The movie begins as the leaders of some kind of fashion syndicate are discussing the Prime Minister of Malaysia. It seems he is about to raise the minimum wage for the Malaysian workers which will mean the end of the fashion industry’s cheap labor. They decide that the Prime Minister needs to be assassinated. They order top fashion designer, Mugatu (Will Ferrell) to find an idiot model that can be brainwashed to perform the murder.
We then cut to the VH1 fashion awards and learn about Derek Zoolander (Ben Stiller) and his arch rival-model, Hansel (Owen Wilson).

Zoolander has been at the top of his game for the past 3 years but Hansel is a newcomer who is now the hottest male model out there.

The award for Best Male Model is announced and it goes to Hansel. Zoolander was sure he was going to win and goes on stage and begins to make an acceptance speech until he realizes he has lost. He is now the laughing stock of the country.

The next morning he is still a little depressed but his male model roommates cheer him up. They go for a car ride that looks more like a music video, showing off their looks. It culminates at a gas pump where the boys playfully squirt each other with gasoline while Zoolander is off in the distance looking at a billboard of Hansel. One of the boys lights a cigarette and the three gas drenched models and their jeep goes up in flames.

A depressed Zoolander decides to retire and goes off to work in the coal mines with his father (Jon Voight).
Voight is embarrassed at his son and thanks God that his wife died before she saw what became of her son.
Zoolander’s manager (played by Stiller’s real father – Jerry Stiller) calls to tell him that Mugato wants him to model his newest line of clothes. He agrees and heads back to New York.

Throughout the movie, he has been followed by a Time Magazine reporter Matilda. She gets a mysterious phone call from someone telling her to check out an old warehouse. She investigates and finds that it is the hidden training ground for Mugato’s models. She is discovered and thrown out. Meanwhile, Stiller is being brainwashed (kind of like in Clockwork Orange) that the Prime Minister is evil and must be killed.

He awakens a week later back in his bedroom, thinking only a day has passed. Matilda gets another phone call to meet the mystery man at a cemetery. She and Zoolander head out there and find an old guy played by David Duchovny, who has a conspiracy theory to tell them. It seems that the fashion industry has been behind all the major assassinations throughout history from Lincoln all the way to Kennedy. Now it is the Prime Minister of Malaysia who will be in town to see Mugato’s new fashion show. He explains how Mugato was once the keyboard player for the band “Frankie goes to Hollywood” but was kicked out before they released their hit… “Relax.” Mugato then went on to design the popular keyboard tie and the rest is history.

Suddenly they are interrupted by gunfire as Mugato’s assistant, Katinka (Milla Jovovich) is trying to stop the story from going any further. Matilda and Zoolander decide to hide out in the one place no one will think to find him… Hansel’s apartment.

Hansel is more than happy to help him out and confesses that he had idolized Zoolander all his life and he was his inspiration for becoming a male model. Matilda confesses that she was once the fat kid that everyone picked on and became bulimic to lose weight. They all drink some crazy tea as an orgy begins with them and all of Hansel’s strange group of odd friends.

The next morning Zoolander confesses that when he saw Matilda sandwiched between the naked Finish dwarfs, he knew he was in love.

The day of the fashion show arrives and Zoolander and Hansel try to get the details of the conspiracy out of the manager’s computer but have no clue how to even turn it on.

Matilda is trying to figure out what the “trigger” is that will set Zoolander’s brainwashing into action. The show starts and as Zoolander is walking down the runway, the DJ puts on the record “Relax” and suddenly Zoolander starts running and Kung fu’ing his way towards the Prime Minister. Hansel wrestles with the DJ and the music switches back and forth and Zoolander switches with the music from male model to an assassin.

Finally, Mugato throws a flying blade at the Prime Minister but Zoolander stops it dead in its tracks with his latest “look”. The audience and Mugato are stunned as this new look (expression) of Zoolander’s is the greatest thing to hit the modeling world.

The Prime minister is saved and Mugato is arrested.

The final scene shows the now married Matilda and Zoolander walking with their baby. The baby looks just like Stiller and in fact gives us the same “look.”