It’s a big improvement over the first film in almost every way.

Guardians of the Galaxy Vol. 2 might be the most anticipated film of the year, give or take a Star Wars.

The sequel arrives in theaters on May 5, three years after Guardians of the Galaxya lighthearted space opera with a great ensemble full of strange characters — became one of Marvel Studios’ biggest surprise successes.

Sure, the story was a little disjointed, and the film’s bad guys weren’t nearly compelling enough (a frequent Marvel problem). But the film’s sardonic sense of humor, courtesy of director and co-screenwriter James Gunn, was more than enough to carry the day.

Guardians 2 doesn’t really recapture the oddball whimsy of the first Guardians movie — but it’s actually quite a bit better, its creators having clearly studied what was wrong with the first film and made tweaks here and there. It gives Gunn a chance to show off. And it continues the first film’s streak of great casting. (Necessary grain of salt time: I wasn’t really a huge fan of the first Guardians movie, so color your expectations accordingly.)

Is it a perfect film? Nah. But perfection might stand in the way of the scrappy charm of this franchise. The rough edges are part of the fun. Alex Abad-Santos will have a more detailed review of the film closer to its opening. Until then, here are a few things to know about it.

1) James Gunn is just showing off

Guardians of the Galaxy Vol. 2 Marvel Studios
Baby Groot is the babiest Groot of them all.

Marvel doesn’t always hire directors with incredibly strong sensibilities. Filmmakers like The Avengers Joss Whedon and Captain America’s Russo brothers — who are, I should say, terrific directors in their own right — come from the world of television and, as such, know how to blend a single film into what amounts to a much larger story.

Then there’s the fact that so many of today’s movies are constructed via elaborate computer effects, meaning they’re largely staged and built in something called “pre-visualization,” sometimes long before the movie itself is even shot. (You can read more about the process here.) It’s the reason so many superhero films, especially, keep returning to the same story elements over and over and why their action sequences have a same-y feel.

The first Guardians felt like it was about 75 percent Gunn, whose love of trashy exploitation movies, weird bursts of violence, and sarcastic quips shines through in every film he makes. Yes, he was in a far-off corner of the Marvel universe and had a little more creative freedom than, say, Whedon. But he was also forced to play within the studio’s constraints to some degree.

With Guardians 2, Gunn has clearly learned how to more strongly emphasize his sensibility while filtering it through both Marvel’s larger corporate ethos and the pre-visualization process, resulting in a film bursting with sequences that amount to Gunn simply showing off. The opening action sequence, for example, plays beneath the credits and centers on what appears to be a single shot of Baby Groot dancing to ELO’s “Mr. Blue Sky.” While Groot bops and sways, his pals fight a space creature, out of focus, in the background. It’s a neat encapsulation of what Gunn is going for: What’s fun is what matters. Who cares about anything else?

This sense of verve translates to nearly every other scene in the film. Big moments of genuine emotion elbow in alongside huge laughs, and every action sequence does something visually creative to set itself apart. Guardians 2 truly feels like Gunn’s movie, to its credit.

2) This movie has a much better villain

Even big fans of the first Guardians could agree that its set of villains was rather weak, with ill-defined goals and little personality. The film wasted likable actors like Lee Pace and Karen Gillan on lots of droning monologues about taking over the galaxy and what-not.

I’m going to talk around the identity of the new movie’s villain(s) for a bit, because it ultimately amounts to something of a plot reveal (though if you’ve seen any movie ever, you’ll know who’s good and who’s bad by around the 15-minute mark). The key point is that Gunn has done a much better job of integrating them into the story and of giving them motivations that more or less make sense. Those motivations are a little hard to track on a pure emotional level, but they’re at least present.

Not everything about the villain(s) works. There are maybe a few too many explanatory monologues in the film’s back half, and there are some weird twists and turns involving one of the Guardians themselves. But for the most part, the villains and their connection to the Guardians are stronger all around.

3) The film is really fun to look at

Guardians of the Galaxy Vol. 2 Marvel Studios
This look at Rocket will give you a sense of how fun some of the shots are in the film.

Director of photography Henry Braham has bathed Guardians 2 in a warm, off-center light that makes almost every scene look like it’s taking place during sunrise. An early chase through an asteroid field, in particular, benefits from this approach, swaddling the characters in a kind of hypnotic glow.

That lovely texture extends to many of the film’s costumes and sets as well. If the first film had a kind of stock griminess to it — contrasting the world of the Guardians against the more civilized corners of space they had been kicked out of — then Guardians 2 has rethought how to present that griminess. Everything here looks like an image out of a comic book.

The result is that even the relatively plastic quality of the computer special effects isn’t that big of a deal. These VFX creatures look kind of like toys invading the space of real humans, as if a kid is smashing his Funko figurines together, but that fits with the aesthetic of the film overall. Improbably, it all works, thanks to the goofy character designs and Braham’s warm light. Un-reality turns out to be a design aesthetic, to the film’s benefit.

4) The movie probably has one too many storylines

There’s a lot going on in Guardians 2, which splits up the central characters fairly early, while also having to check in on various doings with the villains and other characters. In turn, the movie feels slightly overstuffed.

Here’s the thing, though: I’m guessing everyone who sees the film will come away thinking a different storyline was superfluous. For me, it was the examination of the relationship between Guardian Gamora (Zoe Saldana) and her sister Nebula (Gillan). In a vacuum, these scenes are pretty good, and they give Gamora agency and purpose. But Nebula is so peripheral when it comes to the overall sweep of the story that it’s not hard to think, “Oh, right, this is happening” every time the movie cuts back to them.

Still, all of Guardians 2’s storylines are better connected to one another than the stories in the first film, which awkwardly nestled emotional revelations within blandly staged action sequences. Even when a storyline didn’t work for me in Guardians 2, it was clear Gunn was trying something, and for that, I’m grateful.

5) The new characters (and Marvel Easter eggs) are fun

Guardians of the Galaxy Vol. 2 Marvel Studios
Hello, Kurt Russell.

In particular, I enjoyed Kurt Russell’s take on Ego, the father of Chris Pratt’s Star-Lord (and, yes, his name is a clue to his personality) and Pom Klementieff’s Mantis, an antennaed alien who can sense others’ emotions.

If anybody gets the short shrift, it’s Sylvester Stallone, as an old friend of Yondu (Michael Rooker), Star-Lord’s former boss and adoptive father (more or less). Stallone is barely in the film, but he nods toward one of its other fun riffs: Guardians 2 is crammed full of Marvel Easter eggs, some of which will be easily caught by casual fans and some of which are only there for diehards.

Gunn uses these Easter eggs just as he should: Blink and you’ll miss ‘em. But they indicate the film’s overall affection for both its characters and its universe as well as anything else. Nothing about Guardians 2 takes itself too seriously, and that’s what makes it such breezy, silly fun.

Guardians of the Galaxy Vol. 2 opens in theaters on May 5.

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