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Guardians Of The Galaxy Vol. 3 Moments That Upset Fans The Most

This article contains spoilers for "Guardians of the Galaxy Vol. 3."

"Baby, come back." This might be the lyrics sung by MCU fans moving forward for a long time. "Guardians of the Galaxy Vol. 3" is James Gunn's last dance with this cosmic motley crew, and it has also been confirmed to be the final appearance for some of the cast members as these cherished characters. Judging by the film's positive critical approval and audience ratings on Rotten Tomatoes, it's a more than worthy send-off and closes the chapter in a highly satisfying way.

What's particularly impressive is how "Guardians of the Galaxy Vol. 3" seems to be a return to greatness for the MCU. The last few movies haven't all been critical or audience darlings like the majority of the material in the run up to "Avengers: Endgame," but this appears to be a step in the right direction for the franchise.

However, despite the buzz and widespread acclaim, this doesn't mean "Guardians of the Galaxy Vol. 3" is bulletproof when it comes to criticism. From the way in which Adam Warlock is handled to the lack of a shocking ending, the movie isn't quite a home run for everyone who watched it. So, let's take a look at the biggest talking points among the fandom. These are the "Guardians of the Galaxy Vol. 3" moments that upset fans the most.

The appearance of Jennifer Holland's Administrator Kwol

Martin Scorsese has had a decades-long collaborative relationship with Robert De Niro. Similarly, Tim Burton loves working with Johnny Depp. However, James Gunn wanting to work with his wife, Jennifer Holland, is apparently the internet's equivalent of wearing socks with sandals to the mall. The usual suspects of Film Twitter have painted the narrative that Gunn always finds a way to cast Holland in his productions, and they see it as a form of Hollywood nepotism. Considering Holland appears as Administrator Kwol in the Orgoscope scene of "Guardians of the Galaxy Vol. 3," her cameo has stirred up the conversation again.

Truth be told, Kwol's role in the story is minor, and it isn't like Gunn threw out an established performer to make room for his wife on screen. Some fans have come to Holland and Gunn's defense, pointing out how the filmmaker has often cast the same actors in his movies before and there has never been any complaints about it. "It's no secret there's a subset of geek fandom that are unashamedly misogynistic (hello Brie Larson haters!) but the hate for Jennifer Holland being a James Gunn mainstay is so clearly sexist when you just start naming Michael Rooker, Sean Gunn, Nathan Fillion, and so on," said @jonbridges in a tweet.

The treatment of Adam Warlock

In the build-up to "Guardians of the Galaxy Vol. 3," fans were excited by the prospect of seeing Adam Warlock make his live-action debut. The character had been teased before in the MCU, but he would now be portrayed in flesh and blood by Will Poulter, who got jacked to play the superhero. However, this version of the being first introduced as Him in the pages of 1967's "Fantastic Four" #66 is much different than comic book fans might have imagined. "I like Will Poulter, but I feel like he's a weird choice to play Adam Warlock," said Redditor u/clouds_and_sundry. "Plus the makeup just looks... Cheap. It's like TNG side character tier."

For some viewers, his role isn't as substantial as it should have been, with Poulter's Warlock featuring scarcely in the film. "Nothing against his performance but I feel like you could cut him out of the movie and nothing would be lost, his connection to the plot was very flimsy," said Redditor u/CleanAspect6466. Others are not impressed by how his personality has been diluted here, with James Gunn making him a comedic and somewhat childlike fish-out-of-water character. "Adam Warlock is written and portrayed as yet another himbo idiot," Redditor u/MikeGreear wrote.

Ayesha being shoehorned into the movie

In "Guardians of the Galaxy Vol. 2," the audience is introduced to the Golden High Priestess of the Sovereign, a race of beings created by the High Evolutionary. Ayesha (portrayed by "The Crown" actor Elizabeth Debicki) is a minor antagonist but she plays a vital role in the creation of Adam Warlock, which is teased in the post-credits scene of the film. In "Guardians of the Galaxy Vol. 3," Ayesha returns with her "son," Adam, in tow as they do the High Evolutionary's evil bidding. Unfortunately, she is blown to smithereens on Counter-Earth and presumably doesn't survive the events of the movie.

While Ayesha's death takes place later in the film and she does have a few sporadic scenes scattered throughout, there are a few fans puzzled by her overall purpose in this storyline. As one Redditor suggested, there was an opportunity to see both her and Warlock face off against the High Evolutionary and bring closure to that part of the story. Instead, she becomes glorified cannon fodder. "I wanted to see more of her," u/kevindomitus said.

The torturing of Rocket and friends

Since the first time fans met Rocket, it's clear he went through some traumatic stuff in his past. He doesn't like to talk about it, and his history has been largely shrouded in secrecy — until now. "Guardians of the Galaxy Vol. 3" shows him as a tiny and cute-as-a-button baby raccoon that becomes a part of High Evolutionary's sick experiments. It's made even worse when the viewers meet Rocket's three new adorable friends — Lylla the otter, Teefs the walrus, and Floor the rabbit — and see what has been done to them as well. Sure, they are upbeat about life in general, but there's no disputing they have been tortured.

While James Gunn doesn't get graphic in the depiction of animal abuse, it's the things left unsaid that leave an unsettling feeling in the pit of the stomach. This hasn't been lost on the fans, either, as the animal lovers have expressed how difficult it is to watch these scenes and not be impacted by it. Of course, this is the intention of the filmmakers, though it does feel akin to watching "The Lion King" scenes where Mufasa dies and Simba bawls on repeat. "When Lylla was shot I looked over and saw my wife crying," Redditor u/Nukemarine said. "Later she said it was sad and the animal torture was difficult to watch." Another Redditor, u/feelthebernerd, said: "As an animal lover, basically all the scenes with the animals and rockets friends made me uncomfortable. I almost teared up in a few scenes."

Some of the jokes don't land as expected

Humor is entirely subjective. One person's punchline is another's eye roll. That said, the MCU loves to sprinkle its films and TV shows with humorous moments and jokes as a way to provide levity to the stories. The Guardians have always been the biggest jokers of the pack, and their appearances have contained the most amount of humor out of all the MCU projects.

While the trailers for "Guardians of the Galaxy Vol. 3" showed off a darker, serious tone than most fans might have expected, no one should have been surprised that the film would find a way to incorporate a bag of giggles. Most of the comic relief comes from the interactions between Drax the Destroyer and Mantis, but there's also a recurring gag between Cosmo the Spacedog and Kraglin Obfonteri.

However, not everyone left the theater with their sides hurting from all the laughter. Some have criticized the film for having lame jokes. "A good chunk of the jokes were pretty unfunny and it seemed like Gunn didn't know what to do with a lot of the cast," Twitter user @ThePokeStriker said, while @RogersBase said that they "cringed during A LOT of the humor this time around."

Where is Star-Lord's helmet?

Make no mistake about it — comic book fans are among the most perceptive people in the world. After all, this is the fandom that can hold an argument about whether Superman should wear red underpants or if the shape of Spider-Man's eyes in the mask are comic-accurate enough. They miss nothing, and will let filmmakers know if something is amiss.

One of the hottest debates surrounding "Guardians of the Galaxy Vol. 3" is about the lack of Star-Lord's helmet. Unlike the past movies, Peter Quill doesn't utilize it here, and many fans have wondered why it is missing from the action. It is considered an important part of the hero's attire, so it is in the same league as Captain America and his mighty shield.

A Reddit thread about the topic has been started with one commentator suggesting that Star-Lord wouldn't have almost died in space had he activated his helmet. Another user countered the argument by saying that Quill and the others left in a hurry to try and save Rocket, so he may have forgotten his helmet back at the base. Like Wally, the location of the helmet is the great mystery of the movie.

The deaths of three beloved characters

The "Guardians of the Galaxy Vol. 3" trailers promised sadness. There's a specific moment when Star-Lord lets out a cry and fans feared the worst for a member of the crew — with most presuming Rocket would be the one to perish. Also, considering this marks the end of the trilogy, it's always likely that someone will get offed as part of a narrative beat.

In the end, all the Guardians are safe, and no one heads off to Valhalla to meet up with Jane Foster. However, that doesn't mean the other characters are quite as lucky. In one of the most heart-shattering scenes of the film, Lylla, Teefs, and Floor don't get to see the blue sky with Rocket as he prepares to escape in a flashback sequence. They might have been fresh characters introduced in this film, but these three wholesome creatures leave a significant mark in everyone's soul with their kindness.

Many viewers have expressed how horrified they were to see the events unfold and how the tears couldn't stop flowing as they watched "Watership Down" in space. "I just knew Lila, Teeths and Floor were going to die but their deaths really got me," said Redditor u/cytrix333, while fellow user u/CheeseSauceCrimes said, "Lylla's death legit made me jump from my seat." Forget about Peter Parker telling Tony Stark that he doesn't feel so good — this is now officially the saddest moment in a Marvel movie.

The return of Gamora

Pop quiz: Which famous character in a franchise movie has stayed well and truly gone after they perish on screen? The answer is no one. Death in comic book movies is simply a plot device that's easily reversed by anyone with a notepad, pen, and spreadsheet of how many toys the character sells. Thanos sacrifices Gamora in "Avengers: Infinity War," but a variant reappears in "Avengers: Endgame," which helps to explain her presence in this movie.

There are many fans wondering what was the point of her death in "Infinity War" if it has been retconned so quickly. One Redditor didn't lay the blame for it at James Gunn's doorstep, but said it simply should have been avoided from the start. "Honestly, this film made me annoyed they killed off Gamora in infinity war because it made me realised how much I liked Pete and Gamora's relationship," u/AlwaysBi said.

Funnily enough, Gunn revealed to ComicBook.com that he had plans to off Gamora before, but Marvel Studios asked him to reconsider. "Gamora almost died in 'Vol. 2,'" he said. "I knew from the beginning Zoe [Saldaña] only wanted to play the character for so many years, and she's been very honest saying that she's done [after this]. And so I was going to have her die."

Peter Quill's frozen face in space

There are several moments in "Guardians of the Galaxy Vol. 3" where James Gunn pulls the rug out from under the viewers and makes everyone believe that someone is a goner. A particularly harrowing scene occurs toward the end of the film when Star-Lord doesn't escape in time and floats through space.

His body begins to freeze and his face bloats to look like a pufferfish. Adam Warlock becomes the hero as he flies out to Peter Quill and saves him (paying homage to Michelangelo's "The Creation of Adam" on screen, as Redditor u/jalbaugh24 pointed out). The puffiness disappears from Quill's face not too long afterward, and it seems like it was only intended for a gag.

Even so, there are fans who don't understand the point of this. One Redditor suggested that it made Quill look more like Pedro Pascal, while another reminded everyone that this wouldn't have happened had he worn his helmet.

The splitting up of the group

The ending of "Guardians of the Galaxy Vol. 3" signifies the end of a chapter and the start of a new one. The core team is dismantled, as the majority of the Guardians go off in separate directions to find what they need in their lives. In their place, a new set of Guardians, led by Rocket, steps out in the mid-credits scene — presumably as the new iteration of the group for the MCU.

While it was always clear that this would be James Gunn and many cast members' last hoorah, this turn of events still upset a lot of fans. Twitter user @CAA056 said that they were "sad that the group split up but I'm hopeful to see what the future holds." This kind of reaction is understandable since farewells are never easy. At the same time, this wasn't necessarily a "goodbye," but more of a "see you later." Considering that all of these characters are still alive in the MCU, there's always the chance that their paths could cross again.

The happy ending

Each member of the Guardians of the Galaxy suffers in the third film; however, they all get their happily ever after in the end. We see some strong character progressions and developments as the core characters realize there are aspects of their lives they need to work on independently, but they are all able to sail off into the sunset and smile at their friends while doing so.

Some fans feel let down by this decision to give everyone a peaceful ending. They expected bloodshed and waterfalls of tears as the group got ripped apart and destroyed on screen. The fans also aren't too pleased by the fakeouts: We're led to believe that Drax, Star-Lord, and Rocket have been wiped out for good. "I'm fine with no member dying even though they hinted so strongly at it, but doing 3 fake out deaths is just overkill imo, especially having one straight up flatline lol," said Redditor u/JohnWall. Some even negatively compared this to "Star Wars: The Rise of Skywalker," which annoyed fans by doing a similar thing.

Be that as it may, this is the MCU — not "Game of Thrones." Unlike George R.R. Martin, Kevin Feige doesn't walk into a room with a paintball gun and blast pictures of characters as he gleefully decides who his next victim is.

The lack of finality

In the post-credits scene of "Guardians of the Galaxy Vol. 3," text splashes on the screen, stating: "The legendary Star-Lord will return." Also, the mid-credits scene showcases a new version of the team featuring Rocket, Groot, Adam Warlock, Cosmo the Spacedog, Kraglin Obfonteri, Blurp, and Phyla. What this indicates is that the Guardians' story isn't quite over yet. Sure, the original incarnation of the squad might not be teaming up anytime soon, but there are more cosmic tales left in the MCU tank.

While this will be good news to many fans, there are others who are annoyed by this. One Twitter user bemoaned the decision, explaining how the lack of a decisive conclusion is more harmful than good here. "As much as I liked it, I think 'Guardians of the Galaxy. Vol 3' highlights a major problem with the MCU at the moment," said @PresenterAlex. "There's no REAL finality to anything, and at that point, what's the point??!"

It's a fair comment. With no endpoint in sight, all decisions are simply about moving the franchise forward — not necessarily toward anything impactful. On the other hand, a cinematic shared universe is about the journey, not the destination, so it's a different kind of storytelling model.