The year is 1805. Europe has fallen to Napoleon, and only the Royal Navy stands in his way to total victory. Off the cost of South America, a new conflict is brewing. Captain Jack "Lucky Jack" Aubrey (Russel Crowe) of the Man-of-War HMS Surprise is under orders to sink or capture the French privateer Acheron, which has been deployed to the region. After seven weeks of uneventful sailing, the Acheron strikes first, all but crippling the Surprise in an engagement in which Aubrey realizes his enemy's ship is nautically superior to his own. Along with his close friend and confidant Stephan Maturin (Paul Bettany) who also happens to be the ship's surgeon, Aubrey is now faced with the choice of retreating to England and admitting defeat or remaining at the Acheron's mercy. Aubrey must now do the impossible if he is to survive, repair his ship, catch up to his enemy and defeat the Acheron--somehow.