Pirates of the Caribbean: Dead Man's Chest is a 2006 American fantasy swashbuckler comedy film directed by Gore Verbinski, written by Ted Elliott and Terry Rossio, and produced by Jerry Bruckheimer. The sequel to Pirates of the Caribbean: The Curse of the Black Pearl (2003), it is the second installment in the Pirates of the Caribbean film series. Set one year after the events of The Curse of the Black Pearl, the film recounts Captain Jack Sparrow owing a debt to Davy Jones (Bill Nighy), the ghastly captain of the Flying Dutchman, and being marked for death and pursued by the Kraken. Meanwhile, the wedding of Will Turner (Orlando Bloom) and Elizabeth Swann (Keira Knightley) is interrupted by Lord Cutler Beckett (Tom Hollander), who wants Turner to acquire Jack's magic compass in a bid to find the Dead Man's Chest. Two sequels to Pirates of the Caribbean: The Curse of the Black Pearl were conceived in 2004, with Elliott and Rossio developing a story arc that would span both films. Filming took place from February to September 2005 in Palos Verdes, Saint Vincent and the Grenadines, Dominica, and The Bahamas, as well as on sets constructed at Walt Disney Studios. It was shot back-to-back with the third film of the series, At World's End (2007). With a production budget of $225 million, it was the most expensive film ever made at the time of its release. Dead Man's Chest was released in the United States on July 7, 2006, and received mixed reviews from critics. The film broke several records at the time, including the opening-weekend record in the United States with $136 million and the fastest film to gross over $1 billion at the worldwide box office (63 days), and became the highest-grossing film of 2006, the third highest-grossing film of all time at the time of its release, and the highest-grossing film in the franchise. It was also the highest-grossing film released by Disney until it was surpassed by Toy Story 3 in 2010. The film received four nominations at the 79th Academy Awards (winning Best Visual Effects).