfather, and he doesn’t know if he’s still alive. Moments later, the Guardians’ ship is boarded by Ravagers, led by Stakar Ogord (Sylvester Stallone). The alternate Gamora has joined them, and she has been secretly communicating with Nebula. Peter is stunned to see Gamora, even though this version is not familiar with the rest of the Guardians. Stakar gives the Guardians spacesuits and instructs them to avoid Orgosentries while they try to access the company’s records for information on Rocket.

Another flashback shows how Rocket was highly intelligent, which is why High Evolutionary kept him close. He had also witnessed the development of Counter-Earth, where High Evolutionary was sending his completed experiments. He showed Rocket a machine where he tried to advance the evolutionary stages of certain animals, but had not perfected it to the point where they were anything more than mindless monstrosities that he would dispose of once they were viewed as failures. To the surprise of High Evolutionary, Rocket seemed to have figured out the problem involving the proteins in the organisms they were using.

The Guardians descend onto the Orgoscope, with Peter trying to have a heart-to-heart with Gamora, only for her to reject him since she is not the same Gamora he used to know and love. They stash their spacesuits somewhere before being found by Orgosentries led by Master Karja (Nathan Fillion), but the Guardians pretend to be working there. Peter splits off with Gamora and Nebula while Drax and Mantis go together. The former three encounter one Orgo employee, Ura (Daniela Melchior) and force her to take them to the records. Just as they find Rocket’s file, the Orgosentries go after the Guardians. Their spacesuits end up sucked into space because they stashed them in the wrong place, but Drax and Mantis attempt to fight off the guards. Karja shoots at them, hitting Drax and Nebula, weakening them. Peter convinces Ura to help them, and she lets him access their systems to turn off the artificial gravity to get the Orgosentries off their tails and allowing them to return to their ship.

In another flashback, Rocket is seen with his animal friends as they dream about being free. Here, they come up with their names. The otter names herself Lylla, the walrus names himself Teefs, and the rabbit names herself Floor, before Rocket picks his own name after seeing a rocket flying over Counter-Earth.

The Guardians play Rocket’s file and witness the horrors that he was subjected to under High Evolutionary. The passkey is also not found in the file, but it is in the memories of a device in Theel’s head. When Peter starts trying to head out to find Theel, Gamora argues against the plan until Nebula tells her that Rocket is still their family.

The Orgosentries meet with Ayesha and Adam as they take in a captured Ravager and his pet (later named Blurp). While Ayesha tries to get Adam to interrogate the Ravager for info on the Guardians, he ends up frying him to death with his powers, angering Ayesha. Moments later, she hears Gamora contacting the Ravager over a radio, sending coordinates for her to get picked up and unknowingly letting Ayesha know where they are headed. Meanwhile, Adam takes a bit of a liking to Blurp.

Another flashback sees The High Evolutionary madly bringing Rocket to witness his next experiments, as he took Rocket’s suggestions over the proteins in the animals and had perfected it to make his creatures more advance. High Evolutionary also talks down to Rocket as though he was a failed experiment full of mistakes, and then orders the perfected creatures to be incinerated.

The Guardians make it to Counter-Earth, which has many suburban neighborhoods like the ones Peter used to know, inhabited by humanoid animal creatures. When they touch down, Drax makes a bad impression by throwing a ball at a child’s head, and the other inhabitants begin pelting the Guardians with garbage until Groot makes himself gigantic to scare them away. After Peter helps a bat woman, she takes him and his friends into her home, where they help the Guardians find High Evolutionary’s station so they can find Theel, and the family lets Peter take their car with Nebula and Groot. They arrive, and High Evolutionary’s guards escort Peter inside.

One last flashback shows Rocket having stolen a device that helped him unlock his and his friend’s cells to escape. After he and Lylla embraced, High Evolutionary shot Lylla fatally as punishment for the attempted escape. Rocket wailed hysterically and attacked High Evolutionary’s face, clawing and disfiguring him. When two of his henchmen showed up, Rocket killed them, but they had also shot Teefs and Floor dead. Rocket escaped alone, mourning the loss of his friends.

Back on Counter-Earth, High Evolutionary’s minion War Pig (Judy Greer) flies to the Guardians’ ship to attack Gamora and Rocket. Adam finds War Pig as she attempts to bring Rocket in, and he tears her head off. Peter meets High Evolutionary and confronts him over his actions before he declares that he is going to destroy the planet and start all over. Counter-Earth begins to get destroyed, along with its inhabitants. Adam tries to fly back to Ayesha, only to watch her get blown up in her ship. Peter and Groot fight off some of High Evolutionary’s henchmen before jumping out of the window with Theel, and Groot creates wings to keep himself and Peter up as he drowns Theel and steals his memory. The rest of the Guardians make it back to their ship as the planet continues to blow up around them. In the chaos, Mantis, Drax, and Nebula end up on High Evolutionary’s ship while Peter and Groot make it back to their ship with Rocket and Gamora. Nebula blames Drax for their predicament while Mantis tries to defend him despite knowing he does stupid things that get them in trouble.

Peter, Gamora, and Groot frantically rush to use the passkey to save Rocket. He finds himself in a white realm being met by Lylla, Teefs, and Floor, as though they are welcoming him to the afterlife. Rocket seems ready to join them until Lylla tells him that he still has a purpose left in his life. They share a kiss before Rocket finally comes back to life and embraces his friends. They then receive communications from Nebula, as she and Drax and Mantis have found a large group of captured children that High Evolutionary has been keeping for experiments. They hear Rocket’s voice over the radio and are overjoyed to know he’s alive. Unfortunately, High Evolutionary captures them and lets the other Guardians know. Peter leads them to go rescue their friends and contacts Kraglin for help.

Drax is able to calm down the captured children since he speaks their native language, and he also manages to make them laugh by acting goofy like he used to with his own daughter. He, plus Mantis and Nebula, get put into a room with three Abilisks, but Mantis manages to use her powers to get them on their side and help them charge into battle. Kraglin and Cosmo help bring Knowhere close to the ship, but High Evolutionary’s forces begin attacking. Kraglin sees a vision of Yondu (Michael Rooker) encouraging him to use his heart in order to fly the arrow, and it works when Kraglin destroys the High Evolutionary’s drones, while Cosmo uses her telekinetic powers to squash a henchman coming their way. The High Evolutionary’s henchmen attempt to revolt, only for him to use his powers to vaporize all of them.

Once the Guardians reunite, they are joined by Adam (and Blurp). Together, they take on High Evolutionary’s army and utterly annihilate them. Cosmo uses her powers to get the ship closer to Knowhere so that the Guardians can rescue the captured children and take them to safety. Before leaving, Rocket finds a litter of baby raccoons along with other animals and begins to try and free them. High Evolutionary finds him and almost kills him, saying once again he is nothing more than a failed experiment, until Rocket reminds him who he really is. The other Guardians then show up and deliver a well-deserved beatdown to High Evolutionary before Nebula pulls his face off, revealing the horrible disfigurement that Rocket left him with. Rocket chooses not to kill High Evolutionary, but they leave him to die as his ship begins to explode. Rocket frees the other animals, but Cosmo’s powers give out before Peter can make it to Knowhere. He nearly freezes to death in space until Adam flies him onto Knowhere to safety.

Back on Knowhere, the Guardians meet one last time together. Gamora is set to continue working with the Ravagers, while Peter has plans to finally return to Earth. Mantis says that she also wants to go off on her own to find out what she wants to do for herself. While Drax offers to go with her, Mantis says she needs to do it alone, and Nebula says Drax is better suited to looking after the children since he was always meant to be a dad, and she will be in charge of Knowhere. Peter passes down his leadership title to Rocket so that he can lead the next Guardians team. Before Gamora leaves, Peter acknowledges that they will not be together, but there is a hint of attraction and flirtation between them. He returns to Earth and finally reunites with his grandfather Jason (Gregg Henry). After the Guardians part ways, Rocket is given Peter’s Zune, where he plays “Dog Days Are Over” for all of Knowhere to hear and begin to dance to.

Mid-Credits Scene:
Rocket and Groot now lead their new team, which includes Kraglin, Cosmo, Adam, Blurp, and one of the orphaned children named Phyla (Kai Zen). As a horde of enemies come their way, Rocket leads them by playing “Come and Get Your Love” as they head on their next adventure.

Post-Credits Scene: Peter and Jason have breakfast together, discussing Jason’s stepson with his second wife.

The final text states that “The legendary Star-Lord will return.”

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The Guardians of the Galaxy now reside on Knowhere, but Peter Quill/Star-Lord has been depressed ever since the loss of his original Gamora. Adam Warlock, created by Sovereign High Priestess Ayesha, attempts to capture Rocket Raccoon for their true creator, The High Evolutionary, but Rocket ends up wounded, and the Guardians must find a way to save their friend, joined by an alternate Gamora who works with the Ravagers.

The High Evolutionary was responsible for Rocket's creation through painful experiments, along with other animals that he attempted to "perfect". Rocket had three friends, including Lylla the otter that he was in love with, but High Evolutionary had her and the other friends killed when Rocket tried to break them out. As a result, Rocket shredded his face but escaped before meeting the Guardians. The team tries to find a passkey to override a killswitch in Rocket's body that could kill him, while High Evolutionary wants Rocket back since he had helped him perfect the formula for making advances creations. High Evolutionary destroys his own planet, Counter-Earth, and all of its inhabitants that he created, including Ayesha, who dies in front of Adam.

Peter, Gamora, and Groot manage to save Rocket, but they have to go rescue Drax, Mantis, and Nebula when they're captured by High Evolutionary. With help from Kraglin and Cosmo the Space Dog, the Guardians fight back against High Evolutionary's forces and rescue his captured children and animals. After killing his army, the Guardians defeat High Evolutionary and leave him to die on his exploding ship before making it back to Knowhere.

The Guardians decide to split up, with Peter finally going back to Earth and reuniting with his grandfather, while Gamora rejoins the Ravagers, and Mantis goes on a journey of self-discovery. Nebula stays to lead Knowhere while Drax will become a father to the rescued children. Rocket and Groot become the new leaders of the Guardians, joined by Kraglin, Cosmo, Adam, his pet Blurp, and one of the orphaned girls named Phyla.