scripts/Guardians of the Galaxy Vol 2.txt

                                                                1.



    BLACK:

    O.S. “BRANDY” by LOOKING GLASS PLAYS.


1   EXT. FORD COBRA MUSTANG - DAY                                    1

    SUPER: MISSOURI

    EARTH

    1980

    OVERHEAD SHOT: A ‘79 Cobra winds alongside the Missouri
    River, past swaying loosestrife, vibrant sugar maples, and
    oily self-pump gas stations. A hazy sun glints off the hood
    of the Cobra which, like its descendant the Milano, is
    orange and teal.

    We MOVE DOWN AND IN on a fresh-faced girl of 18 in the
    passenger seat: MEREDITH QUILL. As “Brandy” blasts from the
    car stereo, she pushes her fine, feathered hair from her
    mouth, and sings along, out-of-tune -

                       MEREDITH
             Do do do do do do do do do do do!

    The driver, a MYSTERIOUS MAN in his 30’s, dressed in sleek,
    mod attire, LAUGHS.

    Meredith LAUGHS too. She SINGS and dances with abandon in
    her seat. She’s a lively goofball, and it’s apparent where
    Peter Quill received much of his personality.


2   EXT. DAIRY QUEEN/WOODS - MOMENTS LATER                           2

    The Cobra pulls beside this Dairy Queen in a desolate area.


3   EXT. WOODS BEHIND DAIRY QUEEN - MOMENTS LATER                    3

    The Mysterious Man helps Meredith down the steep hillside
    into the woods. “Brandy” continues to play on the car
    stereo in the lot behind them. Meredith GIGGLES.

                       MYSTERIOUS MAN
             This way, my river lily.

                       MEREDITH
             Where are you taking me?
                                                         2.


The Mysterious Man shows her a STRANGE SPROUT nestled
amongst the trees.

A few inches tall and decidedly alien in nature, its
delicate limbs twist and turn in a complex pattern.

                  MEREDITH
        Oh. It’s beautiful.

The Mysterious Man looks proudly at Meredith. With a
perpetually excited glint in his eye, and the air of a
self-empowerment guru, he is an intoxicating presence.

                  MYSTERIOUS MAN
        I was afraid it wouldn’t take to
        the soil, but it rooted quickly.

He nods toward the sky between the branches above.

                  MYSTERIOUS MAN
        Soon it will be everywhere - all
        across the universe, fulfilling
        life’s one true purpose.

                  MEREDITH
        Which is what?

                  MYSTERIOUS MAN
        Expansion.

The Mysterious Man takes her in his arms. He gazes into her
eyes. She grows almost teary.

                  MEREDITH
        I’m not sure what you’re talking
        about. But I like the way you say
        it.

                  MYSTERIOUS MAN
        My heart is yours, Meredith Quill.

                  MEREDITH
        I can’t believe I fell in love with
        a spaceman.

And they KISS, with passion, and love. “DO DO DO DO DO DO
DO DO DO DO DO!” sings Looking Glass as SOURCE BECOMES
SCORE and we TILT DOWN to the plant. It TWITCHES AND GROWS
AND TWISTS.
                                                               3.


    We PUSH IN ON IT, where we see the plant is made, not only
    of cellulose and leaves, but of a BRIGHT COSMIC LIGHT. And
    we KEEPING PUSHING IN, INTO THE PLANT ITSELF, more FLESH-
    LIKE than you’d imagine, where COLORFUL BACTERIA OVERCOMES
    US as “BRANDY” DISTORTS AND TRANSFORMS into something epic.

    O.S. A CRACK OF INTERDIMENSIONAL THUNDER

    SUPER: 34 Years Later


4   EXT. THE SOVEREIGN - OUTER SPACE                                4

    An artificial, golden planet, made of interlocking orbs,
    revolves around a blue sun.

    We PUSH IN on THUNDEROUS INTERDIMENSIONAL CRACKS on one
    small patch of planet.

    SUPER: THE SOVEREIGN


5   I/E. POWER STATION - DAY                                        5

    A DIMENSIONAL CRACK SNAPS in the sky overhead. PETER QUILL
    looks from it to an old MATTEL ELECTRONICS FOOTBALL GAME
    converted into a tracker. A RED DOT APPROACHES.

                      QUILL
            Showtime, a-holes! It’ll be here
            any minute!

                      GAMORA (O.S.)
            Which will be its loss.

    Quill turns toward GAMORA, loading a rifle. DRAX, ROCKET,
    and BABY GROOT also ready themselves for battle in this
    grand, open-air power station. Dozens of BATTERIES are
    couched in conductor towers encircling them. Quill, Gamora,
    and Rocket wear flying rigs.

                      QUILL
            Is that a rifle?

                      GAMORA
            You don’t know what a rifle is?

                      QUILL
            I thought your thing was a sword.

                      GAMORA
                                                            4.


        We’ve been hired to stop an
        interdimensional beast from feeding
        on those batteries’ energy, and I’m
        going to stop it with a sword?

                  QUILL
             (mumbling to himself)
        Don’t look at me like I’m stupid.
        You’re the one being all
        inconsistent.

A LOUDER, LARGER CRACK: something seems to be fighting its
way through the sky.

                  GAMORA
        Drax, why aren’t you wearing one of
        Rocket’s aero-rigs?

                    DRAX
        It hurts.

                    GAMORA
        Hurts?

                  DRAX
             (muttering)
        I have sensitive nipples.

Rocket, who is working on a pair of speakers wired to
Quill’s Walkman, LAUGHS HARD at this. Drax points at him.

                  DRAX
        What about him?! What’s he doing?!

                  ROCKET
        If I finish this, we can listen to
        tunes while we work.

                  DRAX
        How is that a priority?

                  ROCKET
        Blame Quill! He’s the one who loves
        music so much!

                  QUILL
        I agree with Drax. It’s hardly
        important right now.

                  ROCKET
        Oh, sure, okayyyy, Quill.

Rocket WINKS at him.
                                                           5.


                  QUILL
        No, I really agree with him.

                  ROCKET
        Sure, I know.

Rocket WINKS some more.

                  DRAX
        I can clearly see you winking.

                  ROCKET
        Damn. I’m using my left eye?

Rocket hears a small GROWL.

He looks down and sees Baby Groot - newly unpotted, only
nine inches tall or so - angrily THROWING ASIDE some
foraging Orloni. Then he looks up at Rocket, explaining:

                  GROOT
        I am Groot.

                  ROCKET
        They were not looking at you funny.

AN EVEN LARGER CRACK!

Rocket swirls as a GIGANTIC BEAST - a hundred-foot-long
Lovecraftian monstrosity - BREAKS THROUGH THE
INTERDIMENSIONAL RIFT. THE ABILISK is the color of a pinkie
mouse with kaleidoscopic and deadly SPLATTER MATTER pulsing
from its maw.

                  ROCKET
        Well. That’s intense.

Rocket, Quill, and Gamora JET-PACK OUT OF THE WAY, while
they BLAST at the creature. Drax HOLLERS, CHARGING it with
his twin blades. Quill TURNS ON his mask.

But we FOCUS on baby Groot, who trots up to the stereo
speakers and Walkman.

He fiddles with two wires. They SPARK, the stereo POWERS
UP, and “MR. BLUE SKY” by ELECTRIC LIGHT ORCHESTRA PLAYS as
-

THE CREDITS START

Baby Groot DANCES IN-FOCUS in the foreground as the
Guardians get PUMMELED by the beast OUT-OF-FOCUS in the
background.
                                                           6.


Baby Groot’s dancing is arrhythmic and many of his “dance
moves” are nonsensical mixtures of trembling, swaying, and
making weird faces.

But it is joyous.

As Groot struts, Quill comes ROLLING behind him. As he
stands, he sees Groot dancing and looks at him, worried.

                  QUILL
        Groot, look - !

A TENTACLE FLIES IN FROM OFF-SCREEN, KNOCKING Quill OUT-OF-
FRAME as Groot dances on, blissfully unaware.

Groot, smiling, dances onward, as DRAX, in the clutches of
a giant tentacle, is SLAMMED NUMEROUS TIMES BESIDE HIM.

Groot arrives at GAMORA, who is blasting at the OFF-SCREEN
BEAST.

                  GAMORA
        Get out of the way, Groot! You’re
        going to get hurt!

Groot stops dancing. He WAVES at her.

                    GAMORA
        Hi.

She AERO-JETS back into the fray.

As Groot DANCES, Drax FALLS directly behind him.

Groot FREEZES.

Drax stares at him a moment, suspicious. Groot stays
frozen.

Drax LEAVES, and Groot COMMENCES THE DANCE where he left
off.

Groot sees an INSECT FLYING BY.

Suddenly dancing is forgotten and GETTING THIS BUG is all-
important. He CHASES it.

He HOPS up and grabs it from the air...

And starts EATING it.
                                                            7.


Rocket spots this and FLIES DOWN beside him, worried. He
PRIES OPEN GROOT’S MOUTH with his fingers, frantically
trying to get it out.

                  ROCKET
        Spit it out! Spit it out!

Groot COUGHS IT OUT. The bug FLIES crookedly away, one wing
mulched.

Rocket JETS OFF back toward the battle, muttering:

                  ROCKET
        Disgusting.

Groot sees something else and becomes furious. We follow
his line of sight to a GRAZING ORLONI.

Groot SCREAMS A WAR CRY and ATTACKS IT. He GROWS HIS
BRANCHES AROUND IT, and the terrified Orloni DARTS AWAY,
DRAGGING GROOT WITH IT.

Groot’s anger becomes panic as he is DRAGGED AROUND BY THE
ORLONI and can’t let go.

The Orloni DARTS around the power station and underneath
the RAGING BATTLE, a CRYING Groot bouncing along behind it.

Finally, he LETS GO and goes TUMBLING, ROLLING directly
INTO THE CAMERA.

And then stands up and, as if none of it happened at all,
starts DANCING AGAIN.

We PAN and see the speakers and Walkman beside him, and we
realize Baby Groot has traveled around the entire Power
Station and has arrived back where he started -

When Drax is FLUNG by the beast into the stereo system,
SMASHING it.

Groot stops dancing. Angry that Drax has ruined his fun, he
picks up a piece of the stereo and beats him with it.

CREDITS END.

Drax stands and glares at the ferocious beast as Rocket,
Quill, and Gamora BLAST at it without effect.

                  DRAX
        The beast’s hide is too thick to be
        pierced from the outside. I must
        cut through it from the inside.
                                                                8.


                      GAMORA
            Huh?

    Drax HOLLERS, CHARGING the creature.

                      GAMORA
            Drax, no! That doesn’t make -

    The creature OPENS ITS ENORMOUS MOUTH, SCREECHING, and Drax
    LEAPS INSIDE IT, instantly swallowed up.

                      QUILL
            What is he doing?!

                      GAMORA
            He said the skin is too thick to be
            pierced from the outside, so he --

                      QUILL
            That doesn’t make sense!

                      GAMORA
            I tried to tell -- !

                      QUILL
            Its skin is the same thickness from
            the inside as from the out!

                      GAMORA
            I REALIZE THAT.


6   INT. BEAST’S STOMACH - DOESN’T MATTER                            6

    Drax HOLLERS as he SLASHES AWAY inside the goo of the
    beast’s stomach. To no avail.


7   I/E. POWER STATION - DAY                                         7

    Quill reloads his pistol, thinking.

                      QUILL
            Gamora, there’s a cut on its neck -
            Rocket, get it to look up.

    Quill and Rocket JET UP HIGH up over the creature as they
    BLAST REPEATEDLY at it.

                      QUILL
            Hey, you giant Sea Monkey, up here!
                                                                9.


    Gamora’s rifle is jammed. She tosses it down. PULLS HER
    SWORD. SNAPS IT OPEN.

    The beast SCREECHES at Quill and Rocket FLYING overhead.
    The colorful SPLATTER MATTER FLIES FROM ITS MOUTH,
    BATTERING ROCKET, BURNING his clothes.

    But its neck is exposed, where the skin is thinner, and
    there is a small wound.

    Gamora DASHES, LEAPING HIGH into the air, and she PLUNGES
    her sword directly into the wound.

    She holds tight to the hilt as she FALLS, SLICING AN
    INCISION down the length of the creature’s neck.

    The beast WOBBLES, TOPPLES, and DIES. As it COLLAPSES, Drax
    SPILLS OUT of the wound. He raises his arms in victory.

                      DRAX
            Ha ha! I have single-handedly
            vanquished the beast!

    Quill SCOFFS. Rocket SNORTS. Gamora stares at him, dead-
    eyed.

    Baby Groot throws a rock at him.

                      DRAX
            What?


8   I/E. POWER STATION - MOMENTS LATER                               8

    The Guardians de-rig by the Anulax batteries.

                      DRAX
            What are they called again?

                      QUILL
            Anulax batteries.

                      DRAX
            Harbulary batteries.

                      QUILL
            That’s nothing like what I just
            said. But they’re worth thousands
            of units a piece. Which is why the
            Sovereign hired us to protect them.

    Rocket pulls out one of the ANULAX BATTERIES, checking it
    out.
                                                             10.


     Gamora, Drax, and Quill walk on. Rocket stays back a
     moment.

     Quill nods down the walkway, where GOLDEN SOVEREIGN
     CITIZENS stand at the edge of the station, gawking.

                       QUILL
             Just be careful what you say around
             these folks. They’re easily
             offended and the cost of
             transgression is death.

                       DRAX
             Sounds judgmental for a bunch of
             golden morons.

                       QUILL
             That’s the kind of thing you might
             want to keep to yourself.

                       GAMORA
             I’ll hold my tongue, as long as
             they deliver what was promised.


9    EXT. LAIR OF THE HIGH PRIESTESS - MORNING                     9

     An enormous golden palace in the shape of a globe, dappled
     by morning sunlight.

                       AYESHA (O.S.)
             We thank you, Guardians, for
             putting your life on the line. We
             could not risk the lives of our own
             Sovereign citizens.


10   INT. LAIR OF THE HIGH PRIESTESS - DAY                         10

     HIGH PRIESTESS AYESHA is stunningly beautiful with golden
     skin. Her CHAMBERMAIDS and other DENIZENS flutter
     throughout her luxurious lair, all of whom are equally
     perfect.

                       AYESHA
             Every citizen is born exactly as
             designed by the community,
             impeccable, both physically and
             mentally. We control the DNA of our
             progeny, germinating them in
             birthing pods.

                       QUILL
                                                           11.


        I guess I prefer making people the
        old-fashioned way.

                  AYESHA
        Well... perhaps someday you could
        give me a history lesson in the
        archaic ways of our ancestors...
        for academic purposes.

                  QUILL
        Yeah, I mean, if it’s for research
        that could be pretty --

Quill sees Gamora staring at him.

                  QUILL
        Pretty repulsive. I’m not into that
        kind of casual -

                  GAMORA
        Oh, please.
             (to Ayesha)
        Your people promised something in
        trade for our services. Bring it
        and we shall gladly be on our way.

Ayesha nods.

Two SOLDIERS emerge with A WOMAN in a hood and cloak, her
wrists bound by SHACKLES. They SHOVE HER TO HER KNEES and
yank back her hood, REVEALING --

NEBULA. Her clothes are tattered. Her hand is now just a
low-tech metal claw.

She glares at Gamora. Gamora glares at her. Quill looks
from one to the other, feeling the tension.

                  QUILL
             (quietly)
        Family reunion. Yaaaay.

                  AYESHA
        I understand she is your sister?

Gamora roughly picks Nebula up, starts to go.

                  GAMORA
        She’s worth no more to me than the
        bounty due for her on Xandar.

                  AYESHA
                                                         12.


        Our soldiers apprehended her
        attempting to steal the batteries.
        Do with her as you please.

                  QUILL
        Thank you, High Priestess Ayesha.

Quill starts to go.

                  AYESHA
        What is your heritage, Mr. Quill?

Quill turns back towards her, uncomfortable with the
question.

                  QUILL
        My mother is from earth.

                  AYESHA
        And your father?

                  QUILL
        He’s... not from Missouri, that’s
        all I know.

Ayesha stares at him as if she’s eaten something foul.

                  AYESHA
        I see it within you, an unorthodox
        genealogy. A hybrid that seems
        particularly... reckless.

Quill tries not to let this affect him, but it does. Rocket
grins a huge, fake grin at Ayesha.

                  ROCKET
        You know, they told me you people
        were conceited douchebags. But that
        isn’t true at all.

Rocket turns to Quill and WINKS. The Guardians shift
uncomfortably.

                  ROCKET
        Oh, shit, I’m using my wrong eye
        again, aren’t I?
             (to Ayesha)
        I’m sorry. That was meant to be
        behind your back.

Drax YANKS Rocket away.
                                                                13.


     Gamora and Quill head out of the lair. Drax and Rocket are
     a few paces behind.

                       DRAX
             Count yourself blessed they didn’t
             kill you.

                       ROCKET
             You’re telling me. You wanna buy
             some batteries?

     Rocket grins and shows Drax something hidden in his bag -
     TWO ANULAX BATTERIES.

     “LAKE SHORE DRIVE” by ALIOTTA, HAYNES, AND JEREMIAH PLAYS.

     Drax LAUGHS. Rocket SHUSHES him so Quill and Gamora don’t
     hear.


11   EXT. SOVEREIGN SPACE DOCK/THE MILANO - MOMENTS LATER             11

     The Milano RISES into the blue sunset over the Sovereign
     Space Dock filled with golden, capsule-shaped ships.

     Rocket works the controls as they rise up. He speaks into
     the comm:

                       ROCKET
             Let’s get baldy back to Xandar and
             retrieve that bounty!


12   INT. MILANO LOWER FLIGHT DECK - OUTER SPACE                      12

     Groot lies on the rear window peering out the back as they
     pass overhead.

     On the CASSETTE PLAYER AWESOME MIX VOL. 2 is playing; we
     PAN away from it, MOVING IN on Quill, looking perturbed as
     he takes off his jacket.

     Gamora is nearby, putting shackles on Nebula.

                       GAMORA
             You all right?

                       QUILL
             That stuff about my father. Who
             does she think she is?

                       GAMORA
             I know you’re sensitive about that.
                                                     14.


                  QUILL
        I’m not sensitive about it. I just
        don’t know who he is.

Gamora nods.

                  QUILL
        Sorry if it looked like I was
        flirting with her. I wasn’t.

                  GAMORA
        I don’t care if you were.

Gamora pushes Nebula to the rear of the craft.

                  QUILL
        I think you do care. That’s why I’m
        apologizing.

Quill watches her go, somewhat longingly.

                  DRAX
        Gamora is not the one for you,
        Quill.

Quill is startled to see Drax directly beside him.

                  DRAX
        There are two types of beings in
        the universe. Those who dance, and
        those who do not.

                  QUILL
        Uh huh.

                  DRAX
        I first met my beloved at a war
        rally.

                  DRAX
        Everyone in the village flailed
        about, dancing. Except one woman.
        My Ovette. I knew immediately she
        was the one.

Quill nods, trying to be polite.

                  DRAX
        The most melodic song in the world
        could be playing, and she wouldn’t
        even tap her foot. She wouldn’t
        move a muscle. One might assume she
        was dead.
                                                        15.


                  QUILL
        Well, that is pretty hot, but--

                  DRAX
        It would make my nether regions
        engorge -

                  QUILL
        All right, okay, fascinating, don’t
        need to hear it. I get your point,
        I’m a dancer and Gamora is not.

Drax smiles kindly, clutches Quill’s shoulder.

                  DRAX
        You just need to find a woman who
        is pathetic, like you.

At the rear of the ship, Gamora roughly restrains Nebula.

Nebula notices a bowl of fruit.

                  NEBULA
        I am hungry. Hand me some of that
        yaro root.

                  GAMORA
        No. It’s not ripe yet. And I hate
        you.

                  NEBULA
        You hate me?! You left me there
        while you stole that stone for
        yourself. Yet here you stand, a
        hero, a Garden of the Galaxy!

                  GAMORA
        A what?

Nebula stares at her, confused.

                  GAMORA
        ‘Guardians of the Galaxy.’

                  NEBULA
        Oh.

                  GAMORA
        Why would we be ‘the Gardens of the
        Galaxy’?

                  NEBULA
                                                                16.


             I don’t know. I thought it was
             stupid.

                       GAMORA
             Yeah, it would be.

                       NEBULA
             It’s still wordy.

                       GAMORA
             I wasn’t the one who thought of it.

                       NEBULA
             Your name doesn’t matter. I’ll be
             free of these shackles soon enough,
             and I’ll kill you, I swear.

                       GAMORA
             No. You’ll live out your days in a
             prison on Xandar, wishing you
             could.

     WARNING LIGHTS FLASH.


13   I/E. MILANO FLIGHT DECK - MOMENTS LATER                          13

     Gamora MOVES UP from the stairs. Rocket and Quill are in
     the pilot seats. Drax is moving up from the back.

                       QUILL
             We got an armed Sovereign fleet,
             approaching from the rear.

     Gamora takes the center seat, sees a REARVIEW SCAN:

     Golden, capsule-shaped, Sovereign OMNICRAFT, with a video
     screen on front and a blaster on each side - getting
     closer.

                       GAMORA
             Why would they do that?!

                       DRAX
             Probably because Rocket stole some
             of their batteries.

     Quill and Gamora look at Rocket, astounded. Rocket gawks at
     Drax, betrayed.

                       ROCKET
             Dude.
                                              17.


                  DRAX
        Oh, right. He didn’t steal one of
        those. I don’t know why they’re
        after us. What a mystery this is.

THE SOVEREIGN FIRE UPON THE MILANO.

Quill does his best to evade their blasts.

                  QUILL
        What were you thinking?!

                  ROCKET
        Dude, it was really easy to steal.

                  GAMORA
        That’s your defense?

                  ROCKET
        Come on. You saw how that high-
        priestess talked down to us! I’m
        teaching her a lesson!

                  QUILL
        Oh! I didn’t realize your
        motivation was altruism. A shame
        the Sovereign have mistaken your
        intentions and are trying to kill
        us.

                   ROCKET
        Exactly.

                  QUILL
        I WAS BEING SARCASTIC!

                  ROCKET
        Oh no! You tricked me! You’re
        supposed to use a sarcastic voice!
        Now I look foolish!

Drax points at Rocket and LAUGHS at him.

                  QUILL
        SHUT UP, DRAX! You knew! You should
        have told us!

Drax is aghast. He looks at Rocket.

                  DRAX
        Did you tell him it was easy to
        steal?
                                                                18.


                       ROCKET
             Are you kidding me?

                       DRAX
             What?

                       ROCKET
             You never listen to anything!

                       GAMORA
             None of you listens! Can we please
             just put the bickering on hold
             until after we survive the massive
             space battle?!

     Rocket glances at Quill, nodding back at Gamora.

                       ROCKET
             Whoa. Somebody woke up on the wrong
             side of the bed this morning.

                       QUILL
             Do not try to bro down with me
             right now, dude. I will fricking
             punch you in your fricking face.

                       ROCKET
             Real nice! Resorting to violence.

                       QUILL
             More incoming!

     MORE SHIP FLY AT THEM from the front.

                       ROCKET
             GOOD! I WANT TO KILL SOME GUYS!

     They twist and turn between the oncoming ships as ROCKET
     FIRES AT THEM, SCREAMING. They EXPLODE.

     On the front of the Sovereign ships is the VIDEO IMAGE OF A
     PILOT.

                       SOVEREIGN PILOT (ON SHIP)
             Bloody hell!


14   INT. SOVEREIGN PILOT BAY - DAY                                   14

     The same SOVEREIGN PILOT sits in a REMOTE POD. On a SCREEN
     in front of her we see ROCKET FIRING.

     The SHIP IS HIT and the SCREEN GOES STATIC.
                                                             19.


     The Pilot SHOUTS in anger, like a kid who lost at a video
     game.

     High Priestess Ayesha surveys from a walkway above; ROWS OF
     PODS containing PILOTS, all flying their Omnicraft
     remotely.


15   I/E. MILANO FLIGHT DECK                                       15

                       GAMORA
             You’re not killing anyone. Those
             ships are all remotely piloted.


16   INT. SOVEREIGN PILOT BAY - DAY                                16

     A SOVEREIGN ADMIRAL is beside Ayesha.

                       AYESHA
             What is the delay, Admiral?

                       ADMIRAL
             High Priestess, if we destroy their
             craft, we risk destroying the
             batteries. They’re extraordinarily
             combustible and could, in turn,
             destroy the entire fleet.

                       AYESHA
             We have thousands of batteries and
             thousands of ships. Our concern is
             their slight against our people. We
             hired them and they steal from us?
             It is heresy of the highest order.

     The Admiral speaks into his comm.

                       ADMIRAL
             All command modules -

     A FRIGHTENED SOVEREIGN PILOT, on the outskirts of the
     battle, hears the Admiral in his headset.

                       ADMIRAL (O.S.)
             Fire with the intent to kill.

     A MEAN SOVEREIGN PILOT, FIRING at the Milano, smirks.


17   I/E. MILANO FLIGHT DECK - OUTER SPACE                         17
                                                           20.


THE MILANO’S WING IS STRUCK. The EMERGENCY SYSTEMS FLASH
ON.

                  QUILL
        What’s the closest habitable
        planet?

Gamora dances her fingers over the UNIVERSAL NEURAL
TELEPORTATION NETWORK, clicking through “jump points” until
she finds one.

                  GAMORA
        It’s called Berhert.

                  QUILL
        How many jumps?

                  GAMORA
        Only one. But the access point is
        47 clicks away. And it’s through
        that Quantum Asteroid Field over
        there.

Quill spots, to his side, a HUGE FIELD OF SMALL, GLOWING
ASTEROIDS, SWIRLING IN RANDOM PATTERNS, DISAPPEARING OUT OF
SPACE and EMERGING AGAIN a few feet or a few yards away.

Quill ZOOMS SIDEWAYS toward the field.

                  DRAX
        Quill, to make it through that,
        you’d have to be the greatest pilot
        in the universe.

Quill smirks.

                  QUILL
        Lucky for us -

                  ROCKET
        I am.

Rocket FLIPS the pilot controls between them so that he’s
the one piloting the ship. Quill gapes at him.

The Milano DIVES into the QUANTUM ASTEROID FIELD, SWOOPING
in and around the SWIRLING ATOMIZED STONES, barely missing
them.

The Sovereign ships FOLLOW. They are not pilots on par with
Rocket, so most of the ships are immediately PELTED WITH
STONES AND DESTROYED.
                                                                21.


18   INT. SOVEREIGN PILOT BAY - DAY                                   18

     One after another the SOVEREIGN PILOTS screens go blank,
     and they FALL BACK, angry and upset.

     PUSH IN on Ayesha, barely containing her fury.


19   I/E. MILANO FLIGHT DECK - OUTER SPACE                            19

     Quill FLIPS the controls back, so he’s piloting again.

                       ROCKET
             What are you doing?!

                       QUILL
             I’ve been flying this rig since I
             was ten years old.

                       ROCKET
             I was cybernetically engineered to
             pilot a spacecraft!

     Rocket FLIPS the controls back to him.

                       QUILL
             You were cybernetically engineered
             to be a douchebag.

     Quill FLIPS the controls back to him.

                        GAMORA
             Stop it!

                       ROCKET
             Quill, later on tonight you’re
             gonna lay down in your bed and
             there’s gonna be something squishy
             in your pillowcase and you’re gonna
             be, like, ‘what’s this?’ and it’s
             gonna be because I put a turd in
             there.

     Rocket FLIPS the switch back.

                       QUILL
             You put your turd in my bed, I
             shave you.

                       ROCKET
             Oh it won’t be my turd, it will be
             Drax’s.
                                                                22.


     Drax LAUGHS cheerfully. Gamora glances at him. He explains:

                       DRAX
             I have famously huge turds.

                       GAMORA
             We’re about to die, and this is
             what we’re discussing?

                       DRAX
             They raise havoc with the pipes.
             That’s why I do all the plumbing. I
             take responsibility for my actions.
             Unlike some people...

     Drax eyes baby Groot.

                       QUILL
             Groot, he’s right, you have to
             start aiming inside the box.

     Groot looks ashamed. Quill FLIPS the controls back.

                        GAMORA
             Stop it.

     Rocket SWITCHES it back. Quill SWITCHES it back.

     They’re nearing the end of the Asteroid Field when both go
     to switch it at the same time and --

     WHAM! A LARGE ASTEROID SMASHES THROUGH the stern of the
     Milano.


20   I/E. MILANO LIVING AREA - OUTER SPACE                            20

     A CHUNK OF THE REAR OF THE CRAFT DISAPPEARS.

     Nebula IS SUCKED toward the hole - but, fortunately, her
     arms are shackled to a post, so she doesn’t fly out.

     Her face and body cover with frost.


21   I/E. MILANO FLIGHT DECK - OUTER SPACE                            21

     Everything FLIES AROUND THE SPACECRAFT, RUSHING THROUGH THE
     HOLE.

     Groot GOES FLYING, but Quill CATCHES HIM, and casually
     TOSSES him back to Drax --
                                                               23.


     So that he can punch in a code, causing -


22   I/E. MILANO LIVING AREA - OUTER SPACE                           22

     A PROTECTIVE ENERGY SHIELD SLIDES UP in front of the hole.

     Nebula COLLAPSES to the floor. She yells upstairs --

                       NEBULA
             Idiots!


23   I/E. MILANO FLIGHT DECK - OUTER SPACE                           23

     Everyone catches their breath, relieved.

                       ROCKET
             Well, that’s what you get when
             Quill flies.

     Gamora THROWS SOMETHING HARD at the back of Rocket’s head.

                       ROCKET
             Ow!

                       GAMORA
             There’s still a Sovereign craft
             behind us!

     The electronics FLICKER.

                       QUILL
             Our weapons are down!

                       GAMORA
             Twenty clicks to the jump.

     The Mean Pilot BLASTS at them from the sole Sovereign
     Craft, TAKING OUT another part of a wing. The Milano is
     TREMBLING.

     Drax starts climbing down into the living area.

                       QUILL
             Where’s he going?


24   INT. SOVEREIGN PILOT BAY - DAY                                  24

     A group of pilots have gathered around the Mean Pilot,
     rooting him on, like kids at a video arcade.
                                                                24.


                       FRIGHTENED PILOT
             Come on, Zylak, you can do this.


25   I/E. MILANO LIVING AREA - OUTER SPACE                            25

     Nebula sees the bowl of yaro root has spilled in front of
     her.

     She reaches for a piece, but it’s KICKED OUT OF HER WAY.

     She looks up to see Drax, grabbing a cable on a spool
     attached to the wall.

                       DRAX
             It’s not ripe.

     Drax HOOKS the cable to his belt. A folder on the wall
     reads SPACESUITS FOR EMERGENCY and, below that, in Rocket’s
     scrawl: OR FOR FUN.

     Drax pulls a small disk from the folder. He slaps it
     between his shoulder blades and a SHIMMERY SHEATH COVERS
     HIS ENTIRE BODY - a thin force-field spacesuit.


26   I/E. MILANO FLIGHT DECK - OUTER SPACE                            26

     Gamora watches THE MAP leading to the jump point.

                       GAMORA
             Fifteen clicks.

     Another BLAST from the Sovereign craft HITS them.


27   INT. SOVEREIGN PILOT BAY - DAY                                   27

     The pilots rooting on the Mean Pilot erupt into CHEERS.


28   I/E. MILANO LIVING AREA - OUTER SPACE                            28

     Drax grabs a huge rifle.

     He punches buttons on the wall. A SECOND PROTECTIVE SHIELD
     OPENS UP between him and Nebula, and THE FIRST PROTECTIVE
     SHEATH OPENS, exposing him to space --


29   INT. SOVEREIGN PILOT BAY - DAY                                   29
                                                              25.


     The Mean Pilot watches in awe as Drax JUMPS OUT the back of
     the Milano.


30   I/E. MILANO LIVING AREA - OUTER SPACE                          30

     Drax smiles. The cable UNSPOOLS and SNAPS TAUT when it
     reaches its end.

     Drax is DRAGGED HAPHAZARDLY by the Milano like a water sled
     on a boat.


31   I/E. MILANO FLIGHT DECK - OUTER SPACE                          31

     ON THE MAP, the jump point gets closer.

                       GAMORA
             Ten clicks.


32   I/E. MILANO LIVING AREA - OUTER SPACE                          32

     The Mean Pilot BLASTS WILDLY at Drax, missing him by mere
     inches.

     Drax brings the sight to his eye. Aims at the ship.

                       DRAX
             Die, spaceship.

     And he SHOOTS, BLASTING the Sovereign ship.


33   INT. SOVEREIGN PILOT BAY - DAY                                 33

     The Mean Pilot SCREAMS as his lights go out. The Frightened
     Pilot shakes his head in disgust.

                       FRIGHTENED PILOT
             You suck, Zylak.

     Zylak is really sad.


34   I/E. MILANO FLIGHT DECK - OUTER SPACE                          34

     As Quill and Rocket leave the asteroid field, it seems for
     a moment they’re scot-free...

                       GAMORA
             Five clicks!
                                                                26.


     Then DOZENS OF OMNICRAFT pull around them on both sides.

                       QUILL
             Son-of-a-! They went around the
             field!


35   INT. SOVEREIGN PILOT BAY - DAY                                   35

     Ayesha smiles.


36   I/E. MILANO FLIGHT DECK - OUTER SPACE                            36

     It looks like the end of the road for the Guardians when -

     THERE IS A BLINDING BURST OF LIGHT AND ALL OF THE OMNICRAFT
     EXPLODE.


37   INT. SOVEREIGN PILOT BAY - DAY                                   37

     Ayesha watches in shock as the screens in the pods go dead.

                       ADMIRAL
             Someone destroyed all the ships.

                       AYESHA
             What?! WHO?!

     But the Admiral doesn’t know.


38   I/E. MILANO FLIGHT DECK - OUTER SPACE                            38

     Rocket sees the BRIGHT WHITE LIGHT is emanating from an
     OVAL-SHAPED SPACECRAFT.

                       ROCKET
             What is that?!

     Quill sees the FLICKERING framework of a JUMP POINT.

                       QUILL
             Doesn’t matter! That’s the jump
             point! GO! GO!

     As they’re about to reach the jump point, Rocket sees a MAN
     standing casually atop the oval ship, LIGHT BURSTING
     THROUGH HIS BODY and into the craft - the source of the
     explosion.
                                                                27.


                       ROCKET
             It’s a guy.

     Quill doesn’t see as the Milano DISAPPEARS INTO THE JUMP
     POINT.


39   I/E. MILANO LIVING AREA/DIRECTLY ABOVE BERHERT - DAY             39

     The ship POPS IN HERE, TELEPORTING directly above the
     earth-like planet. Because the ship is in such bad shape,
     parts of it TEAR OFF AND SPIRAL AWAY as it enters this new
     atmosphere.


40   I/E. MILANO FLIGHT DECK - OUTER SPACE                            40

     Gamora sees Drax being dragged in the REARVIEW MONITOR.

                       GAMORA
             Oh my God.


41   I/E. MILANO LIVING AREA/DIRECTLY ABOVE BERHERT - DAY             41

     Drax WHIPS WILDLY OUT of the back of the ship. The CABLE
     SPOOL on the wall is coming off -


42   I/E. MILANO FLIGHT DECK/BERHERT FOREST - DAY                     42

     Quill sees a green forest APPROACHING UNBELIEVABLY FAST.

     He turns toward Gamora, but she’s gone. Instead Baby Groot
     is sitting alone, happily munching on candies as if he’s
     watching a movie.

                       QUILL
             Groot, put on your seat belt!


43   I/E. MILANO LIVING AREA/DIRECTLY ABOVE BERHERT - DAY             43

     The SPOOL DETACHES and FLIES toward the back, which would
     leave Drax in the upper reaches of the planet’s atmosphere
     -

     But Gamora has made it downstairs - she GRABS ONTO THE
     SPOOL with one hand while CLUTCHING onto a secure part of
     the ship with her other. As it SNAPS TIGHT, it nearly
     wrenches her apart. She GROANS.

                       QUILL
                                                             28.


             Prepare for a really bad -

     The Milano HITS THE TREES, BARRELING OVER THEM. They PART
     and FLATTEN and SWAT at the windshield.

     Out back, Gamora HOLDS TIGHT despite searing pain, as Drax
     BOUNCES VIOLENTLY off the trees.

                       DRAX
             Ow! Ow! Ow! Ow!

     And, eventually, the Milano comes to an ABRUPT STOP.

     SUPER: BERHERT

     Drax pushes himself up in the dirt. He CHUCKLES. He glances
     back at Gamora like the madman he is.

                       DRAX
             That was awesome.

     Gamora nods, sure, yeah, okay, whatever, dude.


44   I/E. CRASHED MILANO - CLEARING - MOMENTS LATER                44

     CRANE DOWN OVER THE SMOKING, BATTERED MILANO TO our heroes,
     and a still-shackled Nebula.

                       GAMORA
             Either one of you could have gotten
             us through that field, if you had
             flown with what’s between your ears
             instead of what’s between your
             legs!

                       QUILL
             If what’s between my legs had a
             hand on it, I guarantee I could
             have landed this ship.

                       GAMORA
             It’s not funny, Peter. We almost
             died. Because of your arrogance.

                       QUILL
                  (re: Rocket)
             More like because he stoled Anulax
             batteries!

                       DRAX
             They’re called Harbulary batteries.
                                              29.


                  QUILL
        No, they’re not!

                  ROCKET
        You know why I did it, Star-Munch?

Quill fumes.

                  ROCKET
        Do you?

                  QUILL
        I’m not going to answer to ‘Star-
        Munch.’

                  ROCKET
        I DID IT BECAUSE I WANTED TO.

                  QUILL
        Dick.

                  ROCKET
        What are we even talking about this
        for? We just had a little man save
        us by blowing up fifty ships!

                  DRAX
        How little?

Rocket shows him with his finger and thumb.

                  ROCKET
        Like this.

                  GAMORA
        A little one-inch man saved us?

                  ROCKET
        Well, if he got closer I’m sure
        he’d be much larger.

                  QUILL
        That’s how eyes work, you stupid
        raccoon.

                  ROCKET
        Don’t call me a raccoon!

                  QUILL
        Oh, I’m sorry, I meant to say
        ‘trash panda.’

Rocket pauses, unsure, looks at Drax.
                                                        30.


                  ROCKET
        Is that better?

                  DRAX
        I don’t know.

                  QUILL
        It’s worse.

                  ROCKET
        YOU SON-OF-A-!!

Rocket LEAPS, SNAPPING at Quill, when Nebula looks up into
the sky.

                  NEBULA
        Someone followed you through the
        jump point.

A HUGE SPACESHIP HOVERS overhead.

The Guardians COCK THEIR WEAPONS as they FALL BACK-TO-BACK
in tight formation.

                  NEBULA
        Set me free. You’ll need my help.

                  GAMORA
        I’m not a fool, Nebula.

                  NEBULA
        You’re a fool if you deprive
        yourself a hand in combat.

                  GAMORA
        You’ll attack me the moment I let
        you go.

                  NEBULA
             (mumbly, unconvincing)
        No, I won’t.

                  QUILL
        You’d think an evil supervillain
        would learn how to properly lie.

                  DRAX
        I bet it’s the one-inch man!!

The SHIP LANDS, CRUSHING ALL OF THE TREES AROUND IT.
                                                                31.


     A HATCH OPENS, and an adventurous, outer space frontiersman
     steps forward. He has grown hardened and haggard over the
     years, but he is definitely the MYSTERIOUS MAN from the
     beginning of the film. MANTIS, a creepy woman with
     antennae, emerges behind him.

     The Man smiles.

                       MYSTERIOUS MAN
             After all these years, I’ve found
             you.

                       QUILL
             Who the hell are you?

                       MYSTERIOUS MAN
             I figured my rugged good looks
             would make that obvious. My name’s
             Ego. And I’m your Dad, Peter.


45   EXT. CONTRAXIA - OUTER SPACE                                     45

     QUIET. A planet of mostly water and white icy patches of
     land, revolving around two overlapping suns.

     SUPER: CONTRAXIA

     M15 5127512731+X1955KX


46   EXT. THE IRON LOTUS - DAY                                        46

     SNOW FALLS GENTLY over this sleepy, pastel-colored town of
     wood and stone buildings.

     PUSH IN on the Iron Lotus, a robot brothel and saloon.

     ASSORTED RAVAGERS, including KRAGLIN, as well as some
     ROBOTIC COURTESANS, are drunk and GIGGLING, trying to catch
     snowflakes on their tongues.


47   INT. IRON LOTUS SUITE - DAY                                      47

     YONDU UDONTA is staring out the window as he puts on his
     pants. He looks utterly disconnected and alone.

     Behind him are three ROBOT COURTESANS. One pushes a button
     on her neck and she POWERS DOWN.

                       TULLK (O.S.)
             Yondu! Come on down!
                                                              32.


     Yondu looks down at the street where an older Ravager,
     TULLK, drunkenly dances, waving for him to join.


48   INT. IRON LOTUS - MOMENTS LATER                                48

     Yondu exits his suite. Two bodyguards, BRAHL and HALF-NUT,
     salute and follow him as he descends the stairwell.

     At the bottom of the stairs a group of RAVAGERS in BLUE
     UNIFORMS LAUGH. A gruff, older warrior, STAKAR, and a man
     seemingly made of diamonds, MARTINEX are among them.

     Yondu stops when he sees them. He’s struck. Stakar LAUGHS
     as he tells a story -

                       STAKAR
             And I was like, Aleta, I love you,
             but you’re crazy now, you always
             been -

     Yondu approaches Stakar with trepidation.

                         YONDU
             Stakar.

     Stakar is surprised to see him.

                       YONDU
             Been some time. I’d -

                       STAKAR
             Seems like this establishment is
             the wrong kind of disreputable.

     The blue-coats turn and walk away.

                         YONDU
             Stakar...

     Stakar glances at the PROPRIETOR as he passes her.

                       STAKAR
             There are a hundred Ravager
             factions, Sneeper. You just lost
             the business of ninety-nine by
             serving one.

                       PROPRIETOR
             Please, sir! Sir!

     Yondu stands there for a moment, hurt, as they head out the
     door.
                                                             33.


     But, little by little, his hurt turns to rage and he
     FOLLOWS.


49   EXT. IRON LOTUS - DAY                                         49

     Yondu trots quickly toward Stakar and the others.

                       YONDU
             You all can go to hell! I don’t
             care what you think of me!

     Stakar swirls toward him, furious.

                       STAKAR
             Then why you following us for?!

                       YONDU
             ‘Cause you’ll listen to what I got
             to say!

                       STAKAR
             I don’t got to listen to nothing!
             You betrayed the code! Ravagers
             don’t deal in kids!

                       YONDU
             I didn’t know what was going on -

                       STAKAR
             You didn’t know ‘cause you didn’t
             want to know, ‘cause it made you
             rich!

                       YONDU
             I demand a seat at the table! I
             wear the flames same as you!

                       STAKAR
             You may dress like a Ravager but
             you won’t hear no Horns of Freedom
             when you die, boy, and the Colors
             of Ogord will not flash over your
             grave!

                       STAKAR
             You think I take some pleasure in
             exiling you, you’re wrong. You
             broke all our hearts.

     Stakar and the others storm away. Martinex stays a moment,
     staring at Yondu, and then moves on too.
                                                               34.


     Yondu is left alone, shaken as the WHITE SNOW FALLS GENTLY
     on his blue face.

     NEARBY, a MONSTROUS RAVAGER leans in toward Kraglin, Tullk,
     GEF THE RAVAGER, OBLO, and RETCH. As he eyes Yondu, he
     WHISPERS:

                       MONSTROUS RAVAGER
             First Quill betrays us and Yondu
             just lets him go, scot-free. Now
             he’s getting all riled over
             nothing. We followed him ‘cause he
             was the one wasn’t afraid to do
             what needed to be done. Seems like
             he’s going soft.

                       KRAGLIN
             If he’s so soft why you whispering
             for?

                       MONSTROUS RAVAGER
             You know I’m right, Kraglin.

                       TULLK
             You best watch what you say about
             the Cap’n, Tay -

                       RETCH
             Who the hell is that?!

     Tullk stops when he sees High Priestess Ayesha approaching
     beside them. The Chambermaids ROLL OUT a LONG BLUE CLOTH so
     she doesn’t touch unconsecrated ground.

     She STOPS at the carpet’s end. Does her best to force a
     smile.

                       AYESHA
             Yondu Udonta, I have a proposition
             for you.

     Yondu looks at her.

                       EGO (PRE-LAP)
             When your mother passed away, I
             hired Yondu to pick you up.


50   EXT. CAMPFIRE/CRASHED MILANO - NIGHT                            50

     Quill sits around a campfire with Ego, Mantis and the
     others, eating. Ego indulges heartily.
                                              35.


                  EGO
        I would have done so myself, but I
        was in the midst of an outlandish
        adventure at the time, battling
        demonic forces to save this
        dimension or some such nonsense - I
        can’t quite recall, it all bleeds
        together after awhile. But instead
        of returning you, Yondu kept you. I
        have no clue as to why.

                  QUILL
        Because I was a skinny kid who
        could squeeze into places adults
        couldn’t, making thieving easier.

                  EGO
        I’ve been trying to track you down
        ever since.

                  DRAX
        I thought Yondu was your father.

                    QUILL
        What?

Drax stares at him.

                  QUILL
        We’ve been together all this time
        and you thought Yondu was my
        actual, blood relative?

                  DRAX
        You look exactly alike.

                  ROCKET
        One’s blue.

                  QUILL
        He wasn’t my father. Yondu was the
        guy who abducted me. He’d beat the
        crap out of me so I’d learn how to
        fight and he kept me in terror
        threatening to eat me.

                    EGO
        Eat you?!

                    QUILL
        Yes.

                    EGO
                                                             36.


             That son-of-a-bitch.

                       GAMORA
             How’d you locate us now?

                       EGO
             Even where I reside, out past the
             edge of what’s known, we’ve heard
             tell of the man they call Star-
             Lord.

     He stands, handing his dish to Gamora.

                       EGO
             Say we head out that way now? Your
             associates are welcome, even that
             triangle-faced monkey there.

     Rocket, self-conscious, feels his nose.

                       EGO
             I promise you, it’s like no place
             you’ve ever seen. And there I can
             explain your very special heritage,
             and finally be the father I’ve
             always wanted to be.
                  (almost teary)
             ‘Scuse me. I gotta take a whizz.

     Ego leaves. Quill looks at Gamora.

                       QUILL
             Not buying it.

                       GAMORA
             Peter, we need to take a walk.


51   EXT. CAMPFIRE/CRASHED MILANO - NIGHT                          51

     Ego is WHISTLING “BRANDY” and PEEING into the bushes.

     Mantis looks at Drax. She GRINS, or at least her best
     attempt at grinning. It’s kind of creepy.

                       MANTIS
             I am Mantis.

                       DRAX
             What are you doing?

                       MANTIS
                                                                37.


             Smiling. I hear it is the thing to
             do to make people like you.

                       DRAX
             Not if you do it like that.

                       MANTIS
             Oh. I was raised alone on Ego’s
             planet. I do not understand the
             intricacies of social interaction.

     She points at Rocket.

                       MANTIS
             Can I pet your puppy? It is
             adorable.

                       DRAX
                  (mischievous)
             Yes...

     She goes to pet Rocket: startled, he SWIRLS and SNAPS at
     her.

                       MANTIS
             AHH!

     She pulls back her hand. Drax LAUGHS, heartily.

                       DRAX
             That’s called a practical joke!

     She GIGGLES.

                       MANTIS
             I liked it very much!

     They both LAUGH together. Nebula shakes her head with
     disbelief.


52   EXT. BESIDE CRASHED MILANO - MOMENTS LATER                       52

     Quill and Gamora enter this private spot; the campfire
     flickers through the trees beyond them.

                       QUILL
             Give me a break! After all this
             time, and he just expects to be my
             Dad all of the sudden!

                       GAMORA
             I hear you.
                                      38.


          QUILL
I mean, this could be a trap - the
Kree purists, the Ravagers, now the
Sovereign - they all want us dead.

          GAMORA
I know, but -

            QUILL
But what?

          GAMORA
What was that story you told me
about Zardu Hasselfrau?

            QUILL
Who?

          GAMORA
The wonderful television-singer
man. He had a magic boat.

          QUILL
David Hasselhoff?

            GAMORA
Right.

          QUILL
He had a talking car, not a magic -

          GAMORA
Why did it talk again?

          QUILL
Just to be a good friend, I guess.

          GAMORA
And as a child you carried his
picture in your pocket, and you
told the other children he was your
father, but he was out of town --

          QUILL
     (embarrassed)
Shooting Knight Rider or touring
with his band in Germany. Why are
you bringing this up now? I was
drunk when I told you that.

          GAMORA
I love that story.
                                                              39.


                       QUILL
             I don’t. It’s just sad! I was so
             sad because I’d see the other kids
             off playing catch with their dads,
             and I wanted that, more than
             anything in the world.

     Gamora takes Quill’s hands in her own.

                       GAMORA
             My point is, maybe this man is your
             Hasselhoff. I know it’s a long
             shot. But I lost my father as a
             child. I’d give anything...

     Quill nods, grudgingly.

                       GAMORA
             If he ends up being evil, we’ll
             just kill him.

     Quill CHUCKLES.

                       GAMORA
             What’s funny?


53   I/E. CRASHED MILANO - SUNRISE                                  53

     Inside the ship, “THE CHAIN” BY FLEETWOOD MAC PLAYS on the
     cassette player. Nebula is angry.

                       NEBULA
             You’re leaving me with that fox?!

     Rocket is SOLDERING the ship.

                       GAMORA
             He’s not a fox.

     Gamora glances at Rocket as she grabs her outer-space-
     adventurer version of luggage.

                       GAMORA
             Shoot her if she does anything
             suspicious. Or if you feel like it.

     Rocket GRUNTS. Gamora looks at a sad Baby Groot.

                       GAMORA
             It will just be a couple days.
             We’ll be back before Rocket’s
             finished fixing the ship.
                                                         40.


Gamora steps out. Rocket sees Groot, who is ABOUT TO CRY as
he watches them go.

Drax and Quill come from the back of the ship.

                  DRAX
        What about your spool of songs?

                  QUILL
        I have clones.

                  DRAX
        What if the Sovereign come?

                  QUILL
        There’s no way for them to know
        they’re here.

                  DRAX
        I am uncertain about parting ways.

                  QUILL
        You’re like an old woman.

                  DRAX
        Because I am wise?

Quill turns to Rocket as Drax and Gamora head toward the
ship. He starts to say something nice - perhaps something
conciliatory but --

                  ROCKET
        Hope daddy isn’t as big of a dick
        as you, orphan boy.

Quill just shakes his head and SNICKERS.

                  QUILL
        So what’s your goal here? To get
        everyone to hate you? ‘Cause it’s
        working.

Quill turns back around with Gamora and Drax and walks
away.

Rocket looks at the others leaving as THE SONG BECOMES
SCORE: I can still hear you saying you will never break the
chain.

Rocket watches them move away.

IN SLOW-MOTION, Quill, Drax, and Gamora approach the oval
ship. The slit opens. Ego, with Mantis, is waiting inside.
                                                              41.


     Ego smiles and CLASPS his hand on Quill as he enters.


54   INT. EGOS SHIP - SUNRISE                                       54

     Quill sits back against the wall, alone, nervous. He looks
     across the way at a SLEEP CHAMBER, where Mantis helps Ego
     lie down on a slab.

     She places her hand on his forehead with her hand: her
     antennae ALIGHT. And he drifts off to sleep.

     Quill takes a small, folded piece of paper out of his
     pocket.

     It’s the PHOTO OF DAVID HASSELHOFF.

     He looks at it, then looks at Ego. Quill’s eyes fill with
     cautious hope. And the SONG ENDS.


55   EXT. BERHERT - MOMENTS LATER                                   55

     Ego’s ship rises, blocking out the sun.


56   EXT. EGO’S SHIP - OUTER SPACE                                  56

     The Orb moves through a rainbowish funnel of space and
     time; technology beyond what even the Guardians know.


57   INT. EGO’S SHIP - OUTER SPACE                                  57

     Quill and Drax are drinking tea and LAUGHING with Mantis.

                       QUILL
             Can I ask you a personal question?

                       MANTIS
             Oh, no one has ever asked me a
             personal question!

                       QUILL
             The antennae, what are they for?

                       MANTIS
             Their purpose?

     Gamora ENTERS, pouring herself some tea.

                       DRAX
                                                        42.


        Yes, Quill and I have a bet.

                  QUILL
        You’re not supposed to say that.

                  DRAX
        I say that if you are about to go
        through a doorway that is too low,
        your antennae will feel this, and
        stop you from being decapitated.

                  QUILL
        Just making clear - if it’s
        anything else - any other answer -
        I win?

Gamora smiles, warmed by the good-natured, by-now-familiar
bickering between Quill and Drax.

                  MANTIS
        They are not for feeling doorways.

                  DRAX
             (bummed)
        Damn. I just lost my entire life’s
        savings.

                  QUILL
        Three pairs of pants.

                  MANTIS
        I think they have something to do
        with my empathic abilities.

                  GAMORA
        What are - ?

                  MANTIS
        If I touch someone I can feel their
        feelings -

                  QUILL
        You read minds?

                  MANTIS
        No. Telepaths know thoughts.
        Empaths feel feelings. Emotions.

She looks at Quill.

                  MANTIS
        May I?
                                                        43.


Quill doesn’t stop her. Mantis, cautiously, touches him.
Her hand quivers as his emotions shoot through her and her
antennae ALIGHT. She is moved.

                  MANTIS
        You feel love.

                  QUILL
        Yeah, I guess, yeah, I have sort of
        a general, unselfish love for
        everyone.

                  MANTIS
        No, romantic, sexual love.

                  QUILL
        No. No, I don’t.

Mantis nods at Gamora.

                   MANTIS
        For her.

                   QUILL
        No.

Gamora is embarrassed. Drax starts LAUGHING UPROARIOUSLY.

                  DRAX
        She just told everyone your
        deepest, darkest secret, Quill!
        HAHAHAHAHAHA!!!

                  QUILL
        What the hell, dude? That’s a total
        overreaction.

Drax SLAPS HIS CHEST.

                  DRAX
        DO ME! DO ME!

Mantis touches Drax. She grins brightly.

                  MANTIS
        I have never felt such humor!

She starts GIGGLING and before long both she and Drax are
LAUGHING HYSTERICALLY.

                  QUILL
        You got to be kidding me.
                                                           44.


Drax and Mantis both point at Quill, clutching onto each
other and FALLING OVER WITH LAUGHTER. Quill’s humiliated.

                  QUILL
        That’s so incredibly uncool.

Mantis wipes the tears from her eyes, composing herself.
She goes to touch Gamora, who grabs her wrist though her
clothes.

                  GAMORA
        Touch me. And the only thing you’re
        going to feel is a broken jaw.

Mantis smiles, nods, backs away.

                  MANTIS
        I can also alter emotions, to some
        extent.

                  QUILL
        Like what?

                  MANTIS
        If I touch someone who is sad I can
        ease them into contentment, for a
        short while. I can make a stubborn
        person compliant. But I mostly use
        it to help my Master sleep. He lies
        awake at night, thinking about his
        progeny.

Quill looks at her, struck by this.

                  DRAX
        Do one of those on me!

Mantis touches him. He grins expectantly.

                  MANTIS
        Sleep.

Drax COLLAPSES, INSTANTLY ASLEEP. Mantis smiles at the
others, hoping she has pleased. Quill and Gamora look at
Drax, SNORING. They’re surprised.

                  GAMORA
        Is that real?

                  QUILL
        It’s kind of like someone put a
        baby’s head on a big, muscular
        body, isn’t it?
                                                               45.


                                                  FADE TO BLACK.

     O.S. ALIEN INSECTS CHIRP


58   EXT. CRASHED MILANO - NIGHT                                     58

     Four moons shine over the forest. The campfire CRACKLES
     beside the Milano, and “SOUTHERN NIGHTS” BY GLENN CAMPBELL
     emerges from the cassette player within.

     The Monstrous Ravager and Kraglin lead a group of Ravagers
     up over a ravine. Dozens of M-Ships quietly lower behind
     them.

     Kraglin nods toward the sounds of Glenn Campbell in the
     distance. They raise their weapons.

     OVERHEAD SHOT: dozens and dozens of Ravagers come from
     different directions, surrounding the Milano.

     One Ravager cluster, lead by Half-Nut, CREEPS close enough
     to the Milano that they see the lights within the vehicle
     and can hear Rocket inside HUMMING along to the song.

     Half-Nut licks his lips in anticipation, closing in for the
     kill, when he steps on a small pedal. It CLICKS.

     A HUNDRED DARTS FLY AT THE GROUP from traps set in trees.

     They STICK INTO THE RAVAGERS’ BODIES, knocking them
     instantly unconscious. As one Ravager FALLS, a GUNSHOT is
     discharged.


59   INT. CRASHED MILANO - NIGHT                                     59

     Nebula is awakened by the SHOT. She sees a frightened
     Groot, peering through a hole at the bodies falling.

     PULL BACK TO REVEAL, beside him, a futuristic walkie-talkie
     with ROCKET’S HUMS emerging.


60   EXT. CRASHED MILANO - PERCUSSIVE BOMB TRAP - NIGHT              60

     Rocket is crouched on a limb in shadows above the Milano,
     smiling and HUMMING to “Southern Nights” into his comm.

     He spots A LARGER GROUP OF RAVAGERS APPROACHING THE MILANO
     from the other side, led by Retch.
                                                                46.


     Rocket LEAPS TOWARD THEM, from one tree limb to another
     like a squirrel.

     The GROUP enters a clearing close to the ship. A TALL
     RAVAGER looks up and spots Rocket LEAPING OVER THEIR HEADS.

                       TALL RAVAGER
             There!

     The Ravagers BLAST at Rocket, following him. He HOPS from
     tree to tree as BULLETS WHIZZ PAST HIM, leading them right
     where he wants them.

     He stops in a tree at the end of the run. He holds a device
     with two buttons. He presses one of them.

     A PERCUSSIVE BOMB at the feet of the Ravagers BURSTS,
     sending half of them FLYING UP into the air.

     As the confused group on the ground watches, Rocket presses
     the second button and a second BOMB BURSTS. They FLY UP
     INTO THE AIR as well.

     Rocket SNICKERS, as he continues pushes the buttons and the
     two groups of Ravagers FLY UP and DOWN until the bombs are
     depleted of energy.

     Retch looks up from the ground, to see the little animal
     hopping away in the tree limbs overhead.


61   EXT. CRASHED MILANO - STICKY DISK TRAP - NIGHT                   61

     An EVEN LARGER GROUP OF RAVAGERS walk beneath the branches,
     MOONLIGHT FLICKERING ON THEIR FACES.

     TILT UP TO REVEAL ROCKET’S SILHOUETTE on a gnarled limb.
     He’s clutching an armful of small discs. He breathes
     shallowly, waits. As soon as the last Ravager is passing
     beneath him, he LEAPS onto his back.

     Rocket JUMPS FORWARD FROM ONE MAN TO THE NEXT, SLAPPING A
     STICKY-DISC to each of their heads - SLAP! SLAP! SLAP!
     SLAP!

     And then he LEAPS from the Ravager at the front of the line
     BACK UP INTO THE TREES.

     The men are confused. They bring their fingers to the
     sticky discs on their bodies.
                                                               47.


     Rocket smiles in the tree as he flicks a trigger. The
     STICKY-DISCS SEND ELECTRICITY COURSING THROUGH ALL OF THE
     MEN’S BODIES.

     They CONVULSE for a moment, then COLLAPSE.


62   EXT. CRASHED MILANO - CLEARING - NIGHT                          62

     Rocket LEAPS to the ground in a crouch. He sees Brahl
     approaching in front of him, and then another RAVAGER
     approaching from behind. They train their weapons on him.

                       BRAHL
             Ain’t so tough now without all your
             toys, are you?

     Rocket LEAPS up onto Brahl’s face.

     He PUNCHES HIM IN THE THORAX so hard he can’t breathe.

     The other Ravager SHOOTS at him, but Rocket BACKFLIPS over
     the SHOT so Brahl is STRUCK instead.

     Rocket LANDS on the back of the shooter’s neck and RAPID-
     FIRE PUNCHES HIM in the head, until the man CRUMPLES to the
     ground, unconscious.

     As Rocket lands, he HEARS WHISTLING and he looks up to see
     --

     YONDU’S ARROW FLYING THROUGH THE TREES, DIRECTLY TOWARD
     HIM.

                       ROCKET
             Crap.

     Another high-pitched WHISTLE and the arrow STOPS ABRUPTLY,
     FLOATING with the tip almost grazing Rocket’s forehead.

     Yondu waltzes out of the trees with Tullk, Kraglin, the
     Monstrous Ravager, and many more.

     Rocket reluctantly raises his hands in surrender.

                       YONDU
             Hey there, rat.

                       ROCKET
             How’s it going, you blue idiot?

                       YONDU
                                                               48.


             Eh, not so bad. We got a pretty
             good gig. A golden gal with quite a
             high opinion of herself offered us
             a large sum to deliver you and your
             pals to her, so she can kill y’all.


63   INT. CRASHED MILANO - NIGHT                                     63

     Nebula looks out the window to see even more Ravagers
     surrounding Rocket. She looks at baby Groot.

                       NEBULA
             Your friend. There’s too many of
             them. They’re going to kill him.

     Groot looks as if he’s about to cry.

                       NEBULA
             He needs my help. If you care about
             him, you need to get me out of
             these bonds.

     Groot is unsure.


64   EXT. CRASHED MILANO - CLEARING - NIGHT                          64

     The Ravagers have entirely encircled Rocket. There’s no
     chance of escape. Though upset, he mostly holds it in.

                       YONDU
             Pretty easy to find you, since we
             put a tracer on your ship back
             during the War over Xandar.

                       ROCKET
             You give me your word you won’t
             hurt Groot, and I’ll tell you where
             the batteries are.

                       YONDU
             Lucky for you my word don’t mean
             squat. Otherwise I’d actually hand
             you over.

                       MONSTROUS RAVAGER
             Otherwise you’d what?!

     Yondu scowls at the Monstrous Ravager.

                        YONDU
                                              49.


        We’ll take the batteries. They’re
        worth a a quarter mil on the open
        market -

                  MONSTROUS RAVAGER
        That priestess offered us a
        million! A quarter is only one
        third of that!

                  YONDU
        A quarter ain’t one-th -

                  OBLO
        A quarter is four times a million!
        We’re in the money!

                  GEF THE RAVAGER
        No, idiot. A quarter is twenty-
        five.

                  YONDU
        No -

                  GEF THE RAVAGER
        We can’t even buy a pair of boots
        with twenty-five units!

                  YONDU
        The point is, we aren’t stupid
        enough to help kill the Guardians
        of the Galaxy. We’d have the whole
        Nova Corps on us.

                  KRAGLIN
             (realizing)
        That ain’t right. I just gotta say
        it this one time, Cap’n.

Everyone looks at Kraglin.

                  KRAGLIN
        No matter how many times Quill
        betrays you, you protect him, like
        none of the rest of us much matter.
        I’m the one what sticks up for you,
        me and Tullk.

                  MONSTROUS RAVAGER
        Damn straight, lad. You’re right:
        he’s going soft. S’pose it’s time
        for a change in leadership!

                  KRAGLIN
                                                           50.


        Uh -

The Monstrous Ravager points his weapon at Yondu.

Others follow his lead.

A handful of others, including Tullk and the Innocent
Ravager, raise their weapons in their Captain’s defense, so
that the whole circle are aiming at one another. Kraglin is
confused.

                  TULLK
        Put you damn guns down!

Rocket is in the center of the potential crossfire.

                  ROCKET
        Hold on! There’s got to be some
        sort of peaceful resolution here!
        Or even a violent resolution, where
        I’m standing over there.

Yondu glares at the Monstrous Ravager. His FIN LIGHTS UP
and he starts to WHISTLE when -

A GUNSHOT RINGS OUT; THE FIN IS BLOWN OFF THE TOP OF
YONDU’S HEAD. The arrow CLATTERS to the ground.

Rocket watches as Yondu, confused, TOTTERS there for a
moment, and then COLLAPSES --

REVEALING NEBULA behind him, clutching a smoking pistol.

Rocket looks at her, dead-eyed: really?

She SHOOTS HIM WITH A BLAST OF ELECTRICITY, knocking him
unconscious.

The Ravagers gape at Nebula.

                  NEBULA
        Well, hello, boys.

She takes a bite from a piece of yaro root she stole from
the Milano. As she chews, she becomes disgusted.

She spits it out.

                  NEBULA
        It’s not ripe.
                                                                51.


65   EXT. RED PLANET - MOMENTS LATER                                  65

     Ego’s ship ARRIVES at a bold red planet, twisting in front
     of an enormous yellow sun, so close it seems like the sun
     is about to devour it. “MY SWEET LORD” BY GEORGE HARRISON
     PLAYS.

     SUPER: EGO’S PLANET

     G52 22C848T12F+E16UC22


66   INT. EGO’S SHIP - SLEEP CHAMBER - OUTER SPACE                    66

     Mantis sets her hand on Ego’s forehead, waking him.


67   EXT. EGO’S PLANET/SPACEPORT - MOMENTS LATER                      67

     Ego’s ship lands in a spaceport. It organically JOINS the
     spot where it lands - strands of material actually linking
     up with the landing pad itself.

     From the front of the craft, a FLOATING TRAM emerges, with
     Ego, Mantis, Quill, Gamora, and Drax.

     As the TRAM GLIDES toward its destination, the Guardians
     are overwhelmed by transcendentally splendid surroundings.
     The plant life is colorful and alien. Tall, twisting
     obelisks seem to have no function other than beauty itself.

                       EGO
             Welcome, friends, to my world.

                       QUILL
             Wow. You have your own planet?

                       EGO
             But a trifle, no larger than your
             earth’s moon.

                       DRAX
             Humility. I like it. I too, am
             extraordinarily humble.

     Even Gamora smiles at the wonder of it all.

     Multicolored mercurial clumps FLOAT BY.

     Drax pokes one, and it BURSTS INTO A DOZEN VIBRANT HUES.
                                                               52.


68   EXT. TRAM/PALACE - MOMENTS LATER                                68

     Ahead of them looms an astounding palace atop a mountain.

                       QUILL
             It’s beautiful.

     The tram STOPS.

     They step off it and toward the palace, Ego stops beside a
     large FOUNTAIN.

                       EGO
             Peter, consider this a token of a
             father’s pride.

     Ego motions; the WATERS OF THE FOUNTAIN FALL AWAY,
     REVEALING a GIANT STATUE OF STAR-LORD: Quill stands
     heroically, with foolish-looking Guardians kneeling around
     him worshipfully.

                       EGO
             A memorial to the War Over Xandar,
             when you single-handedly saved the
             galaxy.

                       GAMORA
             Single-handedly?

                       QUILL
             Whoa. It’s perfect.

                       GAMORA
             You’ve got to be kidding.

                       DRAX
             Why am I dead? Why did you all kill
             me?!

                       GAMORA
             That’s Ronan. That’s you.

     Drax is sitting on Quill’s shoulder, with a raccoon tail.

                       DRAX
             When was I that tiny?

     Gamora shakes her head in disbelief. They step past the
     statue and onto the steps approaching the palace.

                       GAMORA
                                                                53.


             You own a planet and can destroy
             two dozen spaceships without a
             suit. What are you, exactly?

                       EGO
             I’m what they call a Celestial,
             sweetheart.

     The Guardians STOP behind him, astounded.

                       QUILL
             A Celestial. Like a... god?

                       EGO
             Small ‘g’, son. At least on the
             days I’m feeling humble as Drax.

     He LAUGHS and walks up the stairs.


69   INT. PALACE - MOMENTS LATER                                      69

     Ego SAUNTERS with Quill, Gamora, Drax, and Mantis, through
     the enormous open doors, toward huge DIORAMAS lining either
     side of the palace, like cosmic Stations of the Cross.

                       EGO
             This form you see before you is
             only an extension of who I truly
             am. I don’t know where I came from,
             exactly.

     The DIORAMAS around them begin to ANIMATE: In the first, a
     FLICKERING BRAIN COMPOSED OF POLYCHROMATIC LIGHT FLOATS in
     space.

                       EGO
             The first thing I remember is
             flickering, adrift in the cosmos -
             utterly and entirely alone.

     The flickering brain pulls cosmic dust and rocks into
     itself, ingesting them, GROWING.

                       EGO
             I fed on the matter around me like
             plankton. I grew smarter and
             stronger.

     A hard metal shell forms around the brain, with channels
     running through for his energy to flow like rivers.

                       EGO
                                                        54.


        I formed a sheathe to protect
        myself from the elements.

Ego continues developing outward from the shell, growing
the planet, then its beautiful landscapes and structures.

                  EGO
        And continued building from there,
        layer by layer, the very planet you
        walk on now. I built the spires
        reaching up to the sky and the
        tunnels burrowing into its depths.

                  QUILL
        Wow.

                  EGO
        But I was no ant to be fulfilled
        solely by labor. I wanted more. I
        desired... meaning.

In the core shell - the Self Chamber - the flickering brain
floats, alone, perhaps sad.

                  EGO
        There must be some life out there
        in the universe besides just me, I
        thought, and I set myself to task
        with finding it.

The brain grows a SKELETAL FRAMEWORK OF LIGHT up from the
self chamber and to the surface of the planet. He pulls
molecules around this shape to create his “human” self.

                  EGO
        I created what I imagined
        biological life might be like, down
        to the most minute detail.

                  DRAX
        Did you make a penis?

                  QUILL
        Dude.

                  DRAX
        If he’s a planet, how did he make a
        baby with your mother? He would
        smush her.

                  QUILL
        I don’t need to hear about how my
        parents, you know -
                                                           55.


                  DRAX
        Why? My father would tell me the
        story of impregnating my mother
        every winter solstice.

                  QUILL
        That’s disgusting.

                  DRAX
        It was beautiful. You earthers have
        hang-ups.

                  EGO
        Yes, Drax, I’ve got a penis.

                  QUILL
        Oh my God.

                  EGO
        It’s not half bad. I’ve also got
        pain receptors, a digestive system,
        and all the accompanying junk. I
        wanted to experience what it truly
        meant to be human as I set out
        amongst the stars.

In another DIORAMA, Ego explores various uninhabited and
barren planets.

                  EGO
        I visited thousands of planets over
        thousands of years, one barren husk
        after the next until I found what I
        sought...

Ego stares down at a CUTE ALIEN CHILD.

                  EGO
        Life. I was not alone in this
        universe after all.

Ego reminisces: wistful? Sad? It’s hard to tell.

                  QUILL
        When did you meet my mother?

                  EGO
        Not long after.

Ego turns toward the last set of DIORAMAS. They show
Meredith and Ego kissing and Ego with his hand on
Meredith’s pregnant belly.
                                                                56.


                       EGO
             It was with Meredith that I
             experienced love for the first
             time. I called her my river lily.
             And from that love, Peter, you.

     In the final DIORAMA we PUSH IN on the belly and see,
     inside the womb, VERY young Peter Quill, a fetus, himself
     encased in light.

     Quill looks up in amazement - this story is the story of
     himself. And Ego gazes at Quill with adoration.

                       EGO
             I searched for you for so long.
             When I heard a man from earth held
             an Infinity Stone in his hand
             without dying, I knew you must be
             the son of the woman I loved.

     Ego puts his hand on Quill. Quill wants to believe, but he
     can’t quite let it go.

                       QUILL
             If you loved her why did you leave
             her?


70   EXT. THE ECLECTOR - OUTER SPACE                                  70

     The Ravagers’ massive ship FLOATS in space.

     SUPER: RAVAGER TERRITORY

     HE2 6SM6R16617+6241023

                       TULLK (O.S.)
             You can’t do this!


71   INT. ECLECTOR CENTRAL AREA - OUTER SPACE                         71

     Ravagers LAUGH as they DRAG Tullk across the floor while he
     STRUGGLES to get free.

                       TULLK
             This is mutiny! Mutiny!

     They shove Tullk into a cylindrical room as a glass door
     CLOSES on him.

     ©
                                                                57.


     He continues SCREAMING and SLAMMING ON THE GLASS, but we
     can barely hear him.

     Half-Nut smiles and presses a button. The outside of the
     compartment OPENS so that Tullk is SUCKED INTO SPACE.


72   EXT. THE ECLECTOR - OUTER SPACE                                  72

     Tullk FLOATS AWAY, opening his mouth to scream, but he
     can’t.

     His FACE AND BODY SWELL QUICKLY and he EXPIRES there.

     As we CURL AROUND his lifeless body, we REVEAL the
     countless other CORPSES of Ravagers loyal to Yondu, leading
     like bread crumbs toward nothing at all.


73   INT. ECLECTOR CENTRAL AREA - OUTER SPACE                         73

     Yondu watches this, helplessly. He’s in a chair, his hands
     tied behind him. He’s a wreck, his headpiece destroyed,
     wires hanging from a gap in his head where the fin used to
     be. He sees the mutineers grab the innocent Oblo, DRAGGING
     HIM to the same fate as Tullk.

                       OBLO
             Cap’n, help me! Cap’n?!

     Yondu drops his head in shame.

                       MONSTROUS RAVAGER
             You’re the one what kilt those men
             by leading ‘em down the wrong path.

     He PUNCHES Yondu.

                       MONSTROUS RAVAGER
             Because you’re weak.

     He PUNCHES him again.

                       MONSTROUS RAVAGER
             And stupid.

     The Monstrous Ravager turns towards the Ravagers, who
     listen, rapt and vengeful. Nebula leans calmly against a
     wall, watching. Kraglin watches too, seemingly concerned.

                         MONSTROUS RAVAGER
                                                           58.


        It’s time for the Ravagers to once
        again rise to glory with a new
        Cap’n... TASERFACE.

The Ravagers SHOUT IN APPROVAL. Taserface throws his arms
up in glory - when he hears SNICKERING. He stops.

He and the other Ravagers turn and see Rocket, also in a
chair with his arms secured behind him, GIGGLING.

                  ROCKET
        I’m sorry. Your name is... it’s
        ‘Taserface’?

                  TASERFACE
        That’s right.

                  ROCKET
        Do you... shoot tasers out of your
        face?

                  TASERFACE
        It’s metaphorical!

                    ROCKET
        For what?

Taserface thinks. Time for a new answer:

                  TASERFACE
        It’s a name what strikes fear in
        anyone what hears it!

                  ROCKET
             (doubtful)
        Really?... Okay, sure.

Taserface screams at him, SPIT FLYING EVERYWHERE.

                  TASERFACE
        You shut up! You’re next!

Taserface goes back to Yondu, bringing out his blade.

                  TASERFACE
        Udonta, I been waiting to do this
        for a long ti -

Again they hear SNICKERING. Rocket is burying his mouth in
his chest, TRYING TO STOP FROM CRACKING UP.

                  TASERFACE
        What?! What?!
                                                          59.


                  ROCKET
        I’m sorry, I’m so sorry. I just
        keep imagining you waking up one
        morning, looking in the mirror,
        and, in all seriousness, saying
        ‘You know what would be a really
        kickass name? Taserface!’

Nebula smirks. The Ravagers are TRYING NOT TO LAUGH. Rocket
can’t stop LAUGHING.

                  ROCKET
        What was your second choice?!
        Scrotum Hat?!

The Ravagers all BUST OUT LAUGHING.

                  TASERFACE
        New plan. We’re killing you first.

Taserface SHOVES HIM BACK, ready to plunge the knife in
him.

Rocket’s smile disappears. He stares at Taserface with dead
eyes.

                  ROCKET
        Well, dying is certainly better
        than having to live an entire life
        as a moronic shitbag who thinks
        ‘Taserface’ is a cool name.

Taserface goes to stab him, when -

                  NEBULA
        That’s enough killing for today.

Taserface turns toward her, irritated.

                  TASERFACE
        Thought you were the biggest sadist
        in the galaxy.

                  NEBULA
        That was when Daddy was paying my
        bills. The Priestess wants to kill
        the fox herself. And he -
             (re: Yondu)
        - has bounties on his head in at
        least twelve Kree provinces.

Taserface glares at her. It’s obvious he’s considering
attacking her.
                                                             60.


                       NEBULA
             I assure you, I am not as easy a
             mark as an old man without his
             magic stick or a talking woodland
             beast.

     Taserface decides not to risk it.

                       NEBULA
             I want ten percent of the take, and
             a couple more things.


74   INT. ECLECTOR DOCKING BAY HALL - LATER                        74

     Nebula is TRYING OUT A BRAND NEW HAND as Kraglin leads her
     through this hall.

                       KRAGLIN
             We got a whole box of hands if that
             one don’t work out.

                       NEBULA
             It’s fine.

                       KRAGLIN
             You think them Kree is gonna
             execute the Cap’n?

                       NEBULA
             The Kree consider themselves
             merciful. It will be painless.

     Kraglin comes to an open doorway beside a huge DOCKING BAY,
     and an M-SHIP decked out with lots of weapons.

                       KRAGLIN
             Well, there it is, best ship we
             got. The location of Ego’s planet’s
             in the nav. We’ll wire you the ten
             percent when we’s paid. What you
             gonna do with your share?

     Nebula stops at the doorway.

                       NEBULA
                                                                61.


             As a child my father would have
             Gamora and me battle one another in
             ‘training.’ Every time my sister
             prevailed my father would replace a
             piece of me with machinery,
             claiming he wanted me to be her
             equal. But she won, again and again
             and again. Never once refraining.
             Because of them, I am this. So
             after I murder my sister, I will
             buy a warship with every
             conceivable instrument of death.

                       NEBULA
             I will hunt my father like a dog
             and I will tear him apart slowly,
             piece by piece, until he knows some
             semblance of the profound and
             unceasing pain I know every single
             day.

     Kraglin stares at her, weirded-out.

                       KRAGLIN
             Yeah... I was talking about, like,
             a pretty necklace. Or a nice hat.
             Something that’ll make the other
             girls go ‘oooooo, that’s nice.’

     Nebula gives him a look of pure death.

                       KRAGLIN
             Anyway, uh, happy trails.


75   INT. PALACE COURTYARD - DAY                                      75

     Quill looks up at a GIANT SCULPTURE of his mother. He is
     upset. Ego is behind him, watching him, sadly.

                       QUILL
             My mother told everyone my father
             was from the stars.

     Quill turns to look at his father, somewhat accusatory.

                       QUILL
             She had brain cancer - so everyone
             thought she was delusional.

     Ego looks sad, ashamed.

                       EGO
                                                      62.


        Peter -

                  QUILL
        Listen. I’d love to believe all of
        this, I really would - but you left
        the most wonderful woman ever, to
        die alone!

Ego has tears in his eyes.

                  EGO
        I didn’t want to leave your mother,
        Peter. But if I don’t return
        regularly to this planet, and the
        light within, this form will wither
        and perish --

                  QUILL
        So why didn’t you come back?! Why’d
        you send Yondu, a criminal, of all
        people, to fetch me?!

                  EGO
        I loved your mother, Peter! I
        couldn’t stand to set foot on an
        earth where she wasn’t living! You
        can’t imagine what that’s like!

                  QUILL
        I know exactly what that’s like! I
        had to watch her die!

Ego stops, seeming to hear his son. He touches him.

                  EGO
        Over the millions and millions of
        years of my existence I have made
        many mistakes, Peter. But you’re
        not one of them. Please give me the
        chance to be the father she would
        want me to be.

Quill looks at him, vulnerable.

                  EGO
        There are so many things I need to
        teach you. This planet, and the
        light within... they are a part of
        you.

                  QUILL
        What do you mean?
                                                           63.


Ego takes Quill’s hands in his own, gently, putting them in
the correct position.

                  EGO
        Give me your hands, son. Here. Hold
        them like that.

Quill holds his hands apart. Ego steps back, holding his
hands in the same way.

                  EGO
        Now close your eyes and
        concentrate. Take your brain to the
        center of the planet.

Quill concentrates. He holds his hand out. A white light
emanates from it.

                    EGO
        Yes! Yes!

                    QUILL
        Whoa.

The light disappears as quickly as it came.

                  EGO
        Yes, yes - it’s okay. Just relax.
        Concentrate. You can do it. Bring
        it back.

Quill concentrates and the LIGHT, once again, bursts up
from the palms of his hands.

                  EGO
        Yes, yes, now - shape it -

Ego shows him, pulling in the molecules around him, so that
the light itself forms into the shape of a ball.

                  EGO
        Feel the energy.

Quill tries to pull molecules into the ball. And, little by
little, they come, and the ball glows brighter.

                    EGO
        Yes.

Quill laughs. Ego is JOYOUS. He almost looks as if he’s
going to break down in tears.

                    EGO
                                                                64.


             You’re home, Peter.

     Ego cups his hands.

                         EGO
             Here.

     Quill, smiling, THROWS him the ball. Ego LAUGHS. He
     inspects the cosmic ball of light, and he throws it back to
     Quill.

     Quill LAUGHS, catching it, and throws it back. Ego moves
     back further.

     And Ego and Quill continue tossing the ball back and forth
     there, LAUGHING, a friendly father and son game of catch in
     the middle of a palace courtyard.


76   EXT. PALACE - DAY                                                76

     Drax and Mantis sit here, soaking in the sun and gazing at
     the lush, flowing hills, like something an alien Maxfield
     Parrish would paint.

                       DRAX
             How did you get here?

                       MANTIS
             Ego found me in my larva state,
             orphaned on my homeworld. He raised
             me by hand, and kept me as his own.

                       DRAX
             So you’re a pet?

                       MANTIS
             I suppose.

                       DRAX
             People usually want cute pets. Why
             would Ego want a hideous one?

                       MANTIS
             I am hideous?

                       DRAX
             You’re horrifying to look at, yes.

     Mantis seems sad about this. Drax notice this, feels bad.

                       DRAX
             But it is a good thing.
                                                          65.


                    MANTIS
        Oh?

                     DRAX
        When you    are ugly and someone loves
        you, you    know they love you for who
        you are.    Beautiful people never
        know who    to trust.

                  MANTIS
        Well, then I am certainly grateful
        to be ugly!
             (thinking)
        Poor Gamora. She can never trust
        anyone.

Drax nods and stares out at spattered patches of water.

                  DRAX
        Those pools remind me of a time I
        took my daughter to visit the
        Forgotten Lakes on my homeworld.
        She was like you.

                  MANTIS
        Disgusting?

                    DRAX
        Innocent.

Drax stares out at them without expression.

Slowly, Mantis TOUCHES his shoulder.

And, as she does, TEARS INSTANTLY FLOW DOWN HER CHEEKS. She
stares with Drax at the hills. They feel the sadness
together: she cries while he’s stoic.

                  MANTIS
        I have never met anyone like you,
        or your friends. You are filled
        with such... love. It is a thing I
        did not know existed, not like
        this, and I think... I think it may
        be the very finest of all things.
        It both hurts and soothes the
        heart.

She looks at Drax. There is something she wants to say, but
she is torn.

                    MANTIS
                                                                66.


             Drax, there is something I must
             tell -

                       GAMORA (O.S.)
             What’s going on?

     Drax and Mantis turn to see her behind them. She smiles.

                       MANTIS
             I am learning many things. Like I
             am a pet and ugly.

                        GAMORA
             You’re not ugly.
                   (admonishing)
             Drax.

     Drax, confused, points at Mantis, as if her ugliness proves
     itself.

                       GAMORA
             Mantis, can you show us where we’ll
             be staying? I’m getting eye-strain
             in this place.

     Mantis nods, yes.


77   EXT. PATH TO SLEEPING QUARTERS - MOMENTS LATER                   77

     Gamora, Drax, and Mantis walk across the sunset.

                       GAMORA
             Why are there no other beings on
             this planet?

                       MANTIS
             The planet IS Ego. A dog would not
             invite a flea to live on his back.

                       GAMORA
             And you’re not a flea?

                       MANTIS
             I’m a flea with a purpose. I help
             him sleep.

     Gamora curls around Mantis, cutting her off.

                       GAMORA
             What were you about to say to Drax
             before I walked out?
                                                               67.


     Mantis looks around, worried.

                        MANTIS
             Nothing.

     Gamora and Drax share a look: why is she so scared? Mantis
     moves on.

                       MANTIS
             Your quarters are this way.


78   INT. ECLECTOR CELL - OUTER SPACE                                78

     Rocket HITS THE GROUND, hard. Yondu LANDS equally hard on
     the ground beside him.

     They look up to see Taserface, Gef the Ravager and an
     OBTUSE RAVAGER locking the cell door.

                       TASERFACE
             We’ll deliver you to the Kree in
             the morning. Neither one of you
             gonna last much longer after that.

     Rocket crawls toward them as they walk away.

                       ROCKET
             Okay, Taserface. See you later,
             Taserface. Hey, Taserface, tell the
             other guys we said hi, Taserface!

     Taserface glances back, perturbed, as he disappears around
     the corner.


79   INT. ECLECTOR HALLWAY - OUTER SPACE                             79

     Taserface, Gef, and Obtuse come around the hall.

                       GEF THE RAVAGER
             What about the little plant? Can I
             smash it with a rock?

                       TASERFACE
             No, Gef! It’s too adorable to kill.
             Bring it to the tailor.


80   INT. ECLECTOR CELL - OUTER SPACE                                80

     Yondu and Rocket settle. Yondu looks like a beaten man.
                                                        68.


                  ROCKET
        No offense, but your employees are
        a bunch of jerks.

                  YONDU
        I was a Kree battle-slave for
        twenty years when Stakar freed me.
        He offered me a place in the
        Ravagers. Said all I needed to do
        was adhere to the code. But I was
        young and greedy and stupid - like
        you stealing those batteries.

                  ROCKET
        That was mostly Drax.

                  YONDU
        Me and Stakar, and the other
        captains - we weren’t so different
        from you and your friends. The only
        family I ever had. But I broke the
        code. They exiled me.

                  YONDU
        These ones here are the ones who
        followed - of course they’re jerks.
        Which is what I deserve.

                  ROCKET
        Slow down, drama queen. You might
        deserve this, but I don’t. We gotta
        get out of here.

                  YONDU
        Where’s Quill?

                  ROCKET
        Went off with his old man.

                  YONDU
        Ego?

Yondu looks concerned. Rocket stares at him, picking this
up.

                  ROCKET
        Yeah. It’s a day for dumbass names.

Yondu SNICKERS.

                  ROCKET
                                                             69.


             You smiled and for a second I got a
             warm feeling, but then it was
             ruined by those disgusting-ass
             teeth. Ever heard of floss?

     Yondu’s smile disappears.

                       YONDU
             You’re like a professional asshole
             or - ?

                       ROCKET
             Pretty much a pro. Why didn’t you
             deliver Quill to Ego like you
             promised?

                       YONDU
             He was skinny, could fit into
             places we couldn’t. Good for
             thieving.

     Rocket nods, GRUMBLES.

                       YONDU
             I got an idea on how to get outta
             here. But we’re gonna need your
             little friend.


81   INT. BAR/QUADRANT FLIGHT DECK - OUTER SPACE                   81

     Baby Groot is wearing a tiny Ravager uniform. He reacts to
     clothes like a cat, struggling to take them off but unable.

     Ravagers are gathered around him, drunk and LAUGHING. They
     are CHANTING “MASCOT.”

                       RETCH
             Lil’ feller’s all worked up! Needs
             a drank!

     Retch POURS ALCOHOL on him. The Ravagers LAUGH MORE as
     others POUR DRINKS on him as well. Groot SCREAMS at them,
     furious but helpless.

                       RETCH
             Lookit how cute it is when it’s all
             riled up!

                       HALF-NUT
             It’s Goddang precious!
                                                              70.


82   INT. ECLECTOR CELL - LATER                                     82

     Groot, in shadows, MOPES down the hallway, looking
     traumatized. His clothes are torn and he’s soaked in
     alcohol.

     As he passes the cell, he hears -

                       YONDU (O.S.)
             Hey, twig. C’mere.

     Groot sees Yondu and Rocket looking at him in the cell. He
     steps toward them.

                       ROCKET
             Oh, man. What’d they do to you?

                       YONDU
             Hey, you wanna help us get outta
             here?

     Groot NODS. Rocket looks unsure. Yondu speaks slowly.

                       YONDU
             There’s something I need you to
             get, and bring back to me.

     Groot NODS.

                       YONDU
             In the Cap’n’s quarters, there’s a
             prototype fin, like the thing I
             wore on my head.

     Groot NODS.

                       YONDU
             There’s a drawer next to the bunk.
             It’s inside that. It’s red. You got
             it?

     Groot NODS EMPHATICALLY and DARTS OFF to get it. Yondu
     looks at Rocket, pleased.

     Rocket looks more than a bit uncertain.


83   INT. CAPTAIN’S QUARTERS - MOMENTS LATER                        83

     Baby Groot CREEPS into this dark room. DRUNKEN RAVAGERS are
     sprawled everywhere.
                                                          71.


He spots a bureau. A drawer is half open.

His face lights up.

MOMENTS LATER

Baby Groot stands outside of the cell, beaming, holding A
PAIR OF SHORTS.

                  YONDU
        That’s my underwears.

                  ROCKET
        Yeah, I was pretty sure he didn’t
        know what you were talking about.
        You have to explain it more
        careful.

                  YONDU
        All right. It’s a prototype fin -

MOMENTS LATER

Groot is back in front of the cell, holding a wriggling
ORLONI in his hands.

                  ROCKET
        That’s an orloni. It’s a fin,
        Groot.

                  YONDU
        You explain it this time.

Rocket starts to speak -

MOMENTS LATER

Groot looks hopeful, holding out a CYBERNETIC EYE.

                  YONDU
        That’s Vorker’s eye. He takes it
        out when he sleeps. Go look again.

Groot starts to SLINK OFF -

                  ROCKET
        But leave the eye here.

                  YONDU
        Why?

Rocket CAN HARDLY SPEAK he finds it so funny.
                                                           72.


                  ROCKET
        He’s gonna wake up tomorrow and
        he’s not gonna know where his eye
        is!

MOMENTS LATER

Groot is DRAGGING a LARGE PIECE OF FURNITURE to the cell.

                  ROCKET
        That’s a desk. We told you it was
        this big.

Rocket shows him how small it is with his hands.

Groot makes a face like “Oh!” as if NOW he gets it. It’s
all coming together.

MOMENTS LATER

Groot is holding a SEVERED TOE.

                  ROCKET
        Tell me you guys have a
        refrigerator somewhere with a bunch
        of severed human toes.

Yondu SUBTLY SHAKES HIS HEAD.

                  ROCKET
        Okay, then let’s just agree to
        never discuss this.

Yondu RIPS the Ravager patch off his jacket.

                  YONDU
        The drawer you want to open. Has
        this symbol on it, okay?

Groot takes it. He looks at Yondu and NODS.

And then, slowly, HE PLACES IT ON TOP OF HIS HEAD.

                    YONDU
        What? No.

                  ROCKET
        He thinks you want him to wear it
        as a hat.

                  YONDU
        That’s not what I said.
                                                             73.


     Groot takes it off his head.

                       GROOT
             I am Groot.

                       ROCKET
                  (translating)
             He’s relieved that you don’t want
             him to.

                       GROOT
             I am Groot.

                       ROCKET
             He hates hats.

                       GROOT
             I am Groot.

                       ROCKET
             On anyone, not just himself.

                       GROOT
             I am Groot.

                       ROCKET
             One minute you think someone has a
             weird-shaped head. The next minute,
             it’s just because you realize part
             of that head is a hat.
                  (to Groot)
             That’s why you don’t like hats?

     Groot nods.

                       YONDU
             This is an important conversation
             right now?

                       ROCKET
             No. Let’s try again.


84   INT. CAPTAIN’S QUARTERS - MOMENTS LATER                       84

     Taserface is SNORING and SLOBBERING in his bed. We see the
     Ravager Patch tossed up onto the bed beside him. Then
     Groot’s vines GROW up the bed, and he pulls himself up
     beside the sleeping giant.

     Groot clasps the Ravager patch in his hand and looks
     fearfully around.
                                                             74.


     He spots the Ravager symbol on a night stand drawer.

     He stares at the symbol in his hand, then at the drawer,
     then at the symbol, and then at the drawer again, and then
     one more time for good measure -- he wants to be very, very
     sure they’re the same.

     He creeps carefully towards the drawer, GROWING his vines
     out to grab the handle and PULL IT slowly open...

     He peers inside.

     Beside some writing instruments and a tin of candies, there
     lies a RED FIN, taller and more shark-like than Yondu’s
     current model. Groot smiles hugely, picking up -

     THE TIN OF CANDIES! He’s found it!

                       KRAGLIN (O.S.)
             That ain’t it.

     Groot SWIRLS to see KRAGLIN, BACKLIT IN THE DOORWAY,
     LOOMING OVER HIM, intimidating as hell. And CUT TO --


85   INT. ECLECTOR CELL - MOMENTS LATER                            85

     The RED FIN PLOPS DOWN at Yondu’s feet.

     Yondu and Rocket look up to see Kraglin, holding Groot. He
     stares at the ground -

                       KRAGLIN
             I didn’t mean to do a mutiny.
                  (pause, then, sadly)
             They killed all my friends.

                       YONDU
             Go get the third quadrant ready for
             release.

     Kraglin SALUTES.

                       ROCKET
             One more thing.

     Kraglin stares at him.

                       ROCKET
             You got any clones of Quill’s old
             music on the ship?
                                                                75.


86   INT. ECLECTOR BATHROOM - OUTER SPACE                             86

     Brahl is shaving, when, suddenly, JAY AND THE AMERICAN’S
     “COME A LITTLE BIT CLOSER” STARTS PLAYING over the
     intercom.

     He looks up, confused.


87   INT. ECLECTOR HALLWAY/CELL - OUTER SPACE                         87

     TWO RAVAGERS outside the cell hear the MUSIC. They turn,
     unlocking the cell door.

     As they enter, THE CAMERA OVERTAKES them, arriving before
     they do at --

     Yondu, sitting calmly; Rocket is finishing ATTACHING THE
     BIG-ASS FIN TO HIS HEAD. Its electrical systems POP on.

     PUSH IN ON the two surprised Ravagers trying to UNHOLSTER
     THEIR PISTOLS in time.

     Too late.

     Yondu WHISTLES.


88   INT. ECLECTOR CLOSET - OUTER SPACE                               88

     The ARROW FLIES OFF a shelf of supplies and SHOOTS TOWARD A
     WALL.


89   INT. ECLECTOR CELL - OUTER SPACE                                 89

     The ARROW PUNCHES THROUGH THE WALL behind the Ravagers.
     They swirl to see it --

     IT SHOOTS THROUGH ONE RAVAGER

     And THEN THE OTHER --

     And then to Yondu; he CATCHES it, and STANDS.

     He SAUNTERS past the two Ravagers as they WOBBLE and FALL.

     Rocket and Groot follow.

     On the way out the door, Rocket looks down and sees TWO
     PISTOLS beside the dead Ravagers.
                                                                76.


     He smiles.


90   INT. CAPTAIN’S QUARTERS - OUTER SPACE                            90

     Taserface is awoken by JAY AND THE AMERICANS on the PA. He
     glances over to see the open drawer beside him, sans
     gargantuan fin.

     He SCRAMBLES for the comm, yelling into it --

                       TASERFACE
             He’s got it!


91   INT. BAR/QUADRANT FLIGHT DECK - OUTER SPACE                      91

     The hoard of Ravagers hear Taserface’s voice.

                       TASERFACE (O.S.)
             HE’S GOT IT! YONDU’S GOT THE DAMN
             FIN!

                       RETCH
             GO!


92   SERIES OF SHOTS - INT. ALL OVER THE SHIP - OUTER SPACE           92

     ALL OF THE RAVAGERS all over the ship, in a panic, LOAD
     THEIR WEAPONS and HEAD TOWARD THE CELL.


93   INT. ECLECTOR HALLWAY - OUTER SPACE                              93

     Yondu and Rocket and Groot COME AROUND THIS CORNER IN SLOW-
     MOTION, the three biggest badasses in the history of
     cinema.

     A HOARD OF RAVAGERS, led by Brahl, FILE IN at the end of
     the hallway.

     But Yondu WHISTLES and the ARROW TWISTS QUICKLY BACK AND
     FORTH, SLICING THROUGH EACH OF THEM.

     Yondu SLAMS through a door into -


94   INT. ECLECTOR DOCKING BAY - OUTER SPACE                          94
                                                               77.


     Our heroes step onto a catwalk in this, the biggest space
     in the Eclector. There are catwalks throughout and dozens
     of docked M-ships. The SCURRILOUS RAVAGER sees them from
     above --

                       SCURRILOUS RAVAGER
             Down there!

     IN AN EXTREME WIDE ANGLE, we see the ARROW FLYING UP AND
     DOWN, BACKWARDS AND FORWARDS, CUTTING THROUGH ALL SORTS OF
     RAVAGERS, closer and further from CAMERA.

     We TRAVEL BEHIND YONDU AND ROCKET as BODIES FALL AROUND
     THEM IN SLOW-MOTION LIKE FIREWORKS.

     Groot looks up and sees RETCH looking down at him.

     RETCH FLEES in terror as Groot GROWS branches to pull
     himself up behind him.

     Groot HOWLS FURIOUSLY, TAKING CHASE.

     Retch YOWLS like a child as he frantically runs.

     But Groot GROWS HIS BRANCHES around RETCH’s legs, TRIPPING
     HIM.

     BAM! He FALLS, face first to the floor.

     And, with a WAR CRY, Baby Groot FLINGS the sadistic Ravager
     off the edge towards the abyss below.

     As RETCH FALLS past Yondu and Rocket, Baby Groot DROPS back
     down onto Rocket’s shoulder, and they push their way
     through the doorway -


95   INT. ECLECTOR SECURITY DOCK - OUTER SPACE                       95

     Yondu, Rocket, and Groot move into this area, where they
     look up at DOZENS OF SECURITY MONITORS encircling them
     showing Ravagers filing toward them from every part of the
     ship.

     Yondu WHISTLES as he watches the MONITORS -

     ON A MONITOR, the arrow FLIES out the wall. He whistles so
     that it strikes TWO RAVAGERS running towards them.

     It ZIPS out of that room and
                                                                78.


96   INT. DARK HALL - OUTER SPACE                                     96

     A HOARD of Ravagers come running down a hall. The ARROW
     ZIPS overhead, smashing out all the lights so that the hall
     is completely dark, except for the DIM RED LIGHT OF THE
     ARROW.

     And we can just make out the RED LIGHT smashing through the
     body of every Ravager there and then on into --


97   INT. SPACEPORT - OUTER SPACE                                     97

     A YELLING CROWD OF RAVAGERS come, hungry for war, when the
     arrow SHOOTS THROUGH THE CHAINS holding a giant spaceship
     in place over their heads.

     It FALLS, instantly CRUSHING them all, and then zips on --


98   INT. BAR - OUTER SPACE                                           98

     Gef the Ravager is drunkenly drinking a mug of beer, when
     the arrow zips past him and through the mug, SHATTERING it.

     As Gef looks at the shattered mug, confused, the arrow
     comes flying back, ripping through Gef himself, FLINGING
     him off the bar stool.


99   INT. ECLECTOR SECURITY DOCK - OUTER SPACE                        99

     Rocket also uses the MONITORS to pinpoint where their
     attackers are. He methodically SHOOTS THROUGH the walls,
     striking the Ravagers as they get closer.

     WIDE OVERHEAD SHOT, the CAMERA REVOLVES as hoards of
     Ravagers GET CLOSE to Yondu and Rocket but the arrow and
     gunshots ZIP THROUGH THE WALLS taking them all down, one by
     one, like Busby Berkely gone mad.

     Then Yondu stops, seeing something on one of the MONITORS.

     Taserface, clutching a big ass gun, is marching down the
     hall towards them.

     Yondu WHISTLES, loudly and angrily.


100 INTERCUT - INT. ENGINE ROOM/SECURITY DOCK - OUTER SPACE           100

     Taserface sees THE ARROW COMING AROUND A CORNER TOWARDS
     HIM.
                                                             79.


    Yondu WHISTLES again.

    The ARROW BURSTS INTO FLAMES.

    Taserface DODGES it.

    He turns to watch it go, CACKLING pridefully over his
    agility.

    But his smile quickly dissipates.

    The arrow PLUNGES into a giant tank - which EXPLODES,
    ENGULFING HIM.


101 EXT. ECLECTOR - OUTER SPACE                                    101

    A huge portion of the giant spacecraft EXPLODES, leading to
    a domino effect of one part of the ship BURSTING after
    another.


102 INT. ECLECTOR SECURITY DOCK - OUTER SPACE                      102

    ROCKET is dumbfounded as he sees on the MONITORS the
    numerous EXPLOSIONS throughout the ship.

                       ROCKET
             You maniac. The whole ship is gonna
             blow.


103 INT. ECLECTOR SECURITY DOCK - OUTER SPACE                      103

    A DOOR SWINGS OPEN and TASERFACE FALLS ONTO THE FLOOR,
    ENGULFED IN FLAMES, but furious.

    He angrily SLAPS off the flames as he reaches for a
    COMMUNICATIONS MODULE.


104 INT. ECLECTOR SECURITY DOCK - OUTER SPACE                      104

                       YONDU
             Not the whole ship.

    Yondu catches the arrow and walks out.


105 INT. BAR/QUADRANT FLIGHT DECK - OUTER SPACE                    105
                                                               80.


    Kraglin ENTERS, pulling latches and flipping switches and
    twisting dials on elementary flight controls.


106 INT. ECLECTOR SECURITY DOCK - OUTER SPACE                        106

    With pained effort, Taserface PULLS UP A VIDEO SCREEN with
    a SOVEREIGN CHAMBERMAID.

                       CHAMBERMAID (ON SCREEN)
             Who is this? You’re not supposed to
             be on this line.

                       TASERFACE
             I’m sending you the coordinates for
             Yondu’s ship.


107 INT. QUADRANT FLIGHT DECK - OUTER SPACE                          107

    Yondu enters with Rocket and Groot.

                       YONDU
             Release the quadrant.

                         KRAGLIN
             Aye Capn’


108 INT. ECLECTOR SECURITY DOCK - OUTER SPACE                        108

                       TASERFACE
             I only ask one thing. That your
             High Priestess tells him the name
             of the man what sealed his fate:
             Taserface.

    The CHAMBERMAID laughs uncontrollably at his name.

    Taserface looks really sad as he EXPLODES.


109 INT. QUADRANT FLIGHT DECK - OUTER SPACE                          109

    As Rocket and Groot, frightened, feel the SHIP EXPLODING
    around them, Kraglin pulls up one final latch -


110 EXT. ECLECTOR - OUTER SPACE                                      110

    THE ENTIRE REAR UPPER QUADRANT OF THE ECLECTOR DETACHES
    FROM THE REST OF THE SHIP, while the remains CONTINUE
    EXPLODING.
                                                               81.


111 I/E. QUADRANT FLIGHT DECK - OUTER SPACE                          111

    Rocket and Groot are amazed as the SHIP thrusts forward,
    away from the explosions.

    Kraglin keys into a JUMP POINT ahead. Nearby, Rocket pulls
    up the Navigation panel.

                       KRAGLIN
             Where to, Cap’n?

    Rocket SETS THE DESTINATION:

                        ROCKET
             Ego.

                        YONDU
             NO, BOY!

    The Quadrant TREMBLES as they hit THE JUMP POINT. It BLOOPS
    out of present space, making the JUMP to -


112 EXT. DESERT - DAY                                                112

    The Quadrant POPS into a blue sky above a DESERT with two
    fighting KRONANS.


113 INT. QUADRANT FLIGHT DECK - VARIOUS OUTER SPACE LOCATIONS        113

    Inside the ship, Rocket, Yondu, Kraglin, and baby Groot
    hold on for dear life as the ship VIOLENTLY SHAKES and THE
    LOCATIONS OUTSIDE OF THE WINDOW RAPIDLY SHIFT.

    Their bodies DISTEND SLIGHTLY. Yondu is furious.

                       YONDU
             It ain’t healthy for a mammalian
             body to hop over fifty jumps at a
             time.

                       ROCKET
             I know that.

                       YONDU
             We’re about to do seven-hundred.

    Rocket looks bummed.


114 EXT. PINK SKY - AMOEBA BLOBS - OUTER SPACE                       114
                                                               82.


    The Quadrant pops out of a jump point into this Pepto
    Bismol pink land, SMASHING THROUGH an AMOEBA-LIKE BLOB, and
    then through the next jump point.


115 INT. QUADRANT FLIGHT DECK - VARIOUS OUTER SPACE LOCATIONS        115

    Kraglin, Yondu, Rocket, and Baby Groot all SCREAM, their
    entire faces and bodies distorting as if in some evil
    funhouse mirror.


116 EXT. RED PLANET LANDSCAPE - VARIOUS                              116

    The yellow sun CURVES SLOWLY WEST TO EAST over this
    magnificent landscape.

    “BRING IT ON HOME TO ME” BY SAM COOKE PLAYS.


117 EXT. SLEEPING QUARTERS - VERANDA - DAY                           117

    TILT DOWN to Quill, on this veranda, gazing out at the
    beauty. The Walkman is connected to small, jerry-rigged
    speakers nearby, PLAYING SAM COOKE.

                       QUILL
             So I guess this could all be mine
             someday.

    Gamora isn’t paying attention. She’s fooling with a
    communications device, which has no reception.

                       GAMORA
             Rocket? Rocket, you there? Dammit.

    Quill comes up behind her, messing with her.

                       GAMORA
             What are you doing, Peter?

                       QUILL
             Dance with me.

                       GAMORA
             No. I’m not --

                       QUILL
             Come on. This is Sam Cooke, one of
             the greatest Earth singers of all
             time.
                                                          83.


Gamora lets out an exasperated SIGH, but, reluctantly,
starts DANCING with him. She is incredibly light on her
feet.

Quill smiles and Gamora, despite herself, does as well. He
TWIRLS HER AND BRINGS HER BACK IN. This is definitely not
the first time they’ve done this.

                  QUILL
        Drax thinks you’re not a dancer.

                  GAMORA
        If you ever tell anyone about this,
        I’ll kill you.

They look at each other.

                  QUILL
        When are we going to do something
        about this... unspoken thing
        between us?

                  GAMORA
        What unspoken thing?

                  QUILL
        This Cheers-Sam-and-Diane-guy-and-
        girl-on-a-TV-show-who-dig-each-
        other-but-never-say-it-’cause-when-
        they-do-the-ratings-would-go-down
        sort of thing?

                  GAMORA
        There is no unspoken thing between
        us.

                  QUILL
        Well, that’s a Catch-22. Because if
        you said there was, it would be
        spoken, and then you’d be a liar.
        So by saying there isn’t, you’re
        telling the truth, and admitting
        there is.

                  GAMORA
        That’s not --

Gamora PULLS AWAY.

                  GAMORA
        What we should be discussing right
        now is that something about this
        place doesn’t feel right.
                                                            84.


                       QUILL
             What are you talking about? You
             were the one who wanted me to come
             here!

    Gamora moves into --


118 INT. SLEEPING QUARTERS - DAY                                  118

                       GAMORA
             That girl, Mantis. She’s afraid of
             something.

    Quill follows her. He stops, staring at her, hurt and
    frustrated.

                       QUILL
             Why are you trying to take this
             from me?

                       GAMORA
             I’m not --

                       QUILL
             He’s my father. He’s blood -

                       GAMORA
             You have blood on earth. You never
             wanted to return there.

                       QUILL
             Again - you made me come here! And
             Earth?! Earth is the place my
             mother died in front of me.

                       GAMORA
             No, it’s because that’s real, and
             this is a fantasy.

                       QUILL
             This is real. I’m only half human,
             remember?

                       GAMORA
             That’s the half I’m worried about.

                       QUILL
             Oh, I get it. You’re jealous
             because I’m part god! You like me
             being the weak one!

    Gamora adds some pieces to her transmitter.
                                                              85.


                       GAMORA
             Uh. You were insufferable to begin
             with. I haven’t been able to reach
             Rocket. I’m going to see if I can
             get a signal outside.

                       QUILL
             You know, this isn’t Cheers after
             all. It’s whatever the show is
             where one person is willing to, you
             know, open themselves up to new
             possibilities, and the other person
             is just kind of a jerk who doesn’t
             trust anyone! It’s a show that
             doesn’t exist - it would never be
             made, it would be so horrible! It
             would get zero ratings!

                       GAMORA
             You’re having a conversation with
             yourself! I don’t know what Cheers
             is!

                       QUILL
             I finally found my family, don’t
             you understand that!?

                       GAMORA
             I thought you already had.

                       QUILL
             So this is how it ends, then? Our
             whole story. Like this? You and me?

                       GAMORA
             Get it through your head, Peter.
             There is no you and me. There never
             was.

    Quill watches her leave.


119 EXT. EGO’S FIELDS - SUNSET                                      119

    Gamora sits, alone in the fields, pouting, fuming. She
    stops, staring angrily inward.

    Two plants, nearby, flitter against one another in the
    wind, making a CLICKING sound. She side-eyes them. They
    don’t stop.

    She slices them off with her sword.
                                                               86.


                         GAMORA
             Dammit.

    Gamora hears something. She turns to see, in the distance,
    an M-ship flying toward the planet.

    She watches as it gets closer and closer, and realizes it
    is FLYING DIRECTLY AT HER.

    Gamora RUNS.


120 INT. NEBULA’S SHIP - SUNSET                                      120

    Nebula HOLLERS as she BLASTS HER GUNS, DIVING towards
    Gamora.


121 EXT. HILLSIDE - SUNSET                                           121

    Gamora FLEES from Nebula’s ship like Cary Grant from the
    crop duster in North by Northwest as HUGE CHUNKS OF LAND
    EXPLODE on either side of her.

    Gamora leaps into a DITCH, LANDING HARD, as the M-Ship
    SWOOPS just a couple feet above her.

                       GAMORA
             You psychopath.

    Gamora sees the M-Ship banking and FLYING BACK at her
    again.

    She stands and runs along the hillside as GUN BLASTS burst
    behind her. But Gamora sees a CAVERN, leading down into the
    earth.

    She DARTS into it.


122 INT. EGO’S CAVERN - FIRST/SECOND LEVELS - SUNSET                 122

    As Gamora RUNS down the cavern, she glances back over her
    shoulder where Nebula, insane with rage, continues FLYING
    towards her --

    The M-SHIP ENTERS THE CAVERN, which is too small for it,
    CLIPPING ITS WINGS - but it keeps flying. It again BLASTS
    at Gamora as she FLEES -

    The BLASTS cause the ground to COLLAPSE around Gamora, and
    she FALLS, SMASHING DOWN THROUGH ONE LEVEL, to another
    level below, SLAMMING HARD on the ground.
                                                               87.


    The underside of the M-ship gets SCRAPED APART as it flies
    above her, and pieces of it come RAINING DOWN around her.

    Nebula ZOOMS towards a huge cavern wall. She tries to turn
    her ship in time, to no avail.

    She SIDESWIPES it, falling down, CRASHING on the ground,
    where she is now on the same level as Gamora.

    Gamora sees something beside her: it’s one of the ENORMOUS
    BLASTERS from the M-ship, attached to an AMMO RIG.


123 INT. NEBULA’S M-SHIP - SUNSET                                    123

    Nebula sees Gamora, through the canopy, picking up the
    blaster, and clutching it. It is comically enormous.

    Nebula struggles to get free and out of the way, but her
    legs have been pinned in the crash -


124 INT. EGO’S CAVERN - SECOND/THIRD LEVELS - SUNSET                 124

    Gamora CLAMPS two metal switches together, MACHINE-FIRING
    THE GUN, as she walks forward.

    The front of the M-ship is peppered with blasts and then
    EXPLODES.

    The explosion causes the thin ground around it to COLLAPSE,
    and the entire ship FALLS BACKWARDS to an even LOWER LEVEL
    - BURSTING some more as it hits the ground.

    Gamora gazes down at the ship.


125 I/E. NEBULA’S SQUASHED M-SHIP - SUNSET                           125

    Nebula is a mess. Her legs are broken, trapped in the ship.

    There is a FIRE at her feet.

    She struggles, trying to get out, but her machine parts are
    SPARKING and she can hardly breathe. It seems as she’s
    going to die, when --

    Part of the ship is TORN AWAY. She sees Gamora.

    Gamora GRABS HER, unceremoniously PULLING HER FREE, just as
    the M-ship EXPLODES, PITCHING THEM BOTH to the ground.
                                                        88.


They lie next to each other. Nebula COUGHS as her legs are
healing, CRACKING back into place.

She looks over and eyes Gamora.

And then she HOLLERS and attacks her.

                  GAMORA
        Are you kidding me?!

They FIGHT.

Nebula snatches Gamora’s blade from her, and TUMBLES on top
of her as she gains the upper hand. She holds the blade
above Gamora, ready to plummet it into her.

She wants to - she really does - but now that the moment is
here...

She SCREAMS in frustration, and falls back.

                  NEBULA
        I win.

Gamora eyes her, a little surprised.

                  NEBULA
        I win. I bested you in combat.

                  GAMORA
        Uh, no, I just spared your life -

                  NEBULA
        You were stupid enough to let me
        live so -

                  GAMORA
        You just let me live!

                  NEBULA
        I WIN!

                  GAMORA
        Nebula, I really don’t need this.
        My day has been bad enough -

                  NEBULA
        I don’t need you always trying to
        beat me!

                  GAMORA
                                                            89.


             I’m not the one who just flew
             across the universe because I
             wanted to win!

                       NEBULA
             Don’t tell me what I want!

                       GAMORA
             I don’t have to because you make it
             obvi -

                       NEBULA
             YOU WERE THE ONE WHO WANTED TO WIN,
             I JUST WANTED A SISTER!

    Gamora stops suddenly, struck. Nebula is cracking.

                       NEBULA
             You were all I had, but you were
             the one who needed to win! Thanos
             pulled my eye from my head and my
             brain from my skull and my arm from
             my body because of you!

    Gamora doesn’t know what to say. Nebula is almost instantly
    embarrassed.

    They sit there for a moment, saying nothing.


126 EXT. SLEEPING QUARTERS - NIGHT                                126

    The Quarters are entombed in stars. The dim sound of
    “BRANDY” comes from within.


127 INT. SLEEPING QUARTERS - NIGHT                                127

    Quill lies in bed, unable to sleep, listening to the song.

                       EGO (O.S.)
             You all right, son?

    Quill turns to see Ego in the doorway.

                       EGO
             I saw your girl stomp off earlier
             in quite a huff.

    Quill sits up, nods.

                       QUILL
             Yeah.
                                                 90.


Ego sits beside him.

                  EGO
        It’s fortuitous you’re listening to
        this song.

                  QUILL
        You know - ?

                  EGO
        ‘Brandy’ by Looking Glass. A
        favorite of your mom’s.

                  QUILL
        Yes.

                  EGO
        One of earth’s greatest musical
        compositions. Perhaps its very
        greatest.

                  QUILL
        Yeah, it is.

                  EGO
        You and I, Peter, we’re the sailor
        in the song.

Ego speaks along with the lyrics as they play.

                  EGO
        He came on a summer’s day, bringing
        gifts from far away - like the
        child I put in your mother, or the
        freedom you brought Gamora.

Quill listens.

                  EGO
        Brandy, you’re a fine girl, what a
        good wife you would be. But my
        life, my love, my lady is the sea.
        The sea calls the sailor back. He
        loves the girl, but that’s not his
        place. The sea calls upon him as
        history calls upon great men, and
        sometimes we are deprived the
        pleasures of mortals.

                  QUILL
        Well, you might not be mortal, but
        me -
                                              91.


                  EGO
        Death will remain a stranger to
        both of us as long as the light
        burns within the planet.

Ego smiles.

                  QUILL
        I’m immortal? That’s... really?

                  EGO
        Yes, as long as the light exists.

                  QUILL
        And I can use the light to make
        cool things? Like how you made all
        this?

                  EGO
        It’ll take thousands of years of
        practice before you get really good
        at it . But, yes.

                  QUILL
        Well, get ready for an eight
        hundred foot statue of Pac Man,
        then. With Skeletor. And Heather
        Locklear. I’m gonna make some weird
        shit.

Ego puts his arm around him, smiles kindly.

                  EGO
        I can’t wait to see your weird
        shit.

                  QUILL
        Wow, that...

                  EGO
        Came out a little disgusting.

They CHUCKLE.

                  EGO
        It is a tremendous responsibility,
        Peter. Only we can remake the
        universe. Only we can take the
        bridle of the cosmos and lead it
        where it needs to go.

                  QUILL
        How?
                                                            92.


    Ego holds up his fingers, letting forth a flame of white
    cosmic light. Quill holds up his fingers, letting forth a
    smaller, less intense flame of white cosmic light.

    REVEAL MANTIS, IN THE HALL, around the corner, looking at
    Ego and Quill and the light emanating from their fingers.

                       EGO
             Come with me.

    Mantis looks like she’s having a panic attack.


128 INT. DRAX’S SLEEPING QUARTERS - MOMENTS LATER                 128

    CLOSE-UP OF DRAX, sound asleep.

                       MANTIS (O.S.)
             Drax! Drax!

    He WAKES to see a panicked Mantis sitting on the bed beside
    him.

                       MANTIS
             Drax, we need to talk -

                       DRAX
             Ugh. I am sorry, but I like a woman
             with some meat on her bones.

                       MANTIS
             What?

                       DRAX
             I tried to let you down easily by
             telling you I found you disgusting.

                       MANTIS
             No! That’s not what I -

    Drax starts to GAG.

                       MANTIS
             What are you doing?!

                       DRAX
             I’m imagining being with you
             physically!

                       MANTIS
             Drax, that’s not - I don’t like you
             like that. I don’t even like the
             type of thing you are.
                                                               93.


                       DRAX
                  (offended)
             Hey! There’s no need to get
             personal!

                       MANTIS
             Listen! Ego’s gotten exactly what
             he wanted. I should have told you
             earlier, I am stupid. You are in
             danger.


129 EXT. NEBULA’S SQUASHED M-SHIP - NIGHT                            129

    Gamora and Nebula still sit here, quietly and awkwardly.

    Gamora glances down a twisting tunnel, where phosphorescent
    lights shine brightly.

                       GAMORA
             What’s that?

    She moves towards it. Nebula, hesitantly, follows.


130 INT. PALACE - NIGHT                                              130

    Ego and Quill enter the palace.

                       EGO
             You need to readjust the way you
             process life. Everything around us
             - including the girl - is
             temporary. We are forever.

                       QUILL
             Doesn’t eternity get boring?

                       EGO
             Not if you have a purpose, Peter.
             Which is why you’re here. I told
             you how all those years ago I had
             an unceasing impulse to find life.

    Ego is standing underneath the diorama of him facing the
    little alien girl.

                       EGO
             I didn’t tell you how when I did
             find it, it was all so...
             disappointing.
                                                               94.


131 INT. TWISTING CAVERNS - NIGHT                                    131

    Gamora and Nebula move further down the cavern, stepping
    into light, getting closer.

                       EGO
             And that is when I came to a
             profound realization.


132 INT. PALACE - NIGHT                                              132

                       EGO
             My innate desire to seek out other
             life was not so that I could walk
             among that life.

    Ego looks at his son, moved by the memories.

                       EGO
             Peter, I had found meaning.

    Quill is taken aback. But Ego sets his finger lightly on
    his forehead, and the white light bursts through his son’s
    body.

    We see THE COSMOS IN QUILL’S EYES. He looks ecstatic, far
    beyond where he stands, and seems to finally understand.

                       QUILL
             I see it. Eternity.


133 INT. TWISTING CAVERNS - NIGHT                                    133

    Gamora and Nebula stop, in horror.

                       GAMORA
             Oh my God.

    They are staring at piles and piles of skeletons of various
    species, thousands of them, seeming to go on forever.

                       NEBULA
             We need to get off this planet.


134 EXT. GALAXY/UNIVERSE - OUTER SPACE                               134

    We see traces of the UNIVERSAL NEURAL TELEPORTATION
    NETWORK, the Quadrant a blinking light POPPING IN and OUT
    on a trail across the cosmos -
                                                               95.


    And then ZOOM BACK FURTHER TO THE UNIVERSE, the same
    blinking light making its way while ROCKET, YONDU, and
    KRAGLIN SCREAM.


135 EXT. ASTEROIDS - OUTER SPACE                                     135

    WATCHERS swirl to the Quadrant SWISH past them and JUMPS
    OUT.

    They turn back to STAN LEE, in a spacesuit with a fishbowl
    helmet.

                       STAN LEE
             Anyway, before I was so rudely
             interrupted, that time I was a
             World War II vet -


136 EXT. RED PLANET - OUTER SPACE                                    136

    THE QUADRANT POPS INTO SPACE, EGO’S PLANET nearby.


137 INT. QUADRANT FLIGHT DECK - OUTER SPACE                          137

    Yondu, Kraglin, Rocket and Groot FALL OUT OF THEIR SEATS,
    RETCHING, clutching their stomachs.

                       YONDU
             What the hell you doing, boy?!

                       ROCKET
             I could tell by how you talked
             about him - this Ego is bad news.
             We’re here to save Quill.

                       YONDU
             For what?
                  (derisively)
             For ‘honor’? For ‘love’?

                       ROCKET
             No! I don’t care about those
             things! I want to save Quill so I
             can prove I’m better than him! I
             can lord this over him forever!

    Yondu LAUGHS bitterly as he pulls himself up to the
    controls.

    Rocket yanks himself up beside him.
                                               96.


                  ROCKET
        What are you laughing at me for?!

                  YONDU
        You can fool yourself and everyone
        else but you can’t fool me. I know
        who you are.

                  ROCKET
        You don’t know anything about me,
        loser.

                  YONDU
        I know everything about you. I know
        you play like the meanest and the
        hardest ‘cause you actually the
        most scared of all.

                   ROCKET
        Shut up.

                  YONDU
        I know you steal batteries you
        don’t need and you push away anyone
        who’s willing to put up with you,
        ‘cause just a little bit of love
        reminds you how big and empty that
        hole inside you actually is!

                  ROCKET
        I said, shut up.

                  YONDU
        I know the scientists what made you
        never gave a rat’s ass about you -

                  ROCKET
        I’m serious, dude - !

                    YONDU
        Just   like my own damn parents, who
        sold   me, their own little baby,
        into   slavery! I know who you are,
        boy,   because you’re me.

They stare at each other there, a mirror.

                  ROCKET
        What kind of pair are we?

                  YONDU
        The kind that’s about to go fight a
        planet I reckon.
                                                             97.


                       ROCKET
             All right, okay, that’s - Wait.
             Fight a what?


138 INT. DRAX’S SLEEPING QUARTERS - NIGHT                          138

    Gamora, furious, BURSTS into the room. She sees Mantis
    standing with Drax.

    She RUNS to her, GRABBING HER by the neck --

                       DRAX
             Hey!

    And she SLAMS her against the wall.

                       GAMORA
             Who are you people?! What is this
             place?!

                       DRAX
                  (re: Nebula)
             What is she doing here?

                       NEBULA
             Just watching the fireworks.

                       DRAX
             Gamora, let her go!

                       GAMORA
             The bodies in the caverns, who are
             they?!

                       MANTIS
             You are scared.

    Gamora, whose skin is touching Mantis, lets go of her neck,
    terrified.


139 INT. PALACE - NIGHT                                            139

    The DIORAMAS all around Quill and Ego TRANSFORM into a map
    of the universe. Quill stares in his cosmic reverie at the
    PLANETS around him - thousands of them with pieces of EGO’S
    LIFEFORM - GLOWING COSMIC PLANTS - buried within them.

                       EGO
             I call it the Expansion. It is my
             purpose. And now it’s yours as
             well.
                                                            98.


                       QUILL
             It’s beautiful.

    Quill stares up at a DIORAMA: Ego grabs handfuls of his own
    body, engulfed in light, and plants the wriggling pieces on
    various planets.

                       EGO
             Over thousands of years I implanted
             thousands of extensions of myself
             on thousands of worlds.

    In the DIORAMAS, the COSMIC PLANTS OVERGROW and COVER each
    of the planets, like chocolate on a malt ball.

                       EGO
             I needed to fulfill life’s one true
             purpose: to grow and to spread,
             covering all that exists, until
             everything... is me.


140 INT. DRAX’S SLEEPING QUARTERS - NIGHT                         140

    Gamora backs away, recovering.

                       GAMORA
             What did she do to me?!

                       DRAX
             She already told me everything.


141 INT. PALACE - NIGHT                                           141

                       EGO
             I only had one problem. A single
             Celestial doesn’t have enough power
             for such an enterprise. But two
             Celestials - well now, that just
             might do.


142 INT. DRAX’S SLEEPING QUARTERS - NIGHT                         142

                       MANTIS
             The bodies are his children.

    Gamora is horrified.


143 INT. PALACE - NIGHT                                           143
                                                             99.


    On the DIORAMAS we see Ego with hundreds of species of
    female aliens.

                       EGO
             Out of all my labors the most
             beguiling was attempting to graft
             my DNA with that of another
             species. I hoped the result of such
             a coupling would be enough to power
             the expansion.


144 INT. ECLECTOR HALLWAY - NIGHT                                  144

    Yondu and Rocket walk here.

                       EGO (O.S.)
             I had Yondu deliver some of them to
             me. It broke the Ravager code - but
             I compensated him generously. And,
             to ease his conscience, I told him
             I would never hurt them.


145 INT. PALACE - NIGHT                                            145

                       EGO
             That was true. They never felt a
             thing. But, one after the other,
             they failed me. None of them had
             the Celestial genes. Until you,
             Peter. Out of all my spawn, only
             you have carried the connection to
             the light.

    Peter smiles, an enchanted idiot, the cosmos in his eyes.


146 INT. DRAX’S SLEEPING QUARTERS - NIGHT                          146

                       GAMORA
             We need to find Peter now and get
             off this damn planet.

                       MANTIS
             Ego will have won him to his side
             by now. He has a way of -

                       NEBULA
             Then we just go.

                       GAMORA
             No. He’s our friend.
                                                   100.


                       NEBULA
             All any of you do is yell at each
             other. You’re not friends.

                       DRAX
             You’re right. We’re family. We
             leave no one behind.
                  (To Nebula)
             Except maybe you.

                       NEBULA
             Oh my god.


147 INT. PALACE - NIGHT                                   147

                       EGO
             For the first time in my life, I am
             truly not alone.

    Quill suddenly looks sad.

                       EGO
             What is it, son?

                       QUILL
             My friends.

                       EGO
             That’s the mortal in you, Peter.

                       QUILL
             Yes. I don’t need that.

                       EGO
             What are we?

                        QUILL
             Forever.

                       EGO
             What are they?

                       QUILL
             Temporary.

                       EGO
             You think you love them. But love
             is merely an evolutionary trick in
             the service of reproduction. We are
             beyond such things.

                        QUILL
                                                          101.


        Yes.

                    EGO
        Now -

                  QUILL
        But my mother.

Ego looks at him, questioningly.

                  QUILL
        You said you loved my mother.

                  EGO
        That I did. My river lily, who knew
        the words to every song that came
        on the radio. I returned to earth
        to see her three times. I knew if I
        came back a fourth, I’d never
        leave.

                  EGO
        The expansion, the reason for my
        very existence would be over. So I
        did what I had to do. But it broke
        my heart to put that tumor in her
        head.

                    QUILL
        Wh- what?

ZOLLY IN ON QUILL as the cosmos disappear from his eyes.

Tears stream down his face.

                  EGO
        I know that sounds bad -

QUILL PULLS OUT HIS PISTOLS AND FIRES; THE BLAST TEARS
THROUGH EGO, DISPERSING the MOLECULES forming his body.

Quill SHOOTS at him AGAIN and AGAIN and AGAIN. The flesh
disappears from Ego like bites from a cookie, exposing the
angry alien skeletal form beneath.

But, as the charge on Peter’s blasters wears out, Ego just
looks at him, and, although he’s filled with holes, he’s
merely disappointed.

                  EGO
        Who in the hell do you think you
        are?
                                                              102.


                       QUILL
             You killed my mother!

    EGO TRANSFORMS into DAVID HASSELHOFF.

                       EGO
             I tried so hard to find the form
             that best suited you, and this is
             the thanks I get?

    And then, once again, BECOMES HIS USUAL FORM.

                       EGO
             You really need to grow up.

    A SPIKY COSMIC LIGHT-PROPELLED TENDRIL SHOOTS UP from the
    floor behind Quill, and JUTS into Quill’s body.

    Quill is THRUST INTO THE AIR. He opens his mouth to SCREAM
    and WHITE LIGHT EMITS.

                       EGO
             I wanted to do this together! But I
             suppose you’ll have to learn by
             spending the next thousand years as
             a battery, ‘Star-Lord’.


148 INT. DRAX’S SLEEPING QUARTERS - NIGHT                            148

    THROUGH THE WINDOW to the PALACE - PAN TO Gamora watching
    as her TRANSMITTER - the one she was trying to contact
    Rocket on - BEEPS. She answers.

                        GAMORA
             Rocket?!

    Gamora follows Drax, Nebula, and a confused Mantis as they
    move out.


149 INT. LASER DRILL - OUTER SPACE                                   149

    Rocket, Yondu, and Groot are CRAWLING into a huge LASER
    DRILL.

                       ROCKET
             Keep that transmitter nearby so I
             can find you. We’re in an old piece
             of construction equipment Yondu
             once used to slice open the Bank of
             A’askavaria.
                                                              103.


                       GAMORA (O.S.)
             Ego’s unhinged -

                       ROCKET
             I know. Get ready.

                       YONDU
             Drop it, Kraglin!


150 INT. QUADRANT FLIGHT DECK - OUTER SPACE                          150

    Kraglin YANKS a lever.


151 I/E. LASER DRILL - OUTER SPACE                                   151

    An ugly, bulbous and uneven craft PLOPS from the Quadrant,
    and heads toward Ego’s surface.

                       ROCKET
             I got a plan.

                       YONDU
             What is it?

                       ROCKET
             It’s pretty simple.


152 INT. PALACE - NIGHT                                              152

    Ego walks calmly up beside the trapped Quill. He snatches
    the Walkman off of him. He stares at it. Quill can barely
    speak.

                       QUILL
             NO.

    EGO PRESSES PLAY. A distorted version of “Brandy” plays. He
    stares at it - perhaps he’s feeling wistful sadness, or
    perhaps nothing at all.

    ‘Brandy, you’re a fine girl. What a good wife you would
    be.’

                       EGO
             ‘My life, my love, my lady is the
             sea’? Peter, THIS IS THE SEA.

    EGO CRUSHES THE WALKMAN IN HIS GRIP as Quill watches
    helplessly.
                                                            104.


    The POWER SURGES from Quill through the TENTACLE and
    throughout the entire PALACE --


153 EXT. PALACE - NIGHT                                            153

    As Gamora, Mantis, Drax, and Nebula run toward the Palace
    it BURSTS WITH COSMIC LIGHT, so brightly they have to
    protect their eyes.


154 INT. PALACE - NIGHT                                            154

    EGO basks in the power and we TRAVEL down his legs --


155 INT. RED PLANET/SELF CHAMBER - NIGHT                           155

    We FOLLOW THE ENERGY THROUGH THE SURFACE OF THE PLANET --


156 THROUGH THE TWISTING VEINS OF LIGHT BENEATH --                 156

    And INTO an ENORMOUS, METAL ORB, the SELF CHAMBER, which
    EXPLODES WITH LIGHT.

    Boom.


157 EARTH - EXT. WOODS BEHIND DAIRY QUEEN - MOMENTS LATER          157

    We PUSH INTO the small plant - now a bit larger - that Ego
    planted at the very beginning of the film.

    It LIGHTS UP and GROWS, INSTANTLY BURSTING UPWARDS -


158 EARTH - EXT. DQ - MOMENTS LATER                                158

    The PLANT BURSTS UP BEHIND the Dairy Queen (now a modern
    DQ), a huge ORGANIC, BLOB-LIKE MASS OF LIGHT that comes
    down instantly on the building, CRUSHING it and everyone
    inside --

    AND CONTINUING TO SPILL FORWARD, SPREADING.


159 INT. PALACE - NIGHT                                            159

    EGO SUMMONS all his energy, when, SUDDENLY, a DOOR beside
    him SMASHES APART.
                                                            105.


    Drax has kicked through it and Gamora, Nebula and Mantis
    are with him. Ego turns to see them, then hears a RUMBLING
    above him.

    He turns to look at a window on the palace wall behind him.

    AND THE GIANT LASER DRILL COMES SMASHING THROUGH THE PALACE
    WALL.

                       YONDU
             Hey there, Jackass.

    Ego looks surprised.

    The LASER DRILL lands on Ego, SQUASHING HIM.

    The tendril retracts from Quill as he falls and heaves for
    breath.


160 EARTH - EXT. STREET - DAY                                      160

    The cosmic plant, barreling down the street, suddenly
    STOPS.


161 INT. PALACE/LASER DRILL - SUNRISE                              161

    Drax, Gamora, Nebula, and Mantis rush into the crumbling
    palace.

    The door on the side of the Laser Drill SLIDES OPEN. Baby
    Groot is standing there, smiling, and waving.

                       DRAX
             Out of the way, dumber, smaller
             Groot.

    As Drax crawls in, Groot starts PUNCHING Drax as hard as he
    can. Probably because he called him dumb, but who’s to say.

    Gamora helps up Quill.

                       GAMORA
             I told you something didn’t feel
             right.

                       QUILL
             ‘I told you so.’ That’s really what
             I need right now.

                       GAMORA
                                                            106.


             I came back, didn’t I?

                       QUILL
             Because there’s an unspoken thing.

                       GAMORA
             There is no unspoken thing.


162 INT. LASER DRILL - NIGHT                                       162

    Drax, Mantis, Gamora, and Quill step inside the door.

                       DRAX
             What are you doing? You could have
             killed us all crashing in here like
             that!

                       ROCKET
             Uh, ‘Thank you, Rocket’?

                       DRAX
             We had it under control.

                       MANTIS
             We did not. That is only an
             extension of his true self. He will
             be back soon.

                       QUILL
                  (re: Nebula)
             What’s Smurfette doing here!?

                       NEBULA
             Back rubs, dishes, killing gods,
             whatever I need to do to get a damn
             ride home.

                       ROCKET
             She tried to murder me!

                       NEBULA
             I saved you, you stupid fox.

                       GAMORA
             He’s not a fox.

                       GROOT
             I am Groot.

                       ROCKET
             I’m not a raboon either!
                                                           107.


                       GROOT
             I am Groot.

                       ROCKET
             ‘Raccoon,’ whatever!

    Drax looks out the window.


163 INT. PALACE - NIGHT                                           163

    TENTACLE-LIKE STRANDS BURST UP through the palace flooring
    all around the drill.


164 INT. PALACE - NIGHT                                           164

    Drax turns to the others.

                       DRAX
             How do we kill a Celestial?

                       QUILL
             There’s the center to him - his
             brain, his soul, whatever it is, in
             some sort of shell --

                       MANTIS
             It’s in the caverns below the
             surface.

    Quill climbs up the ladder to see -

                       QUILL
             YONDU?

    Nebula looks at Gamora.

                       NEBULA
             If he’s got that fin back, I am so
             screwed.


165 I/E. PALACE - SUNRISE                                         165

    Yondu THRUSTS the ship upward for takeoff. But TENTACLES
    wrap around the ship --

    And YANK IT BACK DOWN into the floor, destroying the
    foundation of the palce.

    THE ENTIRE PALACE SLOPES.
                                                           108.


166 INT. LASER DRILL - SUNRISE                                    166

    Everyone FALLS forward.

                       YONDU
             Thrusters are out!

    Quill starts rewiring the mechanics.

                       QUILL
             I guess I should be glad I was a
             skinny kid. Otherwise you would
             have delivered me to this maniac!

                       YONDU
             You still reckon that’s the reason
             I kept you around, you idiot?!

                       QUILL
             That’s what you told me, you old
             doofus!

                       YONDU
             Once I figured out what happened to
             them other kids, I wasn’t gonna
             just hand you over.

                       QUILL
             You said you were gonna eat me!

                       YONDU
             That was being funny!

                       QUILL
             Not to me!!

                       ROCKET
             You people have issues.

    Quill sees THROUGH THE WINDSHIELD where EGO’S CREEPY
    SKELETAL is GROWING IN FRONT OF THEM.

                       QUILL
             Of course I have issues that’s my
             fricking father!!... Thrusters are
             back up.

    Quill thrusts the ship FORWARD instead of up.

    It CRASHES through Ego and DOWN THE SLOPING FLOOR --

    And OUT THROUGH the giant pane of glass at the end.
                                                           109.


167 I/E. LASER DRILL/CRACK IN THE PLANET - SUNRISE                167

    Everyone holds on in what’s essentially the worst roller
    coaster drop ever.

                       YONDU
             We should be going up!

                       QUILL
             We can’t. Ego wants to eradicate
             the universe as we know it. We have
             to kill him.

    They PLUMMET toward a fissure in the earth below. It’s too
    small for the ship.

                        QUILL
             Rocket!

                        ROCKET
             Got it.

    Rocket BLASTS the lasers perfectly, CHIPPING AWAY PIECES of
    rock, forming an opening in the crack.

    They SMASH into the opening, barely fitting, leading down
    into the planet.

    Quill flies perfectly, TWISTING through tunnels and around
    corners.

    Rocket mans the lasers, BLASTING PIECES OUT OF PLACE just
    in time so they can SCRAPE through.

                       ROCKET
             So, we’re saving the galaxy again?

                        QUILL
             I guess.

                       ROCKET
             Awesome. We’ll really be able to
             jack up our prices if we’re two-
             time-galaxy savers.

                       QUILL
             I seriously can’t believe that is
             where your mind goes.

                       ROCKET
             It was just a random thought, man!
             I thought we were friends!
                                                              110.


                       ROCKET
             Of course I care about the planets,
             and the buildings, and all of the
             animals on the planets.

                       QUILL
             And the people.

                       ROCKET
             Meh.

    Mantis GIGGLES.

                       MANTIS
             The crabby puppy is so cute he
             makes me want to die!

                       DRAX
             Your suicidal thoughts sadden me,
             but your wish will likely come
             true.


168 I/E. QUADRANT FLIGHT DECK - OUTER SPACE                          168

    MEANWHILE, Kraglin is mellowly hanging out, eating some
    soup and listening to “WHAM BAM” BY SILVER as he sees
    something out in the distance of space. He looks a bit
    closer.

    SOVEREIGN OMNICRAFT ARE POPPING THROUGH JUMP POINTS ABOVE
    EGO’S PLANET.


169 EXT. AYESHA’S SPACECRAFT - OUTER SPACE                           169

    AYESHA is remotely piloting one of the ships. She looks
    determined and angry on the vid-screen.

    And, one by one, Sovereign OMNICRAFT POP IN all around her,
    until there is a large fleet.


170 INT. SOVEREIGN PILOT BAY - DAY                                   170

    Ayesha, in full pilot gear, yells into her comm.

                       AYESHA
             Pilots, release envoy units!


171 EXT. AYESHA’S SPACECRAFT - OUTER SPACE                           171
                                                              111.


    Smaller, more nimble robotic ENVOYS, like big pods with
    blasters for arms - detach from the front of every
    Omnicraft.

                       AYESHA
             Our sensors detect the batteries
             are below the surface of the
             planet.


172 INT. SOVEREIGN PILOT BAY - DAY                                   172

                       AYESHA
             Dive!

    OVERHEAD SHOT: On the screens in all the pods, the envoys
    DIVE toward the planet from slightly different directions.


173 I/E. QUADRANT FLIGHT DECK - OUTER SPACE                          173

    Kraglin, in shock, watches the massive fleet of envoys
    diving downward. He grabs the comm.

                       KRAGLIN
             Uhh... Cap’n?

    No answer.

                       KRAGLIN
             Cap’n?


174 INT. LASER DRILL/CRACK IN THE PLANET - SUNRISE                   174

    Yondu doesn’t hear the CRACKLING SPEAKER beside him as they
    maneuver down through the fissure. Quill eyes him.

                       YONDU
             So why’d Ego want you here?

                       QUILL
             He needs my genetic connection to
             the light to help destroy the
             universe. He tried to teach me how
             to control the power.

                       YONDU
             So could you?

                       QUILL
             A little. I made a ball.
                                                           112.


                       YONDU
             A ball?

                       QUILL
             I thought as hard as a could,
             that’s all I could come up with.

                       YONDU
             You ‘thought’?

    Quill nods.

                       YONDU
             You think when I make this arrow
             fly I use my head?

                       QUILL
             What do you use?

    They look at each other instead of where they’re going, and
    the CRASH into an overhanging piece of rock.

    The entire side door is RIPPED OFF.

    As the SCREECH through a smaller space and into --


175 INT. PLANET’S HOLLOW/LASER DRILL - DAY                        175

    The Laser Drill DROPS into this enormous open space within
    the planet.

    The Guardians gather on the side of the ship open to the
    hollow, gazing out at its stunning beauty, lit by Ego’s
    white glow running throughout it.

                       GAMORA
             Whoa.

    Mantis turns, looking through the portholes on the other
    side.

                       MANTIS
             There! Thats Ego’s core.

    Mantis points at the Self Chamber, down below them. They
    twist down towards it.

                       GAMORA
             That ore’s thick. Rocket, we’re
             gonna need to use the big laser.
                                                       113.


Rocket nods, FLICKS switches.

All the small lasers on the sides move through grooves to
combine into one huge laser in the center of the ship: the
MEGA-LASER.

                  MANTIS
        We must hurry. It will not take Ego
        long to find us.

                  ROCKET
        Keep it still!

Quill steadies the craft as best he can beside the Self
Chamber. But it’s an unwieldy beast, built for power, not
precision.

Rocket powers up the mega-laser and holds tight to the
SHUDDERING CONTROLS as it DRILLS, BURNING a HOLE into the
protective sheathe. It melts and drips down.

                  QUILL
        We drill into the center, we kill
        him.

Quill holds tight to the steering wheel. Yondu notices the
BLINKING LIGHT on the comm. He taps it.

                  YONDU
        What is it, Kraglin?

                  KRAGLIN (O.S.)
        Um, remember that Ayesha chick?

                  YONDU
        Yeah, why?

Yondu looks out the window where AYESHA’S SQUADRON is
SWOOPING OUT OF the cracks in the ceiling all around them.

                    YONDU
        Aw, hell.

Quill PULLS AWAY from the envoys.

But the Sovereign envoys start BLASTING AT THE CRAFT all at
once; the LASER LOSES POWER and the VEHICLE TURNS SIDEWAYS
-

Drax, Mantis, and Gamora GO TUMBLING from the hole in the
side. Nebula and Groot grab onto the floor.
                                                            114.


176 INT. BELOW SELF CHAMBER - DAY                                  176

    Gamora, Drax, and Mantis FALL from an incredible height.
    They LAND - ONE, TWO, THREE - WITH APLOMB.

    Gamora looks up and sees the Laser Drill CURL behind the
    Self Chamber as it tries to avoid the envoys’ BLASTERS.


177 INT. SELF CHAMBER/LASER DRILL - DAY                            177

    Nebula and Groot settle as the ship rights itself and
    BLASTS PIERCE the ship around them.

    Quill peers down at Rocket, who has jumped out of his seat
    and is pouring out the contents of his satchel.

                       QUILL
             Why aren’t you firing the laser?!

                       ROCKET
             They blew out the generator! I
             think I packed a small detonator.

                       NEBULA
             A detonator is worthless without
             explosives!

                       ROCKET
             We got these!

    Rocket shows Nebula the Anulax batteries.

    Quill leaves the controls to Yondu as he CLIMBS down beside
    Rocket, now messing with wiring on his BOMB.

                       QUILL
             Is it strong enough to kill Ego?

                       ROCKET
             If it is, it will cause a chain
             reaction throughout his entire
             nervous system.

                       QUILL
             Meaning what?

                       ROCKET
             The entire planet will explode.
             We’ll have to get out of here fast.
             I rigged a timer.
                                                              115.


    Rocket stuffs the bomb back in his satchel. Groot climbs on
    his back.

    Rocket and Quill slap on their AERO RIGS.

                       QUILL
             Go!

    The run and jump out of the laser drill, FLYING ON THEIR
    AERO RIGS, avoiding the GUNFIRE.

    The ZOOM towards the blast hole on the side of the self
    chamber.


178 INT. OPENING OF BLAST HOLE - DAY                                 178

    Rocket and Quill land here, messily, TUMBLING.


179 INT. BELOW SELF CHAMBER - DAY                                    179

    Mantis is worried about something else entirely; the entire
    chasm begins TREMBLING and the walls start to MUTATE.

                       MANTIS
             He’s coming.

                       DRAX
             Didn’t you say you could make him
             sleep?

                       MANTIS
             When he wants! He’s too powerful! I
             can’t!

                       DRAX
             You don’t have to believe in
             yourself because I believe in you.

    They look ahead. They see, on the enormous wall in front of
    them, the LIGHT-FORM of a giant EGO SCREAMING ANGRILY.

    His SCREAM becomes a TUNNEL OF ROCKS RUSHING TOWARDS THEM
    like a train.

    Mantis sees a nerve bundle on the ground coming from Ego’s
    Core. Although afraid, she grabs it.

                       MANTIS
             SLEEP!
                                                              116.


    She SCREAMS with effort and some pain as energy travels
    through the bundle and into the core, where it darkens.

    The LIGHT LEAVES THE ROCK FORMATION and it SLAMS into the
    ground in front of them, SPLASHING DIRT OVER THEM.

    But they are safe, shivering. Drax and Gamora look at each
    other.

                       DRAX
             I never thought she’d be able to do
             it. With as skinny and weak as she
             appears to be.

    Mantis’s arm is TREMBLING.

                       MANTIS
             I don’t know how long I can hold
             him!

                       GAMORA
             You need to, girl. If you don’t
             keep Ego at bay, we all die.


180 INT. OPENING OF BLAST HOLE - DAY                                 180

    Rocket shines a powerful PEN-LIGHT inside the cavity,
    exposing the interior, spattered with Swiss-cheese-like
    holes glowing with light.

                       ROCKET
             The metal is too thick! For the
             bomb to work we’d actually need to
             place it on Ego’s core. And our fat
             butts ain’t gonna fit through those
             tiny holes.

                       QUILL
             Well...

    Quill slowly eyes Groot, who is playing with a leaf on his
    arm and thinking about something else entirely.

                       ROCKET
             That’s a terrible idea.

                       QUILL
             Which is the only kind of idea we
             got left.

    Rocket SIGHS. He puts Groot on his back and MOVES with
    Groot deeper into the blast hole, mumbling to himself:
                                                           117.


                       ROCKET
             Unbelievable. ‘Rocket, do this.
             Rocket, do that.’

    Quill turns toward the opening. PUSH UP AND IN ON QUILL.

                       QUILL
             Uh, what a day.

    He jumps out into the fray.


181 INT. PLANET’S HOLLOW - DAY                                    181

    Quill FLIES UP as a ship FLIES in toward him BLASTING, and
    he’s about to fire back. MAN VS. SPACESHIP. This is most
    likely the beginning of the biggest, baddest fight scene
    ever, but instead we CUT TO -


182 INT. INSIDE BLAST HOLE - DAY                                  182

    Quiet. Blasts in the deep background. Rocket places a tiny
    bomb in front of Groot. It is a small, simple device with
    two switches and two buttons. He explains, very carefully:

                       ROCKET
             All right. First you flick this
             switch, then this switch. That
             activates it. And then you push
             this button, which will give you
             five minutes to get out of there.
             Whatever you do don’t push this
             button, because that will set off
             the bomb immediately, and we’ll all
             be dead. Now repeat back what I
             just said.

                       GROOT
             I am Groot.

                       ROCKET
             Uh huh.

                       GROOT
             I am Groot.

                       ROCKET
             That’s right.

                       GROOT
             I am Groot.
                                                        118.


                  ROCKET
        No! That’s the button that will
        kill everyone! Try again.

Groot thinks.

                  GROOT
        I am Groot.

Rocket nods.

                  GROOT
        I am Groot.

Rocket nods.

                  GROOT
        I am Groot.

                  ROCKET
        No! That’s exactly what you just
        said! How is that even possible?!
        Which button is the button you’re
        supposed to push?! Point to it.

Groot thinks. And he points to the one that will kill
everyone.

                  ROCKET
        NO!!!

                  QUILL (O.S.)
        Hey, you’re making him nervous!

Rocket runs to see, at the end of the hole, a sliver of the
outside as Quill peeks in while SHOOTING at envoys.

                  ROCKET
        Shut up! And give me some tape!
        Does anyone have any tape out
        there!? I want to put some tape
        over the death button!

                  QUILL
        I don’t have any tape. Let me
        check.

Quill disappears from the hole. As Rocket waits, he hears,
amongst the chaos, faintly -

                  QUILL (O.S.)
        Yo, Yondu, do you have any - ow! -
        do you have any tape?!
                                                              119.


    O.S. GUN BLASTS.

    We hear VOICES GRUMBLING.

    Rocket and Groot look around, waiting. Rocket is impatient.

    He coughs. Groot is like a bored kid in a waiting room. He
    shifts around and plays with the wires on the bomb.

    Quill reappears outside the hole, SHOOTING an envoy.

                       QUILL
             No one has any tape.

                       ROCKET
             Not a single person has tape?

                       QUILL
             You have priceless batteries and an
             atomic bomb in your bag! If anyone
             had tape it would be you!

                       ROCKET
             That’s exactly my point! I have to
             do everything!

                       QUILL
             Dude, you’re wasting time!

    Rocket turns back to Groot, who has already taken the bomb
    and is heading towards the hole.

    He makes a “WHEEEEEE” sound and smiles brightly as he HOPS
    into the hole and SLIDES down as if on a water slide.

    Rocket, heavy-lidded, watches him go.

                       ROCKET
             We’re all gonna die.


183 INT. PLANET'S HOLLOW/LASER DRILL - DAY                           183

    Yondu and Nebula, in the cockpit, are being overcome as
    blasts come through the walls.

                       YONDU
             We’re done for without the
             generator.

    Nebula MOANS, frustrated. She flips open a section of the
    dashboard, then a part of her arm.
                                                           120.


184 INT. PLANET'S HOLLOW/LASER DRILL - DAY                        184

    The remaining Sovereign envoys have ENCIRCLED the battered
    Laser Drill, BLASTING IT TO BITS.

    Quill FLIES into the Laser Drill, SLAMMING into the wall.

                       AYESHA (ON SHIP)
             Guardians! Perhaps it will provide
             you solace that your deaths are not
             without purpose.

    Nebula is feeding the wires from the craft into her
    mechanical arm.


185 INT. SOVEREIGN PILOT BAY - DAY                                185

    The actual Ayesha, fitted with the pilot gear, looks at the
    Laser Drill on the screen.

                       AYESHA
             They will serve as a warning to all
             of those tempted with betraying us;
             don’t screw with the Sovereign.


186 INT. PLANET'S HOLLOW/LASER DRILL - DAY                        186

    Yondu works some switches: The LASERS slide back into the
    slots all over the ship.

                       YONDU
             This is gonna hurt.

                       NEBULA
             Promises, promises.

    Yondu flips ALL the switches; ALL THE POWER RUNS PAINFULLY
    OUT OF NEBULA’S BODY INTO THE VEHICLE --

    AND THE LASERS BEAM OUT OF THE SHIP IN ALL DIRECTIONS AT
    ONCE, like a dangerous disco ball, slicing through almost
    nearly every single ENVOY.


187 INT. BELOW SELF CHAMBER - DAY                                 187

    A BEAM ALMOST HITS Drax, but he LEAPS out of the way. Smoke
    rises from a hole in the ground between him and Mantis.

                       DRAX
             Hey!
                                                             121.


188 INT. PLANET'S HOLLOW/LASER DRILL - DAY                          188

    With flair, Yondu spins the pilot’s wheel, so that the
    whole rig REVOLVES.

    Ayesha looks on, in horror as the BEAMS SLICE THROUGH the
    remaining CRAFT - and one is COMING HER WAY.

                       AYESHA (ON SHIP)
             NO!!

    AYESHA’S ENVOY IS RIPPED APART.


189 INT. SOVEREIGN PILOT BAY - DAY                                  189

    Ayesha SITS BACK. She looks around her at the other pods:
    all of them are down.

                       AYESHA
             NO! NOOOOO!!


190 INT. PLANET'S HOLLOW/LASER DRILL - DAY                          190

    Quill sees FLAMING CHUNKS FLY into the rig...

    And FIRE SPILLING toward the ship’s engine, dripping fuel.

                       QUILL
             We’re gonna blow!

    Yondu WHISTLES as the FLAMES HIT THE FUEL -


191 INT. BELOW SELF CHAMBER - DAY                                   191

    Gamora watches as the ENTIRE LASER DRILL EXPLODES. She is
    stricken.

                       GAMORA
             Peter?

    She sees a tiny body flying from the ship - it’s Nebula,
    who LANDS across from her on her feet.

    Gamora looks at her, worried. Nebula gives her what might
    be a little smile, and looks upward. Gamora follows her
    line of sight.
                                                          122.


Quill is FLYING FROM THE EXPLOSION on his aero-rig. Yondu
is holding onto a flying arrow: his one arm up straight,
his heels touching. Quill looks at him and SNICKERS.

                   YONDU
        What?

                  QUILL
        You look like Mary Poppins.

                  YONDU
        Is he cool?

Quill looks at the man who raised him. He smiles.

                  QUILL
        Yeah. He’s cool.

Yondu looks out at the Guardians as he comes in for a
landing.

                  YONDU
        I’m Mary Poppins, y’all!

Quill and Yondu LAND beside Nebula. Gamora sees Quill and
MARCHES TOWARD HIM.

The CAMERA CIRCLES GAMORA AND QUILL, FIERY SHIP FRAGMENTS
RAINING DOWN AROUND THEM IN SLOW-MOTION, as if this is the
greatest heavy metal video of all time.

The other Guardians enter, one by one - Nebula, Drax,
Yondu, Rocket FLYING DOWN on his aero-rig, and finally,
Mantis, staring forward with concentration until --

A HUGE CHUNK OF SPACESHIP FLIES IN FROM THE SIDE,
FLATTENING MANTIS. The others all look down at her in
shock.

                   QUILL
        Oh. Wow.

Mantis, UNCONSCIOUS BENEATH a ship fragment, has lost hold
of Ego.

THE ENTIRE HOLLOW AROUND THEM BEGINS TO RUMBLE. THE GROUND
AND WALLS THEMSELVES SHIFT and WAVER.

The whole cavity is alive. Drax checks on Mantis.

                  DRAX
        She’s just unconscious.
                                                             123.


192 INT. SELF CHAMBER TUNNELS - DAY                                 192

    Groot RUNS and HOPS through the tunnels. He comes to a
    crossroads.

    He sees a COSMIC LIGHT emanating from one tunnel. He dashes
    off toward it.


193 INT. BELOW SELF CHAMBER - DAY                                   193

                       QUILL
             How long before the bomb goes off?

                       ROCKET
             In the unlikely event Groot doesn’t
             kill us all, about six minutes.

    Yondu speaks into the comm on his lapel.

                        YONDU
             Kraglin.


194 INT. QUADRANT FLIGHT DECK - DAY                                 194

    Kraglin, NODDING OUT, abruptly wakes.

                       YONDU (O.S.)
             We need the Quadrant for extraction
             in T-minus five minutes.

                       KRAGLIN
             Aye, Cap’n!


195 EXT. BELOW SELF CHAMBER - DAY                                   195

    Our heroes peer up to see the SURFACE OF THE PLANET
    UNFOLDING ABOVE THEM, so that THE BRIGHT SKY SHINES
    THROUGH.

                       QUILL
             Someone needs to be up top when
             Kraglin arrives. Drax, take Mantis.

    Drax nods. He picks up Mantis. Quill grabs the aero-rig off
    himself and SLAPS it on Drax’s back, which AUTOMATICALLY
    WRAPS around his upper body.

                       DRAX
             Ahhh! My nipples!
                                                              124.


    He FLIES UPWARD.

    The ground around them SPLITS INTO ENORMOUS CRACKS. Gamora
    sees a CRACK IN THE EARTH RUSHING TOWARD her and Quill, and
    she turns toward him.

    And Gamora’s side CRUMBLES AWAY, GAMORA FALLING DOWN with
    it.

                        QUILL
             Gamora!!

    HUGE BURSTS OF EARTH SHOOT UP all around Drax, Yondu,
    Rocket, and Quill.

    The planet has formed GIANT TENTACLES THAT HURTLE towards
    our heroes.


196 EXT. LOWER RIFT - DAY                                            196

    Gamora is PLUMMETING, seemingly to her death, when she
    looks over and sees Nebula FALLING just behind her.

    Nebula grabs Gamora’s arm and then grabs onto a passing
    cliff.

    They SNAP TO A STOP- OW! - hanging down off the side.

    Nebula tosses Gamora up onto a flat surface.

    As Nebula climbs up after her, Gamora looks at her, wary
    but surprised by this beneficence.

                       NEBULA
             Oh, get over it.


197 EXT. BELOW SELF CHAMBER - DAY                                    197

    Quill BLASTS a tentacle.

    Yondu WHISTLES, the ARROW WEAVING THROUGH TENTACLES around
    them.

    Rocket TOSSES a bunch of tiny bombs at some, which they
    stick to and EXPLODE.

    But they are by no means winning this fight.


198 EXT. PLANET SURFACE - DAY                                        198
                                                           125.


    The giant Quadrant LOWERS toward the surface.


199 EXT. LOWER RIFT - DAY                                         199

    Gamora looks at Nebula.

                       GAMORA
             We have to get up to the extraction
             point!

    They look over the edge and see a huge RIFT OF LAND RISING
    QUICKLY. They look at each other and JUMP -

    They GRAB ONTO THE EDGE of the rising rift, CLUTCHING TO IT
    as it FLIES upward toward the open space above them.


200 EXT. PLANET SURFACE - DAY                                     200

    Drax FLIES UP onto the surface; he sees the Quadrant
    waiting for him there. He DARTS for the ship.


201 INT. QUADRANT FLIGHT DECK - DAY                               201

    Kraglin opens the LOADING DOOR


202 EXT. PLANET SURFACE - DAY                                     202

    But huge swatches of the planet reach up and GRAB onto the
    Quadrant, YANKING IT DOWN.


203 INT. QUADRANT FLIGHT DECK - DAY                               203

    Kraglin, freaking out, throws the thrusters into high gear.


204 I/E. PLANET SURFACE/QUADRANT LOADING BAY - DAY                204

    The thrusters FLARE as the massive ship STRUGGLES to free
    itself from Ego’s tendrils.

    And it does PULL ITSELF UP for a moment, but the tendrils
    tighten, SLAMMING it back down.

    The whole Quadrant starts to TIP OVER. Kraglin falls down
    against the side of the ship.
                                                              126.


    Drax sees the ship FALLING TOWARDS HIM and he RUNS away
    from it in fear.

    But he arrives a the edge of a cliff. He crouches as the
    ship CONTINUES DOWN toward him, about to SQUASH both he and
    Mantis --

    But Kraglin heroically CRAWLS his way back up to the
    controls as he dangles from them. He pushes on the
    thrusters, so that the ship goes back upright.

    Drax turns and again RUNS toward the Quadrant.


205 EXT. PLANET’S HOLLOW - DAY                                       205

    Gamora and Nebula are still rising on the rift when they
    SLAM into a wall near the opening in the surface of the
    planet.


206 EXT. BELOW SELF CHAMBER - DAY                                    206

    Quill turns and sees Ego, in his terrifying SKELETAL LIGHT
    FORM, STROLLING DOWN TOWARDS HIM as the land around him
    PARTS LIKE THE RED SEA.

    As Ego walks, THE DIRT AND MOLECULES AROUND EGO FORM ORGANS
    IN HIS BODY, piecing himself back together.

    Quill sees a tentacle SLAM Yondu to the ground and COVER
    HIS ENTIRE BODY.

    He turns to see Rocket HOLLERING as he FIRES at tentacles,
    but they OVERWHELM him.


207 EXT. PLANET SURFACE - DAY                                        207

    The earth WRAPS AROUND Drax’s legs like quicksand, pulling
    him and Mantis down into it.


208 EXT. PLANET’S HOLLOW - DAY                                       208

    Gamora and Nebula scramble, trying to CLIMB BACK UP, when
    TENDRILS WRAP AROUND THEM, stopping them from going
    further.


209 INT. SELF CHAMBER TUNNELS - DAY                                  209
                                                              127.


    The walls are tightening around Groot. He grows his
    branches to try to stop them, but they aren’t working.

    He begins to CRY, like an actual baby, terrified, on the
    brink of suffocating.


210 EXT. BELOW SELF CHAMBER - DAY                                    210

    Ego approaches his son. He is fully formed, and he is more
    truly “himself.” Alien. Dark eyes and pale skin.

                       EGO
             I told you I don’t want to do this
             alone.


211 EXT. BELOW SELF CHAMBER - DAY                                    211

                       EGO
             You cannot deny the purpose the
             universe has bestowed upon you!

    And once again, the LIGHT TENDRILS STAB THROUGH QUILL’S
    BACK, thrusting him to his knees.

    Smaller light tendrils stab into his face and body.

    And we see the LIGHT being sucked out of Quill and up into
    the Self Chamber once more as it BURSTS WITH LIGHT.


212 EARTH - EXT. STREET - DAY                                        212

    POLICE OFFICERS and bystanders are in the streets, snapping
    phone photos, etc, beside the HUGE, STILL SWATCH OF EGO’S
    LIFEFORM.

                       OFFICER FITZGIBBON
             Please, everyone. Step back. I need
             you all to clear the -

                       WEIRD OLD MAN
             What is that?

    The LIFEFORM ALIGHTS WITH ENERGY and MOVES again, SPILLING
    INCREDIBLY QUICKLY towards them.

    People abandon their cars in traffic as it RUNS OVER THEM.

    A WOMAN FALLS. People TRAMPLE around her.
                                                              128.


    But an old man’s hands reach in, helping her up.

    REVEAL GRANDPA QUILL, in his 70’s or 80’s now.

                       GRANDPA QUILL
             Come on, ma’am.

    He HELPS the woman into an SUV.

    He SLAMS on the gas, SCREECHING AWAY from the enormous
    tidal wave of organic light.


213 XANDAR - I/E. STARBLASTER/CITY - DAY                             213

    EGO’S LIFEFORM smashes down the PARK WALLS and into the
    street.

                         EGO
                   (O.S)
             It doesn’t need to be like this
             Peter


214 EXT. BELOW SELF CHAMBER - DAY                                    214

    Ego approaches his son.

                       EGO
             Why are you destroying our chance?!


215 AAKON - EXT. AAKON CITY - NIGHT                                  215

    AAKONS run from a giant wave behind them.

                        EGO
                  (O.S)
             Stop pretending you aren’t, what
             you are!


216 KREE HOMEWORLD - EXT. STEEP HILLSIDE - DAY                       216

    KREE MONKS run from the cosmic flesh as it pours down the
    hillside behind them.

    But it’s too fast, RUSHING OVER THEM.


217 PRIMITIVE PLANET - EXT. WETLANDS - DAY                           217
                                                              129.


    THOUSANDS OF ORLONI are darting in fear across this dusty
    desert, as it WASHES OVER them.

                        EGO
                  (O.S)
             One in billions..


218 ARAGO-7 - EXT. STONY LANDSCAPE - DAY                             218

    THREE HURCTARIANS run, SCREAMING.

                        EGO
                  (O.S)
             Trillions, even more!


219 EASIK - EXT. FOREST - NIGHT                                      219

    AN EASIK MOTHER clutches her BABY, covering it with her own
    body, as the spreading lifeform LOOMS UP behind her.

    She closes her eyes and waits for the worst.


220 EXT. BELOW SELF CHAMBER - DAY                                    220

    Quill looks up at Ego, barely able to focus, as the
    molecules form skin over the muscle and skeleton and
    innards beneath.

                       EGO
             What greater meaning could life
             possibly have to offer?!

    Yondu struggles beneath the tentacle beside Quill.

                       YONDU
             I don’t use my head to fly the
             arrow, boy! I use my h -

    Quill hears this as the earth COVERS Yondu’s face.

    Quill LOOKS INWARD. And suddenly, everything becomes...

    QUIET.

    Tears come to Peter Quill’s eyes as he remember those
    around him and what they mean to him. And we see his
    MEMORIES.
                                                              130.


    - YOUNG PETER QUILL AND HIS MOTHER CUDDLED AND LISTENING TO
    MUSIC ON THE WALKMAN TOGETHER, EACH WITH ONE EAR PIECE.

    - QUILL AND DRAX LAUGHING HYSTERICALLY ON THE MILANO.

    - GAMORA AND PETER LOOKING INTO EACH OTHER’S EYES AND
    DANCING ON KNOWHERE.

    - QUILL AND ROCKET FLYING THROUGH THE SKY ON AERO-RIGS FOR
    THE FIRST TIME, SMILING AS THE AIR RUSHES THROUGH THEIR
    HAIR. BABY GROOT CLUTCHES HAPPILY ONTO QUILL’S BACK.

    - YONDU AND YOUNG QUILL IN THE FOREST. YONDU’S ARM IS ON
    PETER’S ARM AS HE TEACHES HIM HOW TO SHOOT.

    Quill looks back up at Ego as we HEAR the gentle chords of
    FLEETWOOD MAC’S “THE CHAIN” starts echoing throughout the
    hollow.

    He clutches his fist and we see the light growing within
    it.

    Bits of earth begin to ROLL UP AND SCRAMBLE AND SWIRL
    around Quill’s body, his arms, his legs, as if he’s pulling
    them towards himself with magnets.

    And Ego looks confused, as the GROUND QUAKES AROUND HIM.

    Quill glares at his father, his voice distorting with
    Celestial thunder.

                       QUILL
             You shouldn’t have killed my mom
             and squished my walkman.

    Ahd a SOLID TORNADO OF EARTH PROPELS QUILL FORWARD. Ego
    tries to protect himself as Quill SLAMS into him, FLYING
    UPWARDS WITH HIM --

    Quill raises his fist, NOW A GIANT CLUB. And he SMASHES
    Ego.

    As Ego loses his concentration --


221 EXT. PLANET’S SURFACE - DAY                                      221

    A pair of arms are protruding from the surface of the
    planet, still holding Mantis aloft.

    The earth falls away, and Drax, who was entirely covered,
    heaves for breath.
                                                              131.


222 EXT. CRACK IN PLANET - DAY                                       222

    The TENDRILS FALL, freeing Gamora and Nebula as they GASP.


223 EXT. BELOW SELF CHAMBER - DAY                                    223

    Yondu BREAKS THROUGH THE ROCKS around him, drawing in
    breath.

    The TENTACLES HOLDING ROCKET ALOFT CRUMBLE, and he looks
    around, confused.


224 EARTH - EXT. ST. CHARLES, MISSOURI - DAY                         224

    The WAVE PUSHES UP against the back of Grandpa Quill’s
    CAMARO and suddenly STOPS:

    the mountainous plant, a hundred stories high, is up
    against the back of the car.


225 EASIK - EXT. FOREST - NIGHT                                      225

    The Easik Mother clutching her baby looks behind her; the
    wave has stopped.

    She clutches her baby to her chest, relieved.


226 INT. SELF CHAMBER TUNNELS - DAY                                  226

    The tunnel around Groot SNAPS BACK to what it was. Once
    more he can see the light at the tunnel’s end, and one
    looks like a GIANT BRAIN composed of prismatic light.

    He RUNS forward.


227 INT. INSIDE BLAST HOLE - DAY                                     227

    Rocket flies up and yells at Groot.

                       ROCKET
             Groot! Groot, if you can can hear
             me, hurry up - I’m not sure how
             long Quill can keep him distracted!


228 INT. SELF CHAMBER CORE - DAY                                     228
                                                              132.


    Groot ARRIVES at the end of the tunnel, and stops there.

    The center of the core holds a huge cosmic placenta, and,
    within that, EGO’S TRUE SELF, the COSMIC BRAIN. It ROILS
    FURIOUSLY, the reflection of its fight with Quill,
    thrashing around within this womb.

    Although afraid, Groot places the bomb on the placenta.

    Groot stares at both buttons, scared - he doesn’t know
    which one to pick.

    Groot makes a decision on which button to press. He goes to
    push the death button.

    Then his finger STOPS just millimeters from the button,
    TREMBLING. He thinks...

    And then changes the course of his finger, PUSHING THE
    CORRECT BUTTON.

    THE COUNTDOWN CLOCK COMMENCES.

    Baby Groot turns, terrified, and RUNS.


229 I/E. PLANET SURFACE/QUADRANT LOADING BAY - DAY                   229

    Drax moves with Mantis into the loading bay. He throws her
    down and climbs up a ladder.

    THE CAMERA SWINGS TO GAMORA AND NEBULA, climbing up to the
    surface in the dirt storm.


230 INT. PLANETS HOLLOW - DAY                                        230

    Ego RISES on his own MOLECULAR TORNADO and STRIKES BACK at
    Quill. He YELLS as he SLAMS Quill against the wall,
    DRAGGING his face along the wall.

    He TOSSES Quill into a another wall.


231 EXT. BELOW SELF CHAMBER/PLANET’S HOLLOW - DAY                    231

    QUILL brings his ARM FILLED WITH LIGHT away from the wall,
    so that he causes a WAVE OF LIGHT AND ROCK around the
    interior of the hollow, FLYING TO EGO and knocking him
    aside.
                                                          133.


Yondu protects his face as DIRT SWIRLS in the wake of the
Quill/Ego battle.

Rocket, carrying Groot, FLIES BACK DOWN beside him.

                  ROCKET
        Yondu! We’re about to blow!

                  YONDU
        Get to the ship.

                  ROCKET
        Not without Quill.

                  YONDU
        You gotta take care of the twig.

                  ROCKET
        Not without you.

                  YONDU
        I ain’t done nothing right my whole
        damn life, rat. You need to give me
        this.

Rocket, hesitantly, nods. He grabs some things from his
bag.

He hands them to Yondu.

                  ROCKET
        A space suit and an aero rig. I
        only have one of each.

Yondu nods. Rocket nods too.

Rocket starts to go, but STOPS and looks at Yondu.

He wants to say something, but he doesn’t know what. Baby
Groot does.

                  GROOT
        I am Groot.

                  YONDU
        What’s that?

                  ROCKET
        He says welcome to the frickin’
        Guardians of the Galaxy... only he
        didn’t use ‘frickin’.
                                                              134.


                       YONDU
             Bye, twig.

    Groot waves.

    And Rocket FLIES UP toward the surface. Rocket mutters to
    Groot.

                       ROCKET
             We’re gonna need to have a
             discussion about your language.


232 EXT. BELOW SELF CHAMBER/PLANET’S HOLLOW - DAY                    232

    Ego SLAMS Quill back against a wall. Ego pulls the huge
    rocks away from the wall, FLYING THEM TOWARDS HIM and
    BATTERING HIM THERE.

    Ego and Quill FLY TOWARDS each other.

    Ego uses the LIGHT TO BRING ROCKS TO HIS BODY, forming a
    giant AVATAR OF HIMSELF.

    Quill brings YELLOW ROCKS to his body, forming a GIANT PAC-
    MAN.

    Ego’s form flies into Pac-Man’s mouth, so hard there’s a
    SONIC BOOM.

    They fall, TUMBLING, still striking one another on the way
    down.

    They LAND HARD.


233 INT. SELF CHAMBER CORE - DAY                                     233

    The timer counts down. A minute left.


234 I/E. PLANET SURFACE/QUADRANT LOADING BAY - DAY                   234

    Gamora and Nebula are caring for Mantis as Rocket and Groot
    ARRIVE.

                       GAMORA
             Where’s Peter?

    Rocket doesn’t answer. Or he can’t answer.

                       GAMORA
                                                              135.


             Rocket, where is he?!

    Rocket looks down at a timer in his hand. The time is
    almost there.

                       GAMORA
             Rocket?! Rocket, look at me! Where
             is he?!

    Rocket just shakes his head a little.

    But Groot points sadly outside.

                       GAMORA
             I’m not leaving without him.

    Gamora hardens. She stands and SNATCHES A RIFLE off the
    wall.

    She COCKS IT.

    She STARTS OUT the bay door --

    When AN ELECTRICAL BLAST HITS HER from behind.

    She FALLS OVER, unconscious, REVEALING Rocket with his gun.

                       ROCKET
             I’m sorry. I can only afford to
             lose one friend today.
                  (into comm)
             Kraglin, GO!


235 INT. QUADRANT FLIGHT DECK - DAY                                  235

    Drax looks uncertain as Kraglin presses thrust.

                       DRAX
             Wait. Is Quill back?
                  (into comm)
             Rocket, where’s Quill?!


236 I/E. PLANET SURFACE/QUADRANT LOADING BAY - DAY                   236

    Rocket looks sadly out the bay door as it CLOSES; Drax’s
    voice echoes on his comm.

                       DRAX (O.S.)
             Where’s Quill?! WHERE’S QUILL?!
                                                              136.


237 EXT. BELOW SELF CHAMBER - DAY                                    237

    Quill and Ego are exhausted, on their knees and leaning
    against one another like boxers after too many rounds.


238 INT. SELF CHAMBER CORE - DAY                                     238

    The timer reads 00:26 seconds


239 EXT. BELOW SELF CHAMBER - DAY                                    239

    Ego reaches for the core..

                       EGO
             No, we need to stop it!

    Quill throws him to the ground. But Ego comes back up,
    grasping his son’s jacket, pleading with him now.

                       EGO
             Listen to me! You are a god! If you
             kill me, you’ll just be like
             everyone else!

                       QUILL
             What’s so wrong with that?

    Ego looks at his son, scared.

                       EGO
             NO -


240 INT. SELF CHAMBER CORE - DAY                                     240

    The countdown reaches zero. The brain EXPLODES.


241 I/E. EGO’S NERVOUS SYSTEM - DAY                                  241

    The explosion causes the life forces to BURST THROUGH THE
    ENTIRE PLANET.


242 EXT. BELOW SELF CHAMBER - DAY                                    242

    Everything around Quill is EXPLODING.

    He looks down at his hands, where the glow FADES and
    DISAPPEARS.
                                                              137.


    He gazes up at the mammoth walls around him as they BLOW UP
    and COLLAPSE.

    He lowers at head, at peace with the death that’s coming,
    when, from the side, through the debris --


243 YONDU IS FLYING TOWARDS HIM ON AN AERO-RIG.                      243

    Yondu GRABS him, almost a tackle, really, LIFTING HIM up
    and FLYING AWAY.


244 EXT. PLANET'S HOLLOW - DAY                                       244

    As Yondu and Quill FLY UPWARD, the planet EXPLODES behind
    them, flames licking their heels, huge stretches of the
    planet caving in.


245 EXT. SKY - DAY                                                   245

    Yondu holds a surprised Quill as they SOAR up into the sky,

                       YONDU
             He may have been your father, boy.
             But he wasn’t your daddy.

                        QUILL
             What?

                       YONDU
             I’m sorry I didn’t do it right. I’m
             damn lucky you’re my boy.

    Quill is touched.

    Yondu SLAPS the SPACESUIT disk onto Quill; THE SHIMMERY
    SHEATHE COVERS HIM.

                        QUILL
             What?

    Yondu breathes out as completely as he can, emptying his
    lungs. And they EXIT THE PLANET’S ATMOSPHERE, bursting into
    -


246 EXT. SPACE - OUTER SPACE                                         246

    Quill struggles to get free, but Yondu holds him there,
    trapping him, but it is also an embrace. The ENTIRE PLANET
    is COLLAPSING BEHIND THEM.
                                                              138.


                       QUILL
             Yondu, you can’t! What are you
             doing? What are you doing?!

    Yondu’s jet pack expires its supply of fuel, and they STOP
    THERE, in space, FLOATING.

    Yondu’s grip weakens. Quill turns to face him.

                       QUILL
             Yondu. Yondu, no!

    Yondu grabs his son’s face with both hands, looking and
    touching him with love.

                       QUILL
             No.

    And Yondu’s FACE EXPANDS and his BODY GOES LIMP as he DIES
    there. And he starts to DRIFT AWAY. Quill grabs onto his
    shirt. He is CRYING.

                       QUILL
             No!

    And, suddenly, behind Quill, Rocket and Drax PROPEL
    themselves toward him in aero-rigs, GRABBING him.

                                                     FADE TO BLACK


247 INT. ECLECTOR CREMATORY - LATER                                  247

    Yondu’s body lies on a plank here: Various colored cloths
    are laid in strips over his body and face, yaro lilies
    beneath him, red-fired pyres and Yondu’s toys all around.

    Rocket, Groot, Drax, Gamora, Mantis, and Kraglin surround
    the table. Quill is at the head. He has to say a few words.
    But it is not easy.

                       QUILL
             The other day I told Gamora how I
             used to pretend my dad was David
             Hasselhoff.

    Rocket and Drax exchange a look.

                       QUILL
             He’s a singer and actor from
             earth... a really famous guy.

    Drax nods.
                                                            139.


                       QUILL
             And, you know, today it struck me.
             Yondu didn’t have a talking car,
             but he did have a flying arrow. And
             he didn’t have the voice of an
             angel, but he did have the whistle
             of one. And both David Hasselhoff
             and Yondu went on kickass
             adventures, and hooked up with hot
             women, and fought robots. So, the
             thing is, David Hasselhoff kinda
             did end up being my Dad after all,
             only he was Yondu. I had a pretty
             cool Dad.

    Quill starts to break down.

                       QUILL
             And what I’m trying to say here is,
             that thing you’re searching for
             your whole life, sometimes it’s
             right there by your side all along
             and you don’t even know it.

    Gamora sees Nebula, watching from a darkened doorway,
    before she turns and walks away. She moves after her.

    Groot looks up at an upset Rocket.

                       GROOT
             I am Groot?

                       ROCKET
             Yeah. That’s the friend I was
             talking about.

                       GROOT
             I am Groot.

                       ROCKET
             He did call you ‘twig.’


248 INT. QUADRANT SMALL HALLWAY - MOMENTS LATER                    248

    Gamora catches up to Nebula in the hall.

                       GAMORA
             Nebula.

    Nebula turns toward her, but she doesn’t look her in the
    eye.
                                                              140.


                       GAMORA
             I was just a child. Like you. I was
             concerned with staying alive until
             the next day - every day. And I
             never considered what Thanos was
             doing to you. I am sorry.

    Nebula nods.

                       GAMORA
             I’m trying to make it right,
             everything I did.

                       GAMORA
             There are little girls like you
             were - little boys - all over the
             universe - who are in danger. You
             can stay with us, and help them.

                       NEBULA
             I’ll help them by killing Thanos.

                       GAMORA
             I don’t know if that’s possible.

    Nebula shrugs: maybe. She turns to leave. But Gamora grabs
    her, perhaps too roughly. Nebula turns, ready to snap.

    And Gamora EMBRACES her. Nebula does not know how to react.

                       GAMORA
             You’ll always be my sister.

    Tears well in Nebula’s eyes and, for just a moment, she
    embraces her sister back with one hand...

    Before pushing her away and leaving.


249 INT. ECLECTOR CREMATORY - MOMENTS LATER                          249

    The Guardians lift Yondu on the plank. A bulbous and rusty
    crematory is at the center of the room. It doesn’t burn
    with fire, but a SWIRLING, VIBRANT COSMIC ENERGY.

    They SLIDE YONDU IN as they watch with sadness and respect
    as his body is enveloped by the sparkling colors. Quill
    closes the door on the crematory.

    As Quill moves away, Kraglin approaches.

                       KRAGLIN
             Pete.
                                                             141.


    Quill turns toward him. He’s holding something.

                       KRAGLIN
             Cap’n found this for you in a
             junker shop. Said someday you’d
             come back to the fold.

    Kraglin puts an MP3 player in his hand.

                       KRAGLIN
             It’s called a Zune - what everyone
             listens to on earth nowadays. It’s
             got three hundred songs.

    Quill nods, touched.

                       QUILL
             Wait.

    Quill holds out Yondu’s arrow. Kraglin’s lip trembles.

                       QUILL
             Rocket grabbed the pieces and
             reassembled them. I think Yondu
             would want you to have it.

                       KRAGLIN
             Thank you... Cap’n.


250 EXT. QUADRANT - OUTER SPACE                                     250

    Yondu’s SPARKLING ASHES ARE BLOWN OUT IN SPURTS FROM THE
    CREMATORY INTO SPACE.


251 INT. QUADRANT FLIGHT DECK - OUTER SPACE                         251

    Rocket, Drax, and Mantis are here, watching Yondu’s ashes
    in the vacuum of space, SWIRLING almost magically.


252 INT. CAPTAIN’S QUARTERS - OUTER SPACE                           252

    Quill sits down on the bed in Yondu’s quarters. He scrolls
    through selections on the Zune.

    He comes to “FATHER AND SON” by CAT STEVENS.

    He PRESSES PLAY.
                                                             142.


    He listens. As he does, Groot crawls up onto the bed, and
    then onto his lap.

    Quill offers him one of the ear buds.

    Groot holds it against his ear, amazed by the clarity of
    sound. Quill watches him, hearing the beauty of the song
    more through Groot’s face than the music itself.

    And they sit there together, listening to the music, a new
    father and son.


253 INT. M-SHIP - OUTER SPACE                                       253

    Nebula FLIES AWAY, sad, perhaps regretful, but forcing her
    chin up to brace against what’s to come.


254 INT. QUADRANT SMALL HALLWAY - OUTER SPACE                       254

    Gamora watches, THROUGH A WINDOW, as Nebula leaves.


255 INT. QUADRANT FLIGHT DECK - OUTER SPACE                         255

    Rocket sees something by the ashes. His eyes alight.

                       ROCKET
             They came.


256 INT. CAPTAIN’S QUARTERS - OUTER SPACE                           256

    Groot sees COLORFUL FLASHING LIGHTS out of the window. He
    pulls on Quill’s shirt to show him.

    They go to get a better view.


257 INT. QUADRANT FLIGHT DECK - OUTER SPACE                         257

    Drax and Rocket see Yondu’s COSMIC ASHES PULSING AND
    SWIRLING out in space as, one by one, enormous RAVAGER
    SHIPS arrive around them.

    They each FLASH SPECIFIC LIGHT SEQUENCES - and, with all
    the ships together - it looks like fireworks.

                       DRAX
             What is it?
                                                             143.


                       ROCKET
             I sent word to Yondu’s old Ravager
             buddies and told them what he did.

    Quill comes up behind them with Groot, just as Gamora
    enters.

    Quill smiles.

                       QUILL
             It’s a Ravager funeral.


258 INT. HALLWAY - OUTER SPACE                                      258

    Kraglin sees it from here. He SCREAMS with joy, and he
    slams his fist twice against his chest, a Ravager salute.


259 I/E. RAVAGER FLIGHT DECK 1 - OUTER SPACE                        259

    STAKAR and Martinex watch him there, moved.

                       MARTINEX
             He didn’t let us down after all,
             Cap’n.

                       STAKAR
             No, he did not, son. He did not.


260 I/E. RAVAGER FLIGHT DECK 2 - OUTER SPACE                        260

    CHARLIE-27, an enormous man, is wistful as he salutes.

                       CHARLIE-27
             Fare thee well, old friend.


261 I/E. RAVAGER FLIGHT DECK 3 - OUTER SPACE                        261

    ALETA is here, tears in her eyes, alcohol in her hand, an
    ALL-FEMALE RAVAGER CREW around her.

                       ALETA
             See you in the stars, Yondu Udonta.


262 INT. QUADRANT FLIGHT DECK - OUTER SPACE                         262

    And the Guardians all watch, enchanted by the majesty.
                                                         144.


                  ROCKET
        He didn’t chase ‘em away.

                  QUILL
        No.

                  ROCKET
        Even though he yelled at ‘em.

Quill shakes his head.

                  ROCKET
        And was always mean.

Quill shakes his head.

                  ROCKET
        And he stole batteries he didn’t
        need.

Quill is surprised - what? And then he looks at Rocket, a
little animal who doesn’t know the rules of how to be any
more than a young boy whose tribe sold him into slavery.

                  QUILL
        Of course not.

Baby Groot is on Gamora’s shoulder. He reaches for Drax,
who takes him. Baby Groot YAWNS and nuzzles into Drax’s
shoulder, falling asleep. Drax lovingly pats his back.

Gamora looks at Drax and Groot, and Rocket, and Mantis,
taking it all in, this strange family of hers. She turns to
Quill, staring at him with love.

                  QUILL
        What?

                  GAMORA
        It’s just some unspoken thing.

Quill wraps his arm around her and she sinks into him.

Mantis smiles and becomes teary and GASPS, overwhelmed, as
she looks out the window.

                  MANTIS
        It’s beautiful.

                  DRAX
        It is. And so are you.
             (beat)
        On the inside.
                                                              145.


    They turn back to the window and they stand there together,
    our Guardians of the Galaxy, watching the Ravager funeral
    and the colorful dust of an old friend dance.

    And the shape of the dust seems to form something very
    close to an ARROW.

    Rocket sees this and he cries.

    THE END (NOT REALLY)

    RUN CREDITS.

    “SURRENDER” BY CHEAP TRICK PLAYS.


263 CREDIT BREAK 1 - INT. ECLECTOR HALLWAY - OUTER SPACE             263

    SURRENDER is PLAYING HERE. Kraglin has had a version of
    Yondu’s fin implanted in his head. He looks nervously down
    at the arrow on the floor.

    He tries to WHISTLE. It just flips around like a dead fish.

    He WHISTLES again, and it FLIES UP, hitting a wall, and
    falls back down again.

    He WHISTLES again, and it ZIPS AWAY. We HEAR A SCREAM.

    Kraglin looks around the corner where Drax is sitting, the
    ARROW IMPALED in his chest, yelling in agony.

    Kraglin looks around, hoping no one saw him there, and he
    tries to slink away.

    MORE CREDITS as SURRENDER CHORUS KICKS IN: Mommy’s all
    right, Daddy’s all right, they just seem a little weird.


264 END CREDITS - INT. STAKAR’S SHIP - OUTER SPACE                   264

    Stakar looks sad, serious.

                       STAKAR
             It’s a shame it takes a tragedy
             like losing Yondu to bring us all
             back together. But I think he’d be
             proud if he knew we were working as
             a team again.
                                                             146.


    Over Stakar we see this incredibly motley crew - MARTINEX,
    CHARLIE-27, ALETA, who is holding MAINFRAME (a robotic head
    in a cage), and the mouthless, wormlike KRUGARR,

                       STAKAR
             What say we steal some shit?

                       CHARLIE-27
             In.

                       MARTINEX
             Dope.

                       MAINFRAME
             I MISSED you guys!

    Krugarr makes a hex symbol and TWO COLORFUL THUMBS-UP BURST
    in front of him.

                       ALETA
             Hell. Yes.


265 END CREDITS - INT. BIRTHING PODS CHAMBER - DAY                  265

    Ayesha sits on a bench, brooding, disheveled and still
    furious. The Chambermaid cautiously approaches.

                       CHAMBERMAID
             High Priestess, the Council is
             waiting.

                       AYESHA
             They are perturbed I have wasted
             our resources.

    The Chambermaid smiles politely, nods slightly, agreeing in
    a circumspect manner. Ayesha stares across the way.

                       AYESHA
             When they see what I have created
             here, their wrath will dissipate,
             though it will be some time.

    The Chambermaid looks where Ayesha is looking.

                       CHAMBERMAID
             That is not just another birthing
             pod, ma’am?

                       AYESHA
                                                              147.


             That, my child, is the next step in
             our evolution: more powerful, more
             beautiful, and more capable of
             destroying the Guardians of the
             Galaxy.

    A large, human-sized cocoon stands where Ayesha stares.

                       AYESHA
             I think I shall call him... ‘Adam’.


266 BOX OVER CREDITS - INT. GROOT’S BEDROOM - OUTER SPACE            266

    Quill is standing in the bedroom doorway, looking down.

                       QUILL
             Dude, seriously, you got to clean
             up your room. It’s a complete mess.

    We REVEAL a gawky ADOLESCENT GROOT, hunched over, playing a
    video game, in this very messy room.

                       ADOLESCENT GROOT
             I am Groot.

                       QUILL
             I’m not boring, man. You’re boring.
             Once I got stuck on a planet where
             everyone was just lines and dots. I
             had to use geometry to get out of
             prison. Is that boring?

    Adolescent Groot shakes his head in disdain.

                       QUILL
             You know what’s boring? Not doing
             the dishes. What’s boring is me
             tripping over your vines
             everywhere.

    Adolescent Groot SIGHS.

                       QUILL
             Drax and I switched pants in the
             middle of that party last weekend.
             For no reason other than we’re
             awesome and very much not boring.

    Quill starts to walk away then comes back.

                       QUILL
                                                         148.


          Once I got a venereal disease that
          made me float for three days...
          Don’t tell Gamora... it’s dormant,
          but... If that’s boring then, I
          guess I’m boring.

He looks at him.

                    QUILL
          I’m not boring.

Groot ROLLS HIS EYES and makes an exasperated sound.

                    QUILL
          What’s boring is when you roll your
          eyes like that at me and make an
          exasperated sound like I’m an old,
          boring, stupid idiot.

Quill thinks.

                    QUILL
          Now I know how Yondu felt.

Quill begins to CRY.

                   QUILL
          Yondu.

                                                CUT TO BLACK.

THE END