In order to gain control of the seas, Lord Cutler Beckett (Tom Hollander) executes anyone associated with piracy in Port Royal and he orders Davy Jones (Bill Nighy) to destroy all pirate ships. The nine pirate lords all gather in Shipwreck Cove to hold the Brethren Court. Because the Pirate Lord Jack Sparrow (Johnny Depp) did not name a successor when he was dragged down to Davy Jones’ locker, a group plans to rescue Jack. They are Hector Barbossa (Geoffrey Rush), Will Turner (Orlando Bloom), Elizabeth Swann (Keira Knightley), Tia Dalma (Naomie Harris), and the surviving crew of the Black Pearl.
In Singapore, they meet the pirate lord Sao Feng (Chow Yun-Fat), who has charts indicating where Davy Jones’ Locker can be found. They are attacked by the East India Trading Company. Will secretly offers to give Jack to Feng for the Black Pearl, because he needs the ship to rescue his father, Bootstrap Bill Turner (Stellan Skarsgard) from the Flying Dutchman. They rescue Jack and recover the Pearl, meeting boatloads of dead souls, including Elizabeth’s father, Governor Swann (Jonathan Pryce), who was executed by Lord Beckett. Tia Dalma reveals that the goddess Calypso (also Naomie Harris) is responsible for Davy Jones guiding the souls of the drowned. Every ten years he was allowed to come ashore to see the woman he loved, but he is now cursed to become a monster. It is revealed that whoever stabs his disembodied heart will take his place.
Returning to the living world, the Pearl stops at an island for water but is attacked by Sao Feng and Beckett’s men. Jack negotiates with Beckett for his freedom and Elizabeth is handed over to Feng, who thinks she is Calypso. The rest of the crew head for Shipwreck Cove. Jack throws Will off the ship when he tries to seize the Flying Dutchman. Sao Feng tells Elizabeth that the first Brethren Court bound Calypso in human form when she betrayed her lover, Davy Jones. Feng is planning to release her to defeat Beckett, but he is fatally wounded by Davy Jones and appoints Elizabeth Pirate Lord as he dies. She and the crew are locked in the Dutchman’s brig, where she finds Bootstrap Bill. Admiral James Norrington (Jack Davenport) frees them all but is killed by Bootstrap Bill.
Beckett rescues Will and informs Jones of Jack’s escape from the Locker. Tia Dalma is revealed as the real Calypso. The Pearl arrives at Shipwreck Cove and Barbossa tries to persuade the court to release Calypso and Elizabeth demands they fight Beckett. Jack’s father, Captain Teague (Keith Richards), informs the Court that only the Pirate King can declare war. Everyone votes for themselves, but Jack votes for Elizabeth, making her the Pirate King. They all parlay and trade Will for Jack. Barbossa frees Calypso but learns that Davy Jones betrayed her, she summons up a maelstrom and vanishes. Circling the maelstrom, the Black Pearl and the Flying Dutchman engage in a spectacular battle. Elizabeth and Will are married by Barbossa. On the Dutchman, Jack and Jones engage in a duel for control of Jones’ heart.
Jones mortally wounds Will, Jack helps Will stab the heart and Jones dies. Jack and Elizabeth escape as the Dutchman sinks into the maelstrom. The Endeavour, Beckett’s ship, engages the Pearl and the Dutchman rises from the depths. The dead Will is now Captain and the crew is freed from the curse of Davy Jones. They destroy the Endeavour and kill Beckett. Will is now bound to guide souls lost at sea. He and Elizabeth say goodbye as Will leaves on the Dutchman. Elizabeth is left pregnant and in possession of the chest containing Will’s heart. Barbossa mutinies against Jack and leaves on the Black Pearl in search of the fountain of youth, but Jack leaves with the charts to the fountain’s location. Ten years later, Elizabeth and her son welcome Will as he is allowed by the curse to return for one night.
The film was directed like the others by Gore Verbinski, from a script by Ted Elliot and Terry Rosso. It received mixed reviews but was a hit with viewers—it is very spectacular—and was nominated for Oscars for makeup and visual effects. It was mostly filmed at the same time as Dead Man’s Chest. Parts were filmed at the Bonneville Salt Flats in Utah and in a soaking aircraft hangar in Palmdale, California, where the cast wore wetsuits under their costumes and worked in freezing temperatures to keep down the bacteria. Tia Dalma’s transformation into the giant Goddess Calypso was quite thrilling for me, but the final sea-battle was so spectacular and complex as to be a bit exhausting, I thought. Everyone, good or bad, popular with the audience, needs a proper end. Not just the actors want this.
Industrial Light and Magic did 750 effects shots and Digital Domain did 300. Hans Zimmer again composed the score. Chow Yun-Fat was mostly cut out of the movie in China. Critics disliked the length, the unwieldy number of characters, and the complex plot but praised the production values. It cost more than the budget of all three Lord of the Ring movies combined. There was a real Council of Pirates in the 17th and 18th Centuries based in Tortuga and Port Royal, Jamaica. The pirate flags portrayed were historically accurate. The parlay scene is an homage to Once Upon a Time in the West, complete with music. Particularly with the high romantic ending in mid-credits, the film seemed a fitting end to a trilogy, and the later movies in the series did not seem to possess the same magic.