Rise of Cobra may have taken some liberties, and it's CGI looked like complete *beep* at times, but it certainly captured the REAL spirit of GI Joe, which is teamwork and camaraderie, better than Retaliation did.
First off, sci-fi/soldier-of-tomorrow concepts have always been a part of GI Joe. With jetpacks and laser artillery weapons being part of the original 80's incarnation, nano-technology, pulse weapons, and exoskeleton suits are not out of place in an up-to-date depiction of GI Joe. If anything, Retaliation is the one that overdid the sci-fi elements, what with Firefly's ridiculously over-the-top arsenal (exploding fireflies and motorcycles made out of homing missiles) and Storm Shadow's miraculous healing machine.
Second, all the Joe archetypes were on full display in ROC: Heavy Duty as the gruff, no-nonsense field commander (like Beachhead), Breaker as the eccentric specialist (like Tripwire, Airtight, and... well, Breaker), Ripcord filling two roles--one as the resident smart ass (like Clutch or Shipwreck) and the other as the loyal friend and confidant (like Stalker).
I dug the way these guys played off of each other--Ripcord bouncing quips off of Heavy Duty, who just blew them off. Breaker freaking out over being banned from Paris while Heavy Duty and everyone else is like, "whatever". Ripcord annoying Scarlett with his constant advances, her shooting him down (much to the enjoyment of Duke, Breaker, and HD), and her finally learning to respect him as a teammate, friend, and possibly something more?
I should also note that the Ripcord/Scarlett interaction kind of mirrors the relationship Scarlett had with Clutch in the comics where she thought he was an obnoxious pig and couldn't stand the guy. However, he earned her respect during a harrowing mission where she learned he was more than just a smart mouth--he was a damn good soldier and a loyal teammate she could count on.
As much as I enjoyed Retaliation, I didn't get this sense of esprit de corps with Roadblock and his crew. Early on, Roadblock and Duke have a nice rapport, but by now we know how that ends and it ends far too quickly. From that point on, there isn't any chemistry between the characters until Joe Colton shows up and develops this amusing kind of father/teenage daughter dynamic with Lady Jaye. I really wanted to see more between Flint and Lady Jaye, but we got nothing. This certainly isn't the fault of the actors because DJ Catrona and Adrianne Palicki are wonderful together in interviews. The story simply failed to give them any moments to really shine.
In Rise of Cobra, as contrived as some elements were (Like the Duke/Baroness/Cobra Commander deal), I understood for the most what was going on and why. I understood why certain characters behaved as they did.
In Retaliation, too much is sacrificed for simple fan service. For example, what was Zartan's motivation for infiltrating the ninja clan? Why did he feel the need to corrupt Storm Shadow? Also, how long did Storm Shadow know Zartan was behind all this? How did he figure it out? None of this is explained, it's simply thrown in there because that's how it went down in the comic. While Joe fans may lap it up, audience members unfamiliar with Joe mythos are left scratching their heads in the dark.
I do agree that Rise of Cobra dropped the ball on Cobra Commander. Not in the design department, I actually dug his new look (though Retaliation did even better) but in explaining his motivations. It basically just seems like he had a boner for technology and that's why he went rogue. Not good enough.
The original ROC script actually goes into further detail, emphasizing how Rex realized he was just a pawn, sent to recover supposedly rogue technology that was secretly being funded by NATO. This is what initially sent him over the deep end, and with being disfigured in the air strike, and the perceived notion of betrayal at the hands of Duke, it all snowballed from there.
It's a shame this detail was dropped and/or wasn't properly explained in the final version.
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