In Venice, the musketeers Athos, Porthos, and Aramis, with the help of Milady de Winter, steal airship blueprints made by Leonardo da Vinci. However, they are betrayed by Milady, who incapacitates them and sells the blueprints to the Duke of Buckingham.
A year later, d'Artagnan leaves his village in Gascony for Paris in hopes of becoming a musketeer as his father was, only to learn that they were disbanded. At a rural bar, he challenges Captain Rochefort, leader of Cardinal Richelieu's guard, to a duel after being offended by him, but Rochefort merely shoots him while he's distracted. Once in Paris, d'Artagnan separately encounters Athos, Porthos and Aramis and, accidentally offending all three, schedules duels with each. Athos brings Porthos and Aramis to the duel as his seconds and d'Artagnan realizes who they are. Richelieu's guards arrive to arrest them, but, inspired by d'Artagnan, the musketeers fight together and win. All four are summoned before the young King Louis XIII and Richelieu urges him to execute them, but Queen Anne is impressed by their bravery and the king condecorates them instead.
Richelieu instructs Milady, now his accomplice, to plant false love letters among Queen Anne's possessions, steal her diamond necklace, and take it to the Tower of London in order to frame her as having an affair with Buckingham, which would force King Louis to execute her and declare war on England. At this point, the people would demand a more experienced leader: Richelieu himself. In order to secure her own position, Milady demands that Richelieu declare in a written authorization that she is working on behalf of France.
The false letters are found and given to King Louis, who is advised by Richelieu to set up a ball at which Queen Anne would be forced to wear the necklace. If she doesn't, then her affair is real, and there will be war. Queen Anne's lady-in-waiting Constance Bonacieux discovers Richelieu's plan and pleads with the musketeers to stop him. They follow Milady and Buckingham to London, while Constance is captured by Rochefort for helping the musketeers to escape from him.
In London, Milady tells Buckingham the musketeers have arrived to take revenge on him and teaches him all their tendencies in battle. D'Artagnan is captured, but turns out to be a decoy, allowing his associates to steal Buckingham's airship and rescue him. Milady's getaway coachman reveals himself as the musketeers' manservant Planchet and delivers her to his masters, who retrieve the necklace from her. Athos prepares to execute Milady for her treachery, but she leaps off the airship, apparently dying on her own terms.
The musketeers depart back to Paris, only to be intercepted by Rochefort in another airship, as Milady had given Richelieu copies of da Vinci's blueprints. Rochefort offers to exchange Constance for the necklace, but captures d'Artagnan and orders an attack as soon as he retrieves the jewels. His superior airship has the upper hand and severely damages the opposing ship, but the musketeers manage to crash both onto Notre Dame. On the roof, d'Artagnan duels and ultimately kills Rochefort. Constance is sent ahead to quietly return the necklace to Queen Anne.
The musketeers arrive at the ball and, for the sake of King Louis and his people, lie by claiming that Rochefort tried to sabotage an airship that Richelieu built for them, and that they executed him for his treason on Richelieu's permission. To convince the king, Athos presents Milady's authorization, which the former accepts. Richelieu, satisfied, offers the musketeers a place in his army, but they refuse, and Richelieu vows they will come to regret their decision.
Meanwhile, Milady is found alive at the English Channel by Buckingham, who declares his intention to exact revenge. He is then revealed to be advancing towards France with a massive fleet of battleships and airships.Matthew Macfadyen as AthosLogan Lerman as d'ArtagnanRay Stevenson as PorthosMilla Jovovich as Milady de WinterLuke Evans as AramisChristoph Waltz as Cardinal RichelieuOrlando Bloom as Duke of BuckinghamMads Mikkelsen as Captain RochefortGabriella Wilde as Constance Bonacieux, d'Artagnan's love interestJames Corden as Planchet, the Musketeers' manservantFreddie Fox as King Louis XIIIJuno Temple as Queen AnneTil Schweiger as CagliostroCarsten Norgaard as Jussac, a leader of Richelieu's guardsNina Eichinger as Minette
Location filming was done in Bavaria with indoor shooting at Studio Babelsberg. Filming locations include:Bamberg, Bavaria, GermanyBurghausen, Bavaria, GermanyHerrenchiemsee Palace, Bavaria, GermanyMarienberg Fortress, Würzburg, Bavaria, GermanyMunich, Bavaria, GermanyStudio Babelsberg, Potsdam, Brandenburg, GermanyWürzburg Residence, Würzburg, Bavaria, Germany
It was filmed with an Arri Alexa camera. A sizeable proportion of the funding for the film came from German sources: $4 million from Bavaria's bank fund (BBF) and film and TV fund (FFF), about $1.3 million from the German Federal Film Board, about $10 million in tax rebate cash from the German film fund, the DFF and $1 million (€800,000) in subsidy financing from the Berlin-Brandenburg Medienboard. The production budget was between $75 million and $90 million.
The soundtrack was composed by Paul Haslinger.
British band Take That wrote and recorded the official single entitled "When We Were Young"; it was released on 22 August 2011 in the UK.
All tracks written by Paul Haslinger.
The film grossed $132,249,913. First released in Germany on 1 September 2011, it topped the box office with $3.38 million and has since grossed $16.20 million. It was released in Austria the same day, topping the box office with $503,239 on its opening weekend. It topped the box office during its opening weekends in Italy ($2,023,021), Brazil ($2,343,786) and Turkey ($219,645). In the UK, Ireland and Malta, it debuted with $2,312,509, when it was released on 12–14 October 2011. Its highest-grossing opening to date overseas was achieved in Japan ($3.86 million).
It was released on 21 October 2011 in North America opening at fourth place with $8,674,452. 3D accounted for 55% of its total opening and the movie received a B CinemaScore. Milla Jovovich criticised Summit Entertainment for not "promoting [the film] properly" as a "family film" in the United States. Deadline.com reported that Summit responded with "She doesn't know what she's talking about and we don't know where she's coming from." and that "Wouldn't you think she would call us first about this? It's frustrating. It's not the right way to behave. If she has a problem then come to the studio and talk about it".
The film received negative reviews from critics, including criticism on the lack of originality, acting performances and outdated visual style. “Only Matthew Macfadyen’s Athos exhibits the semblance of a personality ... Without drama or reverence for its source and lacking any genuine interest in history or literature, the film offers small pleasures with its visual kicks, found principally in protracted scenes of battling airships and generic stunt work adapted from Hong Kong action movies,” according to Stephen Holden's review in The New York Times. “Not original enough to be funny, nor serious enough to be gripping, this film seemed to go on forever, and then ended with the threat of a sequel,” was part of Robbie Collins’ criticism in a review for The Telegraph. Review aggregator Rotten Tomatoes reports that only 24% of 90 critics have given the film a positive review, with a rating average of 4.1 out of 10. The website's consensus is "It plays admirably fast and loose with Alexandre Dumas' classic tale, but in every other respect, The Three Musketeers offers nothing to recommend—or to set it apart from the many other film adaptations". Metacritic, which assigns a weighted average score out of 100 to reviews from mainstream critics, gives the film a score of 35 based on 15 reviews. CinemaScore polls reported that the average grade moviegoers gave the film was a "B" on an A+ to F scale.
The Three Musketeers was released on DVD and Blu-ray Disc in the United States on 13 March 2012.