A betrayal of trust, which involves Milady (Milla Jovovich, the director's wife) and the Duke of Buckingham (Orlando Bloom), leads to the fall of the mighty musketeers: Athos (Matthew Macfadyen), Porthos (Ray Stevenson) and Aramis (Luke Evans). They're now mere shadows of their former selves, scraping by, doing odd jobs, without a purpose to unite them.
That is, until young D'Artagnan (Logan Lerman) arrives in Paris and reignites the hero mentality dormant among the Musketeers.
Meanwhile, Milady, Athos' former love interest, conspires with Cardinal Richelieu (Christopher Waltz) to aid his ascension to the French throne.
The film pokes fun at the idealistic portrayals of the three Musketeers, but that good-spiritedness does not last long.
It's as though the filmmakers didn't trust their self-mockery - or worse, didn't believe their jokes were that funny. Soon we get frequent cries of the famous "All for one and one for all" line, proving the director's unease at doing away with traditions.
Waltz, a fine villain actor, is given little screen time to shine. And the script holds him back from unleashing his villainy.