After the death of his father, d'Artagnan (Chris O'Donnell), sets off to Paris to join his father's comrades 'The infamous Musketeers', who were the loyal guards of the king of France. But upon arrival he finds that the Musketeers have been disbanded by Cardinal Richelieu (Tim Curry), the advisor to the young king. Athos (Kiefer Sutherland), Porthos (Oliver Platt) and Aramis (Charlie Sheen), three of the most famous Musketeers have found them out of work and left to their own devices. d'Artagnan and the Musketeers discover a plot to sign a treaty with England and overthrow the king. They discover Milady de Winter (Rebecca De Mornay), an old lover of Athos, whom he had rejected when he had found her to be a branded for execution. She is working as a spy for the Cardinal. Much swordfighting and heroics ensue as the four musketeers not only try to save the king, but also try to reinstate the Musketeers.
