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James Gunn’s Biggest Guardians of the Galaxy Vol. 3 Revelations

Warning: Spoilers follow for Guardians of the Galaxy Vol. 3.


James Gunn is putting on his rocket boots and blasting off to the DC Universe, but that hasn’t stopped Guardians of the Galaxy Vol. 3 from being one for the Marvel Cinematic Universe history books. Rounding off the trilogy Gunn started in 2014, Guardians of the Galaxy Vol. 3 bids a final farewell to the team in its current iteration while also waving goodbye to the director’s time with the series.

Even though the Guardians could continue in some form, Gunn’s imminent departure means he’s got nothing left to lose and has been spilling all about cut villains and abandoned character arcs. The credits have rolled to Florence + the Machine’s “Dog Days Are Over,” so here are James Gunn’s 10 biggest reveals from behind the scenes of Guardians of the Galaxy Vol. 3. 


Annihilus Could’ve Been the Big Bad

There’s been plenty of praise for Chukwudi Iwuji’s High Evolutionary as a complicated but outright evil MCU villain, but in some Multiverse timeline, we nearly had a different big bad. In a Twitter Q&A, Gunn confirmed Annihilus could’ve been the movie’s villain, and he’d also have been the creator of Rocket Racoon (Bradley Cooper/Sean Gunn).

Introduced in 1968’s Fantastic Four Annual #6, Annihilus is usually associated with Marvel’s First Family, ruling over an insect-like army in the Negative Zone and wielding the Cosmic Control Rod. It seems likely this concept would’ve been majorly revamped for Vol. 3, and we’d have had a very different origin for Rocket too. During a 2017 Facebook live for Vol. 2, Gunn said that if he’d had the rights to Annihilus, he’d have loved to feature him in the Guardians movies. This was before Disney acquired 20th Century Fox, but still, the High Evolutionary ultimately made the cut instead of Annihilus for Vol. 3.

As Annihilus is typically associated with the Fantastic Four and the Annihilation comic crossover of 2006, there’s every chance he’s being saved for Matt Shakman’s Fantastic Four reboot or a future clash with the Guardians who are established in Vol. 3’s post-credit scene

The Meaning of Groot’s Final Words Confirmed

For three movies, Vin Diesel’s Groot has been limited to saying the same three words of “I am Groot,” with an occasional variant of “We are Groot.” The final scene of Vol. 3 changed that, with him uttering, “I love you guys.” Some thought Groot’s evolution led to him learning English, while others cooked up a theory that the audience had spent so much time with him, they’d developed the ability to understand the beloved tree.

Gunn has previously said that Peter Quill’s (Chris Pratt) universal translator doesn’t recognize Groot and that you “learn it through connecting with Groot.” And the filmmaker replied to a fan posting about the bonding theory, confirming, “Yes that’s exactly what it means.”

The future of the Guardians remains unclear, and although we don’t get to hear the newly evolved King Groot (as he’s called) speak in the film’s mid-credits scene, he’s definitely a member of the new Guardians lineup. Assuming Groot returns to the MCU one day, Diesel will likely have more to say than the character’s famous catchphrase.

A Fan-Favorite Recast

The original Guardians lineup from the comics, who showed up briefly in Vol. 2, were basically sidelined in Vol. 3. Ving Rhames’ Charlie-27 and Michelle Yeoh’s Aleta Ogord didn’t appear at all, but if you were listening carefully, you might’ve heard a different voice as Mainframe.

Miss Minutes and fan-favorite voice actor Tara Strong takes over the role from Miley Cyrus in Vol. 3, with Gunn explaining that although this Mainframe is the same one from Vol. 2, Cyrus was unable to reprise her role.

In the comics, Mainframe is a 31st Century version of Vision from the alternate Earth-691, whereas his MCU counterpart is a female android. Mainframe is part of the Ravager Guardians led by Sylvester Stallone’s Stakar Ogord – she’s the disembodied head, in case you were wondering. 

Pete Davidson and James Gunn Cameos

Yep, that's Pete Davidson as Phlektik.
Yep, that’s Pete Davidson as Phlektik.

You might’ve missed Pete Davidson’s sneaky cameo. After playing the short-lived Blackguard in The Suicide Squad for Gunn, the actor portrayed the High Evolutionary henchman Phlektik in Vol. 3 according to the filmmaker.

If that wasn’t enough, Gunn himself was hiding in plain sight too, having voiced the nightmarish Lambshank in the threequel. Lambshank was the High Evolutionary’s sheep-like creation that Mantis screamed at when she discovered it. 

Fans of the DC Universe were spoiled for cameos in Guardians of the Galaxy Vol. 3, as other The Suicide Squad alumni also popped up, including Nathan Fillion, Michael Rooker, and Jennifer Holland. Alongside Rooker’s blink-and-you’ll-miss-it return as Yondu Udonta, Fillion finally got an expanded role after being axed as Wonder Man in Vol. 2

The New Howard the Duck 

If there’s one character the MCU doesn’t seem to know what to do with, it’s Howard the Duck. Following Willard Huyck’s divisive Howard the Duck movie of 1986, the maligned mallard has been snuck into all three Guardians movies and had a background cameo in Avengers: Endgame.

When viewers questioned why Howard had undergone another redesign for Guardians of the Galaxy Vol. 3, Gunn explained he’s never been satisfied with how the character has looked in the MCU. More than this, he mentioned he’d considered giving Howard an expanded role instead of only having him playing cards with Kraglin (Sean Gunn), Cosmo (Maria Bakalova), and some others. He is once again voiced by Seth Green in Vol. 3.

An Improvised F-Bomb

There were promises Vol. 3 would drop the MCU’s first F-bomb, with Pratt telling Variety, “Take that, Samuel L. Jackson.” He also said he improvised the moment, which comes when Star-Lord says to Nebula (Karen Gillan), “Open the f*****g door!” 

Gunn told JOE.ie that Marvel Studios has never made him change anything in his films, but he was worried that the line would end up on the cutting room floor: “We put it in the cut and it was just so damn funny. And I was like, ‘Oh man, Disney is going to make me take this out, aren’t they?’”

It’s technically true that similarly vulgar language happened in Vol. 2, with Gunn previously confessing that Baby Groot used some colourful language. But we couldn’t understand him back then, so it doesn’t count!

A DCU Crossover

Gunn recently told Empire that he’d “be lying” if he denied there have been talks about a crossover between the DCU and MCU. Seeing Doctor Stange and Doctor Fate go head-to-head would be a cinematic event for the ages, but apparently Gunn already snuck a crossover into Vol. 3 without anyone knowing.

At various points in the film, there’s an eagle that can be seen in the High Evolutionary’s cages. Eagly-eyed fans correctly guessed this is a reference to Eagly from the John Cena-led Peacemaker series over on the DCU side of things.

Gunn told CinemaBlend that he wanted to use a real eagle in Season 1 of that HBO Max series, but on-set issues led to their having to use a wholly CGI creation based on the actual bird. But Gunn confirmed that the High Evolutionary’s imprisoned eagle is the real-life Eagly (or the actor bird from Peacemaker anyway). Not quite a live-action DC vs. Marvel adaptation, but we’re getting closer.

Star Lord’s Costume Change

Considering Gunn is so on it with minute details, viewers picked up on the fact (and potential plot hole) that Star-Lord spends the entire runtime without his signature helmet and rocket boots. They definitely could’ve come in handy, especially during the finale where Quill nearly perishes in space.

But Gunn already thought his way out of this one, saying that Quill left Star-Lord’s classic costume in a drawer back at Knowhere. After Adam Warlock (Will Poulter) attacked their base, the team had to dash off to try and save Rocket’s life. In a separate tweet, Gunn referred to Star-Lord’s rocket boots as “cheap sh*t you get in the intergalactic version of Radio Shack,” saying the team now have jet packs.

Besides, Vol. 3’s epic hallway fight scene would’ve looked different if we couldn’t see Pratt’s face. And purists have also pointed out that Star-Lord’s original helmet was destroyed in Vol. 2, while Gunn poked fun at how he miraculously had a new one for Infinity War.

Guardians: The Gunn Cut… or Lack Thereof

There’s bad news if you’re hoping for an extended cut of Guardians of the Galaxy Vol. 3, or any of Gunn’s trilogy for that matter. Similar to Tony Gilroy saying there’s no director’s cut of Rogue One: A Star Wars Story, Gunn has revealed that the Guardians movies put into theaters are the finished product.

Pressed on the status of a mythical Guardians of the Galaxy trilogy director’s cut, Gunn said, “Yes (the trilogy as is is the Director’s Cut).” When asked a similar question in the past, Gunn has stated, “The original films ARE the Director’s cuts,” explaining that a few things he’s changed his mind about would be more of a “director’s recut” if the movies were re-released.

Gunn has been given the final say on almost everything across the trilogy, even confirming that he was able to pick the new Guardians lineup that Vol. 3 bows out with. Still, he’s said he’d like to “George Lucas” (referring to the filmmaker’s many Star Wars alterations) an extended joke about John Stamos back into Vol. 1.

What did you think of Guardians of the Galaxy Vol. 3? Let’s discuss in the comments!

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