The establishing sequence is pure modern invention. It portrays Athos (Matthew Macfadyen), Porthos (Ray Stevenson), and Aramis (Luke Evans), working together with Milady DeWinter (Milla Jovovich) as agents of the French Crown sent to steal Leonardo da Vinci's plans for a flying ship from the "Da Vinci vault" in Venice. (In fact, Da Vinci spent his last years in France, under the patronage of King Francis I, but the plot does not let a little thing like history stand in the way.) This is one of the most steampunk/clockpunk sequences, and also the most problematic since one does not think of the honorable musketeers cavalierly assassinating innocent guards--.
After that, the lot follows the familiar story, with a few changes. Young D'Artagnan (Logan Lernan) goes to Paris to become a musketeer, falls foul of Richelieu's chief henchman, Rochefort (Mads Mikkelsen) on the way, and recklessly becomes promised to duel all three of the famous musketeers. After being adopted into the fraternity, the men become involved in the affair of the diamond studs (in this case, an entire necklace) and go haring off to England to fetch them back from the Duke of Buckingham (Orlando Bloom). This is where the plot takes a distinct left turn, since in this story Buckingham is an enemy and doesn't know he has the diamonds, they having been planted on him by Milady. What follows is the excuse for an airship chase and battle across half of France before the final denouement.
It is kind of silly, but very good looking and fun to watch. Lerman as young D'Artagnan is, as Milady says at one point, "pretty", but also athletic and has good moves that put him on a par with the more experienced swordsmen. Indeed, all the principals (including Jovovich, who shows off the martial arts chops picked up in the "Ultraviolet" and "Resident Evil" franchises) are of course phenomenal and unorthodox fighters, so much so that Mikkelsen stands out for his formal fencing style. (Ironically, when challenged to a fair fight by D'Artagnan, Rochefort simply replies, "I don't fight fair.")
The weakest characterization in the script is Richelieu, played by Christoph Waltz, with an unaccountable accent as though he could not make up his mind whether he was playing Richelieu or Mazarin. I don't think that Richelieu would bother playing chess against himself, let alone admit to Milady that he did so for lack of equal opponents. Jovovich's Milady makes up for her boss' weakness with her portrayal that is alternately teasing, wicked, seductive, and deadly. Orlando Bloom has an obvious good time playing Buckingham as the heavy, whether rubbing the young King Louis' nose in his gaucheries, or plotting to trap and kill the musketeers.
The actors playing the Three stand by the standard characterizations: grim and bitter Athos, manly and jocular Porthos, and scholarly ladies' man Aramis; no complaints there. There were very nice choices made in casting Freddie Fox as the insecure King Louis, and Juno Temple as Queen Anne, who has the kind of fragile prettiness that makes it believable that the King should love her, and the Musketeers risk their life for her.
The film looks very good, with a lot of the fantasy gadgets looking almost credible. Costuming was fun if also a bit on the fantastic side. The musical score was mostly unobtrusive, fortunate, since, when it was noticeable, it was an anemic homage to "Pirates of the Carribbean," to the extent I expected to have it break into the familiar riffs, and, when I play action scenes back in my head, that's what I hear.
The ending tag would seem to be a sequel hook, but it's so far off from anything historical or anything Dumas wrote, that I can't imagine where they would take it.
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