To control the oceans, Lord Cutler Beckett executes anyone associated with piracy by ordering Davy Jones to destroy all pirate ships in the seas. Condemned prisoners sing “Hoist the Colours” to compel the nine Pirate Lords to convene at Shipwreck Cove to hold the Brethren Court. Because Captain Jack Sparrow, one of the Pirate Lords, never named a successor before being killed, Captain Barbossa, along with Will Turner, Elizabeth Swann, Tia Dalma, and the crew of the Black Pearl, plot to rescue Jack from Davy Jones’s Locker. Traveling to Singapore, the crew meet Captain Sao Feng, who owns navigational charts to the Locker and quickly gains an unpredictable interest in Elizabeth. Beckett’s soldiers invade, but the crew escape. Feng and Turner make 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 travels to the locker and rescues the marooned Jack. They find themselves trapped, encountering dead souls, including Elizabeth’s father Governor Swann. They learn the Dutchman must always have a captain.
Returning to the living world, the Pearl is attacked by Sao Feng and Beckett’s men. Through a complex series of deals, Elizabeth is handed over to Feng, who believes she is the goddess Calypso, while the rest of the crew make for Shipwreck Cove aboard the Pearl, though Jack later throws Will off the ship as part of the plan to seize control of the Dutchman. Sao Feng tells Elizabeth that the first Brethren Court bound Calypso in human form after she betrayed her lover, Davy Jones. He plans to release her to defeat Beckett. Davy Jones attacks Feng’s ship, but Feng appoints Elizabeth his successor as Pirate Lord before dying. Admiral Norrington frees Elizabeth and her new crew from the Dutchman, but is killed by a crazed Bootstrap Bill.
The Black Pearl arrives at Shipwreck Cove where Barbossa attempts to persuade the Brethren Court to release Calypso. Davy Jones visits Tia Dalma in the Pearl’s brig, revealing she is Calypso, and they promise to be together again. Jack’s father Captain Teague and Keeper of the Pirate Code, informs the Court that only an elected Pirate King can decide. A vote is taken. To avoid a stalemate, Jack casts his vote for Elizabeth, making her King.