Marvel's big gamble pays off as James Gunn's space opera is fun, smart and surprisingly emotional.

There are three things that make Ghostbusters work: it’s funny, it functions as an actual movie outside of the comedy and the characters are great. These three things are apparently very hard to stuff into one movie, because it is so rare to find a film that pulls them all off. But without all three a funny adventure movie is lopsided, off-balance and ultimately not that good.

Guardians of the Galaxy pulls off all three, and with such adroit surety that it makes you wonder why almost nobody else has been doing the same for the last thirty years. There’s a central structure - a MacGuffin chase predicated on reversals and betrayals - that keeps the story moving like a freight train, and there are plenty of laughs and jokes along the way. But what makes Guardians of the Galaxy a film that is in the same league as Ghostbusters are the characters; these are characters with real heart and soul, fully formed people who are exciting and funny and wounded in equal measure. You laugh because the jokes are good, you clap because the action is awesome, but you get emotional because you care about the characters. And when the credits roll you walk out of the theater fully in love with these five criminally-inclined misfits who end up not a team but a family.

Those complaining about a perceived sameness in the Marvel Cinematic Universe* are going to have to bend over backwards to find that issue in Guardians; the film is a work of unfettered imagination that mixes a colorful palette with a lived-in scifi grittiness. This movie seems to have escaped the standard Marvel post-production pipeline that flattens the look of so many other Marvel movies. Even the 3D is a step above most Marvel 3D, usually thrown in as an afterthought.

Guardians even opens unlike any other Marvel movie; a sequence set in 1988 showing young Peter Quill running away from his mother’s deathbed before being kidnapped by aliens comes before the studio logo, an unusual cold open for Marvel. Quill ends up traveling the galaxy with the aliens who snatched him, an interplanetary gang of thugs called The Ravagers. But at some point just before the movie starts, Quill decides to go alone and retrieve a mysterious artifact that has a huge bounty on it.

It turns out the artifact is being sought by Ronan the Accuser, a terrorist zealot who hates that his people, the Kree Empire, are forging a peace with their longtime enemies, the Nova Empire**. He’s going to give the orb to villainous Thanos in exchange for Thanos destroying the Nova homeworld, Xandar.

And so begins a chase for the orb. Ronan dispatches Gamora, an assassin and the adopted daughter of Thanos, to get it from Quill. The Ravagers, upset that Quill has betrayed them and is trying to sell the orb on his own, put a bounty on his head, a bounty that talking raccoon Rocket and his sentient tree companion Groot are eager to collect. When all of these players get arrested after a fight on Xandar, they recruit bruiser Drax the Destroyer, who hates Ronan most of all, to help them deal with the orb, which has a value far beyond their wildest dreams.

Writer/director James Gunn paces the film masterfully; while Marvel’s previous team picture The Avengers suffered from a wobbly start (I still skip the first 20 minutes when rewatching), Guardians comes bursting out the gate with an exciting and funny action sequence that sets up the tone of the film and perfectly captures the character of Star-Lord (Peter Quill, played with roguish charisma by the now-hot Chris Pratt). He keeps the action sequences flowing smoothly, always using them to merge comedy and character; the first brawl between Star-Lord, Gamora and Rocket/Groot is exuberant and allows each character to declare their personality through action, and each sequence thereafter reveals a little bit more about the characters. Each action sequence also builds them as a team, until by the final battle they’re a cohesive unit working independently for their greater good, complete with sacrifices and surprising acts of heroism.

The action is first and foremost fun and varied; there are hand-to-hand combat sequences, massive aerial battles, roller coaster chase scenes and even a truly weird moment where the fate of the cosmos may hinge on a dance fight. Gunn is able to make each action sequence a joy but also give them stakes; none of the action stuff feels like filler or gratuitous trailer padding. Every sequence serves story or character, while also maintaining the film’s wonderfully tricky tone.

The one place where Gunn stumbles is the backstory of his characters; introducing five leads and then bringing them together is hard enough, but introducing a whole new universe around them makes it even more complicated. Too often Gunn defaults to characters explaining who they are in bald-faced exposition. More than once a member of the team spits out their Wikipedia entry to another team member, usually during a pivotal emotional juncture. This sort of thing only stands out because the film does everything else so very, very right that the small missteps become amplified.

But when those characters aren’t reading aloud the back of their toy packaging they’re absolutely captivating. The dynamics of the team are precision tuned, with each member bouncing off the others in ways that are both naturalistic and unpredictable. Also unpredictable: that the two front and center stars of the picture aren’t even the best parts of it.

Chris Pratt brings a swagger to Peter Quill that speaks to a guy who thinks he’s Harrison Ford, a delightful character trait of self-delusion. As the Terran on the team Star-Lord is the default center of the movie, but Quill ends up playing straight man as often as he gets to be funny, holding back the wilder, sillier actions of Groot, Rocket and Drax.

We all walked in knowing that Rocket would kill - he’s a wise-ass raccoon with a big gun, what’s not to like? The surprise in Rocket is that he’s got another layer, an angry and damaged aspect that informs all of his actions. He’s not just a one-liner machine (each one-liner ably delivered by Bradley Cooper using a slightly street-tough accent), he’s got depth. Rocket is the character who is least likely to admit that he’s attached to anyone because he’s lived a life where attachment leads to pain and loss. It’s not his foreground, but it’s there, and it’s clear.

But who could have called Drax being so wonderful? Wrestler Dave Bautista plays this hulking alien with a deadpan sincerity that endears him immediately. Drax speaks in the kind of flowery faux-Shakespearian language common in Silver Age Marvel comics, and he has a real hard time understanding figures of speech (think Spock in Star Trek IV: The Voyage Home). He’s a guy as likely to rip out your spleen as to give you a chance to say you’re sorry, but that all comes from a very grounded rage that Bautista articulates with real sensitivity. Bautista is certainly the surprise at the center of Guardians, and I hope other directors figure out how to use him as well as Gunn has.

Surprising in a less wonderful way is Zoe Saldana as Gamora. There’s a stiffness to the character that she never fully overcomes; part of the problem is the script, which has people telling us she’s a great assassin and badass and then has her lose to the Nova Corps in her first scene. In a lot of ways Gamora is the character serviced worst by the script; she walks into the movie looking to betray Ronan, undercutting any possibility for a big redemption arc. But even still, Saldana imbues her with a fierce presence and hints at Gamora being a woman who is trying for the first time to live a life outside of murder, and how bewildering that can be for her.

The true stunner in Guardians of the Galaxy is Groot. A talking tree who can only say one thing - “I am Groot” - the CG character voiced by Vin Diesel is shockingly complex, sweet, badass and just plain fucking awesome. In a lesser film Groot would be a pain in the ass, a joke character shoved in from the sidelines, but Gunn has made him into a thoughtful and vital member of the team. The fact that Diesel can get so much mileage out of “I am Groot” should come as no surprise to fans of The Iron Giant, but it’s still remarkable the way he’s able to communicate emotionally with each line reading. I won’t lie - Groot got me teared up once or twice. The talking tree!

On the other side of the aisle are the villains; Lee Pace is Ronan the Accuser, presented in remarkably comic-accurate appearance while being fairly comic inaccurate in most other ways. Ronan doesn’t quite succumb to Marvel’s habit of having generic baddies, but he’s still no Loki. Pace digs into the scenery, unafraid to go appropriately large with his cosmic villain, and Gunn’s script does set him up as a credible threat. A little less credible is Nebula, Ronan’s sidekick (and Thanos’ other daughter), who gets some kick-ass action at the end but is otherwise stuck on the sidelines. Karen Gillen looks great in the role, and I hope that she has more to do in the next movie, as she is oozing screen presence.

The other bad guy is Thanos, and I have to kindly ask Marvel to shit or get off the pot with him already. This is the second time Thanos has appeared as ‘boss of the villain’ and this is the second time where all he does is sit on a throne. Granted, this time his throne is rocket powered and he gives a speech, but the Mad Titan is so far defined only by others explaining why he’s bad and powerful as opposed to showing us why he’s bad and powerful. Guardians isn’t afraid to go big - there’s a flashback to a Celestial terraforming a planet and killing everyone on it - so why not give Thanos a world to explode or a starship to destroy?

Of course Guardians, like all Marvel movies, are the anti-Batman films - the heroes are almost always more interesting than the villains. And I like it that way, because I like having these engaging, fun and lovable heroes at the center of lots of big, epic action. I know Marvel tends to nickel and dime directors, but whatever budget Gunn had he put all of it, and then some, on screen. The movie brings you from a diversely populated alien prison to a diversely populated alien city to a diversely populated alien mining town, any of which make Thor’s desert town look even chintzier than it already was. This is big, it’s a whole new side of the universe, populated with cool creatures, awesome Nova ships, and weird societies, and Gunn is bringing you to as much of it as he can.

Make no mistake, it’s James Gunn bringing you along. Just as Shane Black was able to battle the Marvel creative committee enough to get his own personality on Iron Man Three, James Gunn imprints more than a little bit of himself on Guardians of the Galaxy. The humor is sometimes dark, often a little crude and constantly smart. Gunn’s always been a fan of jarring tonal shifts, and while they’re more modulated here, Guardians changes tones like a car changes lanes. And most of all the film leans into what Gunn does best - bringing slightly broken, off-beat characters to three-dimensional life. Gunn loves the weirdos and losers in his movies, and Guardians is no different. Gunn even has affection for his villains (especially Nebula, which is why I really believe she’s going to get some meat in the next film).

Guardians of the Galaxy is what you hope for in a summer movie - a non-stop adventure that never talks down to you and that features fully-fleshed out characters who might fight but, in the end, love each other. There are some trying to rehabilitate the image of Gore Verbinski’s dire The Lone Ranger, but what can never be rehabilitated is the hateful relationship between the leads. Who wants to watch two hours of blockbuster where even the leads don’t want to be there? The Guardians of the Galaxy come together first out of circumstance and eventually out of love, creating a family unit out of misfits and loners. That's the kind of team I want to be on.

* which honestly baffles me. Do these people really think Captain America: The Winter Soldier looks and feels the same as Thor or Iron Man Three?

** Yes, comic fans, this movie does take some liberties with the larger Marvel cosmic lore