Captain Jack Sparrow (Depp) sailed the crystalline waters of the Caribbean, in his ship, the Black Pearl. But when Jack is marooned on an island, Captain Barbossa (Rush) steals his ship and later attacks the town of Port Royal, kidnapping Governor Swann's beautiful daughter,Elizabeth (Knightley).

When Will Turner (Bloom), Elizabeth's childhood friend hears about her capture, he joins forces with Jack to commandeer the the HMS Interceptor, the fastest ship in the British fleet.

Jack and Will are accompanied their crew, including Gibbs (Mc Nally), Jack and Elizabeth's friend, are pursued by Elizabeth's fiancee-to-be, Commodore Norrington (Davenport) who is aboard the HMS Dauntless. 

Unknown to Will, there is a curse that has doomed Barbossa and his crew to live forever as the undead, where on each moonlit night, they are transformed into living, decaying skeletons. The curse they carry can be broken only if a once plundered treasure is restored and the blood is restored...