At Sanctuary, Ronan reports to Thanos (Josh Brolin).

Ronan: With all due respect, Thanos, your daughter made this mess, and yet you summon me.

The Other: I would lower my voice, Accuser!

Ronan: First, she lost a battle to some primitive.

The Other: Thanos had put Gamora under your charge.

Ronan: Then she was apprehended by the Nova Corps.

The Other: You are the one here with nothing to show for it.

Ronan: Your sources say that she was meant to betray us the whole time!

The Other: Lower your tone! I may be your . . .

Ronan kills the Other to shut him up.

Ronan: [to Thanos] I only ask that you take this matter seriously.

Thanos: The only matter I do not take seriously, boy, is you. Your politics bore me! Your demeanor is that of a pouting child. And apparently you alienated my favorite daughter, Gamora. I shall honor our agreement, Kree, if you bring me the Orb. But return to me again empty handed and I will bathe the star-ways with your blood.

Nebula is visually aggravated hearing Thanos say that Gamora is his favorite daughter.

Nebula: Thanks, Dad. Sounds fair.

Rocket has a plan to escape the prison.

Rocket: If we're gonna get outta here, we gonna need to get into that watch tower, and to do that, I'm gonna need a few things. The guards wear security bands to control their ins and outs. I need one.

Gamora: Leave it to me.

Rocket: That dude there. I need his prosthetic leg.

Quill: His leg?

Rocket: Yeah. God knows I don't need the rest of him. Look at him. He's useless.

Quill: All right.

Rocket: And finally, on the wall back there is a black panel. Blinky yellow light. You see it?

Quill: Yeah.

Rocket: There's a quarnex battery behind it. Purplish box. Green wires. To get into that watch tower, I definitely need it.

Gamora: How are we supposed to do that?

Rocket: Well, supposedly, these bald bodies find you attractive, so maybe you could work out some sort of trade.

Groot starts walking toward the panel.

Gamora: You must be joking.

Rocket: No, I really heard they find you attractive.

Quill: Look. It's 20 feet up in the air and it's in the middle of the most heavily guarded part of the prison. It's impossible to get up there without being seen.

Rocket: I got one plan, and that plan requires this frickin' quarnex battery, so FIGURE IT OUT!

Groot removes the panel, which hits a passing inmate on the head and knocks him out.

Rocket: Can I get back to it?

Drax spots Groot trying to remove the battery.

Rocket: Now, this is important. Once the battery is removed, everything is gonna slam into emergency mode. Once we have it, we gotta move quickly, so you definitely need to get that last.

Groot removes the battery, setting off the alarms.

Rocket: Or we could just get it first and improvise.

Gamora: I'll get the armband.

Quill: Leg.

Gun drones swarm around Groot.

Watchtower Guard: Prisoner, drop the device immediately and retreat to your cell, or we will open fire!

Groot: [roars] I . . . AM . . . GROOT!

Watchtower Guard: Fire!

Drax decides to join in the escape too realizing that eventually Ronan will go after Gamora and then he can kill Ronan himself. Rocket jumps on Groot who is fighting the sentry bots.

Rocket: You idiot! How am I supposed to fight these things without my stuff?

Drax: Creepy little beast!

Drax throws a machine gun to Rocket.

Rocket: Oh yeah!

Rocket starts blasting away. Moments later, Quill approaches the one legged prisoner and asks . . .

One Legged Prisoner: [to Quill] You need my what?

After bartering for the prosthetic leg and dispatching a guard, Quill makes his way to the watch tower, Drax notices him and shouts out.

Drax: You! Man who has lain with an Askervarian!

Quill: It was one time, man.

Everyone gets the stuff they need and make it to a guard station near the top of the prison.

Drax: [to Gamora] Spare me your foul gaze, woman!

Gamora: [regarding Drax] Why is this one here?

Quill: We promised him he could stay by your side until he kills your boss. I always keep my promises when they're to muscle-bound whack-jobs who will kill me if I don't. . . . [to Rocket] Here you go.

Quill presents the prosthetic leg Rocket requested.

Rocket: Oh, I was just kidding about the leg. I just need these two things.

Quill: What?

Rocket: [laughing] No, I thought it'd be funny! Was it funny? No, wait, what'd he look like hopping around?

Quill: I had to transfer him 30,000 units!

Rocket snickers with laughter.

Drax: How are we gonna leave?

Rocket: I have a plan!

Drax: Cease your yammering and relieve us from this irksome confinement.

Quill: Yeah, I'll have to agree with the walking thesaurus on that one.

Drax: Do not ever call me a thesaurus.

Quill: It's just a metaphor, dude.

Rocket: His people are completely literal. Metaphors are gonna go over his head.

Drax: *Nothing* goes over my head. My reflexes are too fast. I would catch it.

Gamora: I'm going to die surrounded by the biggest idiots in the galaxy.

A team of guards with huge guns encircle the watch tower and begin blasting away.

Gamora: Rodent, we are ready for your plan!

Rocket: Hold on!

Drax: I recognize this animal. We'd roast them over a flame pit as children. Their flesh was quite delicious.

Rocket: Not helping!

Rocket rigs up the stuff to turn off the artificial gravity everywhere in the prison except in the guard station.

Rocket takes control of the security droids as jets to fly the guard station out of the prison.

Rocket: I told you I had a plan.

They crash their way through a corridor, mowing down fleeing guards on the way.

Quill: That was a pretty good plan.

They escape to the Milano, but Quill goes back and gets his walkman from one of the guards. Rocket is eager to leave, but Gamora insists they wait for Quill to return with the Orb. Moments later, Quill is zooming through space towards their ship. Drax lets Quill into the Milano.

Drax: This one shows spirit. He shall make a keen ally in the battle against Ronan. Companion, what were you retrieving?

Quill hands him his stereo-player.

Drax: You're an imbecile.

Everyone on Quill's ship gets to know one another better. They don't like each other at all. Rocket is pilfering parts from Quill's ship.

Quill: What are you doing? You can't take parts from my ship without asking me!

Rocket: Don't touch that. It's a bomb.

Quill: A bomb? And you were just going to leave it lying around? . . . What is that?

Rocket: That's for if things get really hardcore. Or if you wanna blow up moons.

Gamora: No one's blowing up moons.

Rocket: You just wanna suck the joy out of everything.

Gamora is vague when Quill asks her for the buyer's coordinance.

Quill: If we're gonna work together you might wanna try trusting me a little bit.

Gamora: How much do you trust me?

Quill suspects the Orb is some kind of weapon, but Gamora claims she doesn't know what it is. Drax wants to use it against Ronan. Gamora and Drax get in a heated exchange, but Quill tries to calm them down, emphasizing they are partners.

Gamora: We have an agreement, but I would never be partners with the likes of you. I'll tell the buyer we're on our way. And Quill, your ship is filthy.

Gamora walks away.

Quill: Oh, she has no idea. If I had a blacklight, this would look like a Jackson Pollock painting.

Rocket: You got issues, Quill.

Ronan arrives at the Kyln. Nebula interrogates the prisoners for Quill's whereabouts, but gets nothing. Ronan gives the order to execute the prisoners.

Meanwhile, Yondu goes to the Broker's shop to question him.

Yondu: [looks at trinkets] Do you got any other cute little buggers like this one? I like to stick 'em all in a row on my control console.

Yondu coerces the broker to reveal details about the Orb and who would want to buy it.

Sometime later, Quill and gang arrive at Knowhere (the head of a giant being) to meet with The Collector. While they wait for their appointment, Drax, Rocket and Groot get drunk and gamble.

Drax: Let us put more of this liquid into our bodies.

Gamora and Quill bond over music. He explains that his mom made him the mix tape of her favorite songs. She listens and likes it. He asks her to dance.

Gamora: I'm a warrior, an assassin. I don't dance.

Quill: Really? Well, on my planet, we have a legend about people like you. It's called Footloose. And in it, a great hero, named Kevin Bacon, teaches an entire city full of people with sticks up their butts that, dancing, well, is the greatest thing there is.

Gamora: Who put the sticks up their butts?

He makes a pass at her, but she pulls back.

Gamora: I know who you are, Peter Quill, and I am not some starry-eyed waif here to succumb to your pelvic sorcery!

Before they meet with the collector, Drax, Rocket and Groot (all drunk) get into a big fight.

Drax: This vermin speaks of affairs he knows nothing about!

Rocket: That is true!

Drax: He has no respect!

Rocket: That is also true! Keep callin' me vermin tough guy, you just want to laugh at me like everyone else!

Quill: Rocket, you're drunk, all right? No one's laughing at you.

Rocket: [points at Drax] He thinks I'm some stupid thing! He does! Well, I didn't ask to get made! I didn't ask to be torn apart and put back together over and over and turned into some little monster!

Quill: Rocket, no one's calling you a monster...

Rocket: He called me "vermin"! [points to Drax] . . . She called me "rodent"! [points to Gamora] . . . Let's see if you can laugh after five or six good shots in your freakin' face! [draws his gun]

Quill: No no no! Four billion units! Rocket, come on man, suck it up for one more lousy night and we're rich.

Rocket: Fine, but I can't promise when all of this is over I'm not going to kill every last one of you jerks.

Quill: See, this is exactly why none of you have any friends!