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NOTE: This spoiler was submitted by Katie.

The movie opens with Elise (Angelina Jolie) walking to a café for breakfast. She’s followed by a surveillance van. The men in the van have obviously been following her for some time and joke about whether or not she’s wearing underwear today. Inspector John Acheson (Paul Bettany) tells them to focus. Elise arrives at the café where the waiter greats her by name and interrupts her as she orders to tell her it’s being prepared for her already. While she’s eating the team watches closely as a young messenger approaches her and gives her an envelope. The men in the van discuss whether it is Alexander Pierce and Inspector John says that anyone could be Pierce and orders his men to arrest the messenger after he walks away from Elise.

Elise reads the note in the envelope. It’s from Pierce. He tells her to board a train to a specific destination, to find a man his height and build, and make the police think it is he. His last instruction is to burn the letter and she does so using a candle on the table. She leaves the letter burning on her plate and walks away. Inspector John orders his men to run in and save the letter. An officer jumps out of the van and runs up yelling at the waiter to leave it as the waiter pours water on the letter. He tells John that the letter is ruined and John says not to f-ing touch it, that he’ll be sending someone to get it.

Elise calmly walks to the subway entrance, checks her watch, and looks at the men in the surveillance van. They decide to go after her and she calmly walks down the stairs into the subway staying against the wall as a horde of commuters come pouring up the steps delaying the police from following her. She slips onto the subway just in time.

Back at headquarters John gets in trouble for arresting the bike messenger. His boss Chief Inspector Jones (Timothy Dalton) talks about how Pierce must have used a substantial amount of the millions he stole to get such radical plastic surgery, and talks about how it’s impressive that he’s now for inches shorter than before! Jones tells John that they’ve already spent a lot of money chasing Pierce and that he doesn’t think John has a chance of catching him so he’s basically ending his investigation.

John goes back to his office where a specialist had soaked the burned letter and scanned it. It’s in tiny pieces and is like a puzzle. John uses a computer to piece some words together. They are able to get the date and place that was mentioned in the letter and decide to follow Elise thinking that she will be meeting with Pierce.

Elise boards the train and makes eye contact with a man. He smiles at her but then his wife comes and sits next to him and gives him a look. Elise walks on looking at a few men but doesn’t stop until she sees Frank (Johnny Depp). He’s sitting in his seat reading a mystery novel. She smiles at him and he stares back.

Elise sits across from him and he says, “He’s sorry” not knowing what he’s sorry for. They have a conversation in which they talk about his name being Frank (Elise says something along the line of them having to find him a new one), him smoking a fake water vapor cigarette (Elise says that’s disappointing), and who she would be if she were a character in one of the novels he reads. She tells him he should invite her to dinner. He tries asking and she says a man should never ask. He tries again and she tells him it’s too forceful. Finally he says “I’m having dinner tonight, care to join me?” and she smiles.

The next scene is the pair eating lunch on the train. Elise finds out that Frank is a math teacher from Wisconsin. When asked about a woman in his life he seems sad and says that she left him.

Frank notices Inspector John’s two agents watching them and tells Elise that he thinks they are being watched. She looks at them and leans forward and whispers that she agrees and then laughs and says he’s a paranoid math teacher. It is announced that the train is almost at its destination and Elise says goodbye to Frank. He walks off somewhat reluctantly.

Inspector John meanwhile gets a picture of Frank sent to him and has one of his men do a facial scan in the database and tells him he bets there will be no match. It does come up with a match, Frank, a math teacher from Wisconsin. John matches up the part of the letter that instructed Elise to find a man of Pierce’s height and build and make them think it is he. He realizes that Frank is just a decoy.

John calls off the tail and there is a funny part as the train is pulling in where one of the men is standing in front of a row of columns on the platforms and gives the command into his radio for the other men to fall back. About 20 men walk out from behind the columns on the right side in clear view of the train. The man orders them “The other way!” and they walk away from the train quickly.

An employee at the agency walks up to the computer that is displaying a photo of Frank the math teacher. He asks the agent who had run the scan if that was Alexander Pierce’s new face and the agent tells him it’s none of his business and that it’s above his clearance. The employee walks away to his cubical and dunks down to make a call.

A phone rings on a private plane where two goons are playing poker. Reginald Shaw tells one that the other is bluffing, that his fluttering eyelashes are a tell. Another guy answers the phone and the employee from the agency says he has some information for Mr. Shaw. The phone is passed to Mr. Shaw and the employee tells him that they’ve found Alexander Pierce and gives him the city Frank and Elise are in. Mr. Shaw asks his guys what he owns in that city and they change their destination. Reginald Shaw is the person that Pierce stole almost two billion dollars from.

Frank gets off of the train and clumsily helps a few people with their baggage. When he gets outside the station Elise is on a boat at a little pier and asks Frank to join her. He gets on the boat and they are taken to an extravagant Hotel. His bag is taken off the boat with hers and he starts to protest thinking it’s a mistake until she tells him to follow her. In the hotel lobby she introduces him as her husband. The concierge seems slightly confused and says that things have been arranged exactly to the specifications. You notice a handsome man (Rufus Sewell) standing next to Elise turned slightly away. He was also shown at the beginning of the movie somewhere around the café scene, sitting on a bench.

Frank and Elise go up to a beautiful room and Elise tells Frank to make himself comfortable in the living room while she goes into the bedroom. She sees that the closet has a ribbon on it. She unties the ribbon and opens the closet to see beautiful dresses and several jewelry pieces that look extremely expensive. Frank looks through the door and says that it’s a lovely hotel. Elise remarks, “they do think of everything”. Frank goes on the balcony and smokes his fake cigarette.

Mr. Shaw and his goons arrive in town. Shaw explains that Pierce will be staying at one of the best hotels and names the four best. He tells his guys that they can kill the girl but that he wants Pierce alive.

Frank and Elise are next seen at dinner. Frank asks her who “He” is. He says that hotels don’t usually leave such extravagant gifts. She’s honest with him that it’s the man she loves but mentions that she doesn’t like being summoned. She mentions that she hasn’t seen Pierce in two years. Frank sees her playing with her bracelet, which has the god Janus on it. She says her mother gave it to her to remind her that people have two sides and that the bracelet is important to her. They continue to talk and have a few drinks together.

Back at the hotel Frank makes them another drink and they notice flowers on a table. Elise opens the envelope marked with the initials AP to find tickets to a ball. Frank notes that she’s been summoned again. Elise goes out on the balcony and is seen by Shaw’s men. Frank follows her and she kisses him to make the men think it’s Pierce. She then tells him that she hopes the couch will be comfortable and goes into her room and closes the door. She starts to undress and Frank walks to her door and starts to turn the knob. Elise stops undressing and looks hopeful/interested but Frank lets go of the knob and lies down on the couch.

In the next scene Frank wakes up and walks into Elise’s bedroom. She’s wearing a completely different outfit and they kiss until a rattling sound really wakes Frank up. It’s room service and when Frank says he didn’t order it he’s told Elise ordered it for him before she left. Frank goes into the bedroom and finds Elise gone but sees that she had moved the flowers from Pierce into her room.

Two men slip into the hotel room after room service leaves and find Frank in the bedroom. They say something to him and he’s confused. They call him Pierce and Frank gets scared when one of the men reaches for a gun. He runs into the bathroom and locks the door. He calls the lobby on the phone but the man doesn’t understand that he’s being chased. Frank hangs up after the men start shooting through the door and climbs out the window where he has to jump across a gap onto another roof.

The men break through the door and follow Frank, firing shots at him. Elise’s surveillance team is back in place and sees the men chasing Frank and asks for permission to fire and help him. Inspector John says that following Elise to Pierce is their priority. They make it clear that Frank is in danger and will die if they don’t help and John says that Elise wants a distraction and that they need to focus on her and not the American. The men are frustrated but follow orders.

Elise sees Frank running on the rooftop and yells his name. She sees the men following him and seems worried. He sees her but has to continue running. He climbs onto a balcony and over a railing above a farmers market. A police officer sees him and radios headquarters saying they have a jumper- probably an American. Frank jumps onto a tent like covering and falls onto a vegetable stand and can’t stop his momentum. He runs into the officer and the officer falls into the water.

The next scene is Frank in handcuffs. He’s telling an inspector that someone tried to kill him. The inspector says that he thought they had a murder case, that an attempted murder case wasn’t that serious. Frank says that it’s not serious when you downgrade it from a murder, but that it is plenty serious when you upgrade it from room service.

The inspector locks a nervous Frank in holding with a large prisoner who is banging his head on the wall. Frank doesn’t want him to leave him but the inspector says he needs to check on the facts of his story and that it will just be for a moment. The inspector finally returns when it’s dark and tells Frank that his story checked out but puts him in handcuffs saying it had to look right.

The inspector handcuffs Frank to a boat and as they travel he explains that he knows Frank is really an American named Frank, but that the men belong to Shaw and they think he is Pierce, a man who stole a lot of money from Shaw. He explains that there is a large bounty on Frank’s head. He stops the boat and Frank asks about taking the cuffs off but the inspector says he just needs to run an errand.

He gets off the boat and lights a cigarette and men come out of the shadows with his money for turning over Alexander Pierce. Frank realizes what is happening as a boat pulls up along his. It’s Elise and she casually throws him a rope, which he ties around the railing he is handcuffed to.    

Elise hits the gas and his boat is pulled after hers. The men give chase, firing shots at Elise but none at Frank since he’s wanted alive. One jumps onto Elise’s boat and she hits him off with a rescue ring. He raises his gun in the water to shoot her and Frank reaches the controls of his boat with his foot and runs over the bad guy.

Another bad guy hops onto Franks boat and Elise reverses to smash into the boat, and then hits the gas again and the railing Frank is handcuffed too breaks free taking him and the other man into the water. Frank breaks free of the bad guy and Elise pulls him up.

There is a scene of Shaw finding out the men failed. He strangles one of them and talks about how after he made his money he could afford to have other men do the killing for him and that he shouldn’t have to do things on his own anymore.

Frank and Elise talk inside the boat and Frank finds out that Elise had used him but that she didn’t expect Pierce would let it go this far. Frank speculates that maybe Pierce didn’t expect Shaw to follow them. We also find out that Shaw once bragged to Pierce about killing all the men his wife had slept with before him, and then when he found out how many it was he killed her too. There’s a moment where they get serious and seem about to kiss or something and Elise says she has to “go check the… thing” and goes back on deck to steer the boat.

Elise pulls up to a dock at the airport and asks Frank to get out and tie them off. She unties her side of the rope releasing the boat and tells him that he has everything he needs in the bag and that he should go back to America on the next flight. He opens the bag to find his things along with a bundle of money. As she drives away he says “But I love you.” She’s too far away to hear.

Elise drives her shot up boat calmly to police headquarters and says she is agent Elise Clifton-Ward and gives a number. You see that she was an officer in a financial crimes department. She is let in and goes to Inspector John’s office. They talk about how she lived with Pierce for a year and never gave them a single picture of him. He also mentions her suspension. She says that she’s ready to give Pierce up and mentions the ball he wants her to meet him at. John tells her she’ll have to wear a wire and she agrees. I think he makes a comment about her falling for the American.

          The next scene is Frank in a white suite smoking a real cigarette still obviously in the city.  Elise is at the ball. She’s wearing a wire and John is upstairs listening to her conversations. She walks around calmly looking for Pierce. While she’s standing at a table the handsome man from the hotel (Rufus Sewell) leaves a letter for her. She follows him calling “Alexander!” but he doesn’t stop. She’s following him through the middle of the dance floor when Frank appears in front of her and asks her to dance. She asks him what he’s doing there and says she doesn’t have time but gets drawn into a dance with him. She ends up telling him to leave and walks out reading the letter from Pierce. It has a key and an address. Inspector John’s men take Frank away forcefully before he can cause more damage.

Elise gets on a boat and heads for the address with John and his men following. Shaw and his guys are also following. Inspector John decides to have fun with Frank and pulls off his blindfold demanding to know where Frank hid the money and mentioning the 7 million and change he owes in taxes on the money he stole (the only thing keeping their case going is collecting those funds). He finally tells a worried Frank that he knows he’s just a math teacher and not Pierce. He says some insulting things about Frank, along the lines of him being pathetic to fall for Elise.

Elise arrives at the address and goes in. Shaw and his men follow her in. They ask her where Pierce is and she says she doesn’t know and would tell if she did. Shaw holds a knife near her face and threatens to cut her but says he’ll wait a bit for Pierce to show. Inspector John’s men set up with video feed and sniper rifles on a nearby roof. John and Frank can see what is going on inside the building. Frank demands that they help Elise but John says the goal is to get Pierce.

Shaw and his men become more violent and demand that Elise tell them where Pierce is and where the safe is. She says she would tell them if she knew. Shaw is about to cut her throat when she sees a plaster symbol of Janus on the wall and guesses that the safe is behind it.

On the boat as Shaw is about to cut Elise’s throat Frank demands that the police help her and John says she can handle herself since she’s a police officer. Frank looks shocked. The snipers on the roof ask for permission to fire. John says no, that Pierce will come. He insists that he knows him and that he will come. The men ask again and are told no again. One of the men says that he is crazy. A minute later you see Frank climbing the railing to the building Elise is in.

Shaw checks behind the Janus symbol and finds the safe. A gun is put to Elise’s head and she’s told she has two tries to open it. Her first try doesn’t work. The second doesn’t either but Frank walks into the room and says that if she’s let go he’ll open the safe- but only when she’s free.

Elise shouts at him “What in the hell Frank!” asking him what he’s doing there. He continues pretending to be Pierce.

On the boat John comments that “You really do look a lot like Pierce” after seeing Frank arrive in the room and thinking it was Pierce. Then he realizes that Frank is gone and sees that he’s picked the locks on his handcuffs with a paperclip.

Frank tries to convince Shaw that he’s Pierce by telling him the story of Shaw killing his wife’s lovers and his wife. Elise says she told him that story but Frank asks why she would possibly tell him that story. Shaw asks about his forehead which isn’t as high as it used to be and Frank says that he had a migraine for two weeks after the surgery. Shaw asks about the accent and Frank switches to a British accent and says that he got so used to talking like an American that sometimes he forgets he’s doing it.

Frank repeats that Shaw must let Elise go if he wants him to open the safe and Shaw makes it clear that the only choice is opening the safe or watching Elise die a painful death. Frank realizes they won’t let Elise go and says “Oh I see” and Elise says, “Now do you see?” As Frank walks to the safe with guns trained on him Elise mouths “I love you”.

Frank is about to try a code when Chief Inspector Jones rushes onto the police boat and orders that the snipers fire. Shaw and all of his guys are killed leaving only Elise and Frank standing. Frank grabs Elise and holds her when the gunshots start and then they realize the men have all been killed. The police come in to check on Frank and Elise and Jones tells Elise that her suspension is lifted and that she’s terminated as of today. She smiles. A call comes over the radio that Pierce has been found not far away and the police leave the scene to go to where he has been captured.

Frank says “So you love me” and Elise says she does. He asks if she still loves Pierce and she says “Unfortunately I do”. Frank tells her he may have a solution for that and keys in a code on the safe. It swings open to reveal money and bankbooks.

The police meanwhile are on the scene of the capture of the fake Pierce, the handsome Englishman (Rufus Sewell). He says that the man who has been texting him and paying him said he might get arrested but that they’d have to let him go since they have nothing on him. The man says that he’s just a tourist. John asks him about him getting instructed by text messages to go places for money. The Englishman says “not just any place” and gestures to the beautiful surroundings.

The next scene is a police officer blowing the safe and saying “All clear”. John and Jones go in and check the safe and find only one check signed by Alexander Pierce for the seven million and change that he owes in taxes on the stolen money. Jones says the case is closed and is happy. John is upset that now that they have their money they can’t go after Pierce anymore. Jones says that Pierce stole money from a gangster and paid what he owed them so why keep looking for him?

John looks out the window and sees a boat with Pierce (Frank) and Elise sailing away. Elise says “20 million dollars and that’s the face you choose?” Pierce asks her what she thinks. She says, “It will do.”

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