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After returning to the living world, the Pearl is ambushed by Sao Feng. Feng betrays Will, handing over the crew to Beckett in exchange for the Pearl. Beckett takes Sparrow aboard his vessel, the Endeavour. Feng bargains with Barbossa to release the Pearl in exchange for Elizabeth, who he believes is Calypso. Feng's ship attacks the Endeavour, allowing Jack to escape. Feng tells Elizabeth that the first Brethren Court trapped Calypso in human form so men could rule the seas. When Davy Jones attacks Feng's ship, the mortally wounded Feng appoints Elizabeth as his successor, and she and the crew are imprisoned in the Flying Dutchman's brig. Bootstrap Bill Turner reveals to Elizabeth that the person who stabs Davy Jones' heart becomes the next captain of the Dutchman. Admiral Norrington is killed while freeing Elizabeth and her crew.
Jack catches Will, and they discuss Davy Jones' heart. Jack suggests he stab the heart to solve Will's conflicting obligations, then tosses Will overboard after giving him his compass so Beckett can find Shipwreck Cove. Meanwhile on the Pearl Davy Jones appears to Calypso, now revealed to be Tia Dalma, and asks why she left him. Calypso reveals that she will only let them free her so she can show them "How cruel I can be!"
Back at Shipwreck Cove, Barbossa calls upon Captain Teague, Jack's father and Keeper of the Pirate's Code, to confirm that only a Pirate King can declare war. Jack calls for a vote, the first eight Lords vote for themselves, and Jack breaks the stalemate by voting for Elizabeth, who favors a war. During a parley with Beckett and Jones, Elizabeth swaps Sparrow for Will after realizing Jack and Will plan to have Jack stab the heart.
Barbossa steals Jack's "piece of eight" and uses it and its counterparts to free Calypso. Will discloses that Davy Jones betrayed her to the Brethren Court, and Calypso's fury unleashes a maelstrom, in which the Dutchman and the Pearl battle. Sparrow escapes the Dutchman's brig and steals the Dead Man's Chest, which leads to a sword battle with Jones. Will proposes to Elizabeth, who accepts his proposal, and Captain Barbossa marries them. Will boards the Dutchman to retrieve the chest, but is mortally wounded by Jones. Sparrow places his sword in Will's hand and helps Will stab Jones's heart before Will dies. Sparrow and Elizabeth escape the Dutchman as it sinks in the maelstrom. Beckett moves to attack the Pearl but the Dutchman resurfaces with Will as the captain and the crew returned to their human forms. The Dutchman and the Pearl destroy the Endeavour, killing Beckett.
Will is bound to sail the sea as the Dutchman's captain. Elizabeth bids Jack, Barbossa and the crew farewell before Will and Elizabeth have one day together. He departs after giving Elizabeth the Dead Man's Chest. Barbossa commandeers the Pearl, stranding Jack and Gibbs in Tortuga, in order to find the Fountain of Youth, only to discover Jack cut out the middle of the map. Jack sails from Tortuga in a small boat to find the Fountain of Youth.
In a post-credits scene set ten years later, Elizabeth and her son watch from a seacliff as the Dutchman appears with Will Turner aboard, prompting Will's "one day on land" to spend with Elizabeth.
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