The third instalment of the Pirates of the Caribbean series begins on an ominous note, as Lord Cutler Beckett embarks upon a mission to execute anyone associated with piracy and uses Davy Jones to destroy pirate ships in an effort to gain complete control over the seas. Condemned prisoners sing “Hoist the Colours” to compel the nine Pirate Lords to convene at Shipwreck Cove to hold the Brethren Court.
However, Captain Jack Sparrow, one of the Lords, never named a successor. Captain Barbossa, along with Will Turner, Elizabeth Swann, Tia Dalma, and the crew of the Black Pearl, plot to rescue Jack from Davy Jones’ Locker. Travelling to Singapore, the crew meet Sao Feng who owns navigational charts to the Locker. Beckett’s soldiers invade, but the crew escape, Feng and Turner making a deal to give Jack to Feng so he in turn can use the Pearl to rescue his father Bootstrap Bill from the Flying Dutchman.
The crew successfully rescue Jack, but find themselves trapped in the Locker, encountering dead souls, including Elizabeth’s murdered father Governor Swann. They learn the Dutchman must have a captain, and their heart must be cut out to captain the vessel.
Returning to the living world, the Pearl crew are set upon by Sao Feng and Beckett’s men. Through a complex series of deals, Elizabeth is handed over to Feng under the belief she is the goddess Calypso, while the rest of the crew make for Shipwreck Cove aboard the Pearl, though Jack later kicks Will off the ship as part of the plan to seize control of the Dutchman and save Will’s father. Sao Feng explains to Elizabeth that the Brethren Court bound Calypso in human form after she betrayed her lover Davy Jones, and plans to release her to defeat Beckett.
Davy Jones attacks Feng’s ship, killing him, but he appoints Elizabeth his successor as Pirate Lord before dying. Admiral Norrington frees Elizabeth and her new crew from the Dutchman upon learning what happened to Elizabeth’s father, but is run through by a crazed Bootstrap Bill.
The Black Pearl arrives at Shipwreck Cove where Barbossa tries to convince the Court to release Calypso. Jack’s father Captain Teague and Keeper of the Pirate Code, informs the Court that only an elected Pirate King can decide what shall be done, so Jack votes for Elizabeth to ascend to the title. Davy Jones visits Tia Dalma in the Pearl’s brig, revealing she is Calypso, and they promise to be together again.
When Beckett’s fleet arrive to confront the Brethren Court’s, Elizabeth, Jack, Barbossa, Beckett, Jones, and Will parley, trading Will for Jack, and Barbossa steals Jack’s piece of eight, all of which are owned by the Pirate Lords and required to free Calypso. Barbossa frees Calypso, but when Will reveals it was Jones who imprisoned her, Calypso vanishes and summons an enormous maelstrom.
The Pearl and the Dutchman battle in the maelstrom, with both Will and Elizabeth being wed by Barbossa before swinging over to the Dutchman to aid Jack. Jones stabs Will with a sword, but Jack and Elizabeth have Will stab Jones’ heart, killing Jones. Will dies, Jack and Elizabeth escaping the Dutchman as it is sucked into a maelstrom. As Beckett’s ship, the Endeavour, approaches to destroy the Pearl, the Dutchman rises, now captained by Will, and the crew free of Jones’ curse.
Together, the two pirate ships destroy the Endeavour, with a stunned Beckett going down with the ship while his army retreats. With Will now bound to escort souls lost at sea to the next world for ten years, Will and Elizabeth consummate their marriage before he departs on the Dutchman.
Later, Jack and Joshamee Gibbs discover Barbossa has stolen the Black Pearl again, but Jack planned ahead and cut out Sao Feng’s navigational charts, departing from Tortuga alone to track down the mythical Fountain of Youth to become immortal. Ten years later, Elizabeth and her son watch from a sea cliff as Will returns aboard the Dutchman.