Learning that Gamora intends to sell the orb to the Collector Taneleer Tivan, Quill, Rocket, Groot, and Drax work with her to escape the Kyln in Quill's ship.

The Milano is named after Peter Quill's childhood crush Alyssa Milano.

GAMORA: Your ship is filthy.
QUILL: Filthy? She has no idea. If we had a blacklight, this place would look like a Jackson Pollock painting.

In the Boot of Jemiah, Drax and Rocket get drunk and wager on the Orloni fights until Drax calls Rocket a vermin, and Quill has to separate them.

GAMORA: It's dangerous and illegal work, suitable only for outlaws.
QUILL: Well, I come from a planet of outlaws: Billy the Kid, Bonnie and Clyde, John Stamos.

A drunken Drax summons Ronan, intending to avenge his family's deaths. While Drax battles Ronan, the others attempt to escape using Mining Pods and are pursued by Ronan's Sakaaran minions, led by Nebula. Ronan easily defeats Drax, while Nebula destroys Gamora's Pod, leaving her floating in space.

Despite Rocket's insistence that they flee, Quill finds himself unwilling to leave Gamora. He follows her into space and gives her his helmet to survive. Fortunately, Yondu arrives and collects the pair before they succumb to the exposure.

On Ronan's flagship, the Dark Aster, Ronan embeds the Stone in his warhammer, taking its power for himself. He contacts Thanos, threatening to kill him after first destroying Xandar. Out of spite for her adoptive father, Nebula allies with Ronan.

The Ravagers and Quill's group join with the Nova Corps to confront the Dark Aster at Xandar.

Groot forms his body into a protective crash sphere to save the other Guardians, allowing them to survive, but shattering himself in the process.