According to studio estimates, the action film starring Bruce Willis, Dwayne Johnson and Channing Tatum earned $41.2 million.
Paramount had postponed the sequel's release from last May to take time to convert it to 3-D.
Meanwhile, the 3-D animated prehistoric comedy "The Croods" slipped to the No. 2 spot with $26.5 million in ticket sales.
"Tyler Perry's Temptation" came in third with $22.3 million.
The top 10 films of the weekend were:
1. "G.I. Joe: Retaliation," $41.2 million ($80.3 million international).
2. "The Croods," $26.5 million ($52.5 million international).
3. "Tyler Perry's Temptation," $22.3 million.
4. "Olympus Has Fallen," $14 million.
5. "Oz the Great and Powerful," $11.6 million ($22.2 million international).
6. "The Host," $11 million ($6 million international).
7. "The Call," $4.8 million.
8. "Admission," $3.2 million.
9. "Spring Breakers," $2.7 million.
10. "The Incredible Burt Wonderstone," $1.3 million.
The Associated Press contributed to this report.
