Back on Purgatory Island, Will blinks and opens his eyes. The world is upside down. Grasping his bearings, Will realises that he is hanging by his ankles from the roof of a dark cave. He thrashes hopelessly at his bonds, but they are too tight. In the distance, even deeper into the cave, he hears a shrill cry of death, and the ferocious and all too familiar snarling of the Guardian. Whilst he is struggling, looking for his weapons, a familiar voice speaks: "It's no use, laddy, we're his now". Will spins round frantically and lays eyes upon the figure of Davy Jones.
After a stunned silence, Will regains the use of his body. Jones is in a similar position, hanging upside down, bound at his knees (as he only has one leg) and dangling pathetically. Will asks how this is possible, and Jones replies that without his heart he is reduced to the same as them, mortal, and the one who vanquished it - Norrington - takes his power. Instead of simply killing Jones, Norrington gave him to the Guardian, the devilish creature who keeps his victims alive as long as possible, even whilst feeding on them. When Will asks whom the screams belong to, Jones says, "Many men. The Kraken has been busy".
Jones asks how is old pal Jack Sparrow is, and Will confirms that Jack is alive and is the one responsible for putting him in Purgatory. Jones laughs at this, but says he thought as much. The old villain looks sad though, and Will asks what's the matter, that Jones should not feel sorry for what he has to come after what he did to all those sailors. But Jones says he does not fear what the Guardian will do to him, rather that he has lost his last ever chance to set eyes upon his true love. Will asks who this is, but Jones only replies that she is on her way, and she will be seeing Captain Jack Sparrow very soon. Suddenly, the evil Guardian comes clawing into the cave, covered in blood and entrails, still hungry; it looks from Will to Jones and then back again, before heading for Jones. As he is viciously ripped down and dragged away, Jones calls to Will that he will survive this, and that his father will redeem himself and find peace. Jones and the Guardian disappear, and the screams begin. Will shivers in the cold air.

We next come to a secluded island in the Uncharted Waters, with dense forests and a huge row of mountains. A small native community resides her, but peaceful and vegetarian. They are sleepy and walk about freely. One of them, the Wise Man, sits serenely in a throne of sorts, clutching a large staff, a headdress on, and wearing a large golden coin around his neck. The other villagers bow to him as they pass, and he gives them a friendly wave of his staff. However, the villagers are also casting nervous glances towards a stranger who is approaching through the town. He is tall and bearded, wearing a long blue coat, caked in mud, but carrying no weapon. This is a white man, but he does frighten the villagers, who have experience far beyond our imagining. They are a society above our own. They see into the heart of things. The Man approaches the Wise Man and kneels before him; the two begin conversing in the native tongue. The sailor, because he clearly is, asks if the Wise Man is a good ruler, to which the reply is that none is fit to pass judgement upon themselves. The Sailor says that if he were chieftain, he would not inflict such dangers upon his people. He points to the coin about the Wise Man's neck, and the native flinches slightly. The Sailor says he would never parade it around so openly. The Wise Man says that he is not afraid of death nor are his people, but who ever disturbs this coin and uses it for evil, should fear that which is beyond death. The Sailor asks what is beyond death, but the Chieftain only smiles and laughs slightly. The Sailor then asks for the coin, but the Wise Man refuses, saying that Servants of Evil do not scare him. The Sailor smiles and asks if the Wise Man has ever heard of Captain Jack Sparrow, Captain Hector Barbossa, Davy Jones, The Flying Dutchman, The Black Pearl, the Brethren and the Pieces of Eight, or the Kraken. The Chieftain's face drops in sudden, fearful realisation, and a sword suddenly pierces through his back, as he is stabbed from behind.
The Wise Man grimaces as the blade impales him, and the perpetrator from behind stands up, revealing himself to be the lethal swordsman Van Hoffryn. The Dutch assassin smiles at the dying man, but the Wise Man just smiles straight back. The Sailor on the ground leans forward, snatches the coin from the Chieftain's neck, and snarls in his face, "You are afraid now. You know fear." But the Wise Man only smiles in death, whispering, "No, it is you who knows fear". He dies, and the Sailor stands up slowly, the shadow passing from his angry face until we get a proper look at James Norrington. He is furious, scowling around him at the village, but also casting nervous glances towards the corpse beneath him. Van Hoffryn is staring wide-eyed and excitedly around at all the villagers who have noticed their dead leader. They are angered and begin to approach the two sailors, but Norrington suddenly screams out, "SPARE NO ONE!" A whole host of British soldiers steps from the tangled forest, rifles raised, and open fire on the natives. The screams of death fill the air as the villagers struggle to escape the gunfire, but instead become easier prey. The soldiers cut them down and set fire to their village, with Van Hoffryn in his sadistic element. But, the fire and death behind him, Norrington stomps through, clutching the coin in his hand, towards a longboat that lies waiting to return him to his fleet.

Back on Purgatory Island, Will is still hanging in the cave, trying desperately to swing up and pull himself free. The screams have died down a little in the background and the fear that the Guardian is coming has returned. He swings his body upwards continuously, hurting his back dreadfully, until he manages to brag hold of the bonds around his ankles. Fighting through the pain it is causing his back, Will begins rubbing the ropes against the stone, wearing them down until they are but a thread. It breaks and Will falls to the ground, gashing his cheek on a stone as he does so. Painfully he stands up and looks around. He freezes. From the entrance to the back of the caves, the Guardian is standing watching him.
Will turns in panic and tries to run from the creature and the cave, but instantly it is upon him, its claws digging into his flesh, its beak snapping at his face. It begins dragging him further into its lair, until Will grabs hold of ridge and holds firm. The Guardian snarls at sinks its beak into Will's leg, causing him to cry out and relinquish his grip. He is pulled desperately into its death chamber, where the gruesome remains of its other victim's lie; bones and guts and all. Seeing his chance, Will grabs the nearest bone and beats at the Guardian furiously until it releases him. He beats it in the head until it drops and then limps furiously from the cave. Whether or not the creature is dead is irrelevant, as it is self replicating anyway, and the sounds of its angry replacement can be heard already, tearing its way through the wilderness in pursuit. Will limps towards the beach, the screams behind him, until he flops out desperately onto the golden sand, rolls over in the sun, and passes out.

The rain is still pouring around the 'Flying Dutchman' as its new crew await the arrival of the Kraken. Up high in the crow's nest, Elizabeth clutches her rifle closely, whilst on the deck below, Jack stands patiently by the wheel. Down below, Pintel and Ragetti marshal the crewmembers on the cannons, whilst Gibbs runs back and forth shouting encouragement. Of Roland and Jan and Barbossa there is no sight. Gibbs comes and stands next to Jack, asking how he is supposing they slay this monster of the deep. Jack shrugs, "luck". Gibbs speculates that perhaps the Dutchman itself will disorientate the beast, make it reluctant to attack its former vessel. Jack ponders this, but speculates that it may also be out for revenge. As they are speaking, there is a slight lurch from beneath the waves, and Gibbs cries out, "It's here!" From the deck below, Barbossa and several sailors emerge carrying huge barrels of gunpowder, which they ready by the ship's sides. Barbossa takes his position alongside Jack and asks if the Kraken is worse than the squid they fought of the coast of France. Jack says it is. Barbossa glowers, but grips his sword hilt close.
And then, from the sea, the huge tentacles begin to snake their way up the sides of the Dutchman, feeling the vessel, obviously in agreement that it can be destroyed. The crew stand back from the rails to avoid the tentacles, as Pintel and Ragetti watch them snake across the mounted guns. Jack calls for the Triple Guns to be readied, and thus the powerful cannons are unfurled at the ship's head. The tentacles creep further and further towards the deck, until Jack calls out FIRE! And the side cannons erupt, blasting bloody holes through the tentacles and sending them crashing through the waves. "NOW!" cries Barbossa, and the crewmen hurl the multiple barrels of gunpowder into the sea. Barbossa, Elizabeth, Gibbs and several other sailors take aim at the barrels with their rifles, and wait just before they drop beneath the water's surface to fire at them. BOOM! The explosion rips through the water and hits the body of the Kraken hard underwater, rocking the ship, but also sending a spasmodic volley of flailing tentacles crashing onto the 'Dutchman', swiping several hapless sailors aside. Elizabeth is shaken in the crow's nest and tumbles out, clutching wildly at the mast. "Force it out of the water!" Barbossa orders, as more barrels of gunpowder are thrown into the sea and shot and blown up. The Kraken is writhing in the bubbling depths, its body growing closer and closer to the surface, its tentacles crashing against the ship like huge timbers. One poor crewmen, is grasped by the face by a sucker and pulled to the sea, floating back up mumbling with no face; Barbossa mercifully shoots him dead. Down in the cannon room, two tentacles explode through the ship's side and drag away three crewmen, knocking Pintel aside, and narrowly missing Ragetti's face with a sucker. Pintel leaps forwards to defend his friend and jams a harpoon straight through one of the attacking tentacles, causing it to convulse, whilst Ragetti and the other crewmen hack at with their swords.
On deck, Jack looks anxiously over the side, seeing two crewmen being dragged to their deaths, and sees the Krakens body just beneath the surface. He calls for a spear or a sword and a barrel of gunpowder. In the crow's nest, a hand pushes the dangling Elizabeth back to safety and she sees that it is Roland. The blind warlock smiles, even as the Kraken swipes at them with a stray tentacle. Below, Jan heads nervously for the longboats, but finds Ragetti and Pintel already there. "Uh, just gettin' um ready for the crew," the two pirates lie. "Uh, yeah, me too," says Jan, and pretends to polish the boats. The three of them go fleeing as a tentacle crashes down upon them, reducing the longboats to matchwood. On deck, Jack is now holding a barrel of gunpowder; he removes his coat, his hat, and jumps onto the rail. Both Barbossa and Elizabeth stare at him in awe, and know what he is planning. "Hello, beastie," says Jack, and dives awkwardly into the water. The crew continue battling the angered tentacles, but try to see their captain beneath the waves, as they do so. Gibbs is thrown off balance and sent flying into the waves, whilst Barbossa looks on. Elizabeth scours the waves, until a stray tentacle catches her ankle, and begins to try and drag her free of the mast. Roland struggles frantically to hold onto her. But suddenly, the monster gives a great roar, and water explodes from the ocean, swamping the Dutchman, and almost drowning its crew. With the water, comes Jack, who lands on the deck with a great thud, waving a hand in the sea's direction, where a dark shape is rising from the depths. The Kraken's body looms up before the Dutchman, its black hole of a mouth gaping open, preparing to swallow the ship whole and return it to the depths. But then Barbossa notices where it is Jack is pointing, at the barrel of gunpowder impaled upon the side of the Kraken's body by a stray harpoon. Jan, Ragetti and Pintel notice too, and along with Barbossa raise their rifles and aim. "For the Pearl," murmur Jack and Barbossa at the same time. They fire.
BOOOOOOOOOOOOOOOOOOM! The moment the bullet strikes the gunpowder, the Kraken is blown into a thousand pieces, showering the Dutchman in its filth, and rocking the ship with its force greatly also. Elizabeth and Roland are thrown from the mast and crash to the deck. The four gunmen, Barbossa, Ragetti, Pintel, and Jan, are blown away from one side of the ship to the other. A cloud of smoke rises into the air, and the corpse of the monstrous and fearsome Kraken sinks to the bottom of the ocean and to the Hall of Beasts in the Land of the Dead.
Jack is helped onto his feet by Barbossa and the two comment that the giant squid was harder. They look around; most of the Dutchman's crew are dead, though around a dozen remain. Elizabeth and Roland are bruised but nothing more, as are Jan, Ragetti and Pintel. A dazed Gibbs is fished from the water, covered in Kraken entrails and roused by a waft of his flask. Jan notes that they have freed the seas of at least one terror. Jack asks Roland whether killing the Kraken will bring back all of the ships it has destroyed, but Roland says no, as only the Pearl was raised by its master, Davy Jones, and as such belonged to him. With the Kraken dead, the ship it was holding will return. Even as the words leave his mouth, there is a lurch in the ocean on the horizon, and the sea breaks, and a black vessel emerges from the depth, glistening in the rain, its black sails unfurled. Both Jack and Barbossa step forward excitedly, "The Pearl"."