Special government agent James West (Smith), long on charm and wit, and special government agent Artemus Gordon (Kline), a master of disguises and a brilliant inventor of gadgets large and small, are each sent to track down the diabolical genius Dr. Arliss Loveless (Branagh). Loveless is plotting to assassinate the President of the United States with the aid of his monstrously huge walking weapon-transport vehicle called The Tarantula.

West and Gordon begin as competitors but soon pool their talents to become a wily team of operatives who trust each other…most of the time.

The beautiful and mysterious entertainer Rita Escobar (Hayek) complicates matters for the duo as she insinuates herself into their plans to capture Loveless. And Loveless has his own deadly team of lovely distractions-Miss East (BAI LING), Amazonia (FREDERIQUE VAN DER WAL), Munitia (MUSETTA VANDER) and Miss Lippenreider (SOFIA ENG) -- whose unique attributes each pose a threat to the lives of West and Gordon.

Noted character actor TED LEVINE also stars as General "Bloodbath" McGrath, an associate of Loveless’s who attempts to thwart West, Gordon and Rita Escobar. And M. EMMET WALSH, whose presence has enlivened numerous films including the Coen brothers’ "Blood Simple" (which was Barry Sonnenfeld’s debut as a feature cinematographer), appears as the conductor of The Wanderer, West’s and Gordon’s luxurious, gadget-filled railroad train.

Romance, humor, fantastic weapons and devices and hair-raising confrontations and escapes enliven their adventures as West and Gordon daringly outwit their enemies.