When he is captured by the Nazi costume-wearing Octopus, we learn that the Spirit was a cop killed in action, who was brought back to life by Octopus through an injection of a secret potion. They both share the same power - and if they drink the blood of Hercules will be turned into gods apparently.
He escapes with the help of an exotic dancer called Paris, but outside she double-crosses him and stabs the Spirit. He falls off the docks into the water, and is about to meet the Angel of Death, but changes his mind and fights for his life.
There is an exchange with The Spirit's childhood sweetheart Sand Saref (Eva Mendes) and The Octopus - swapping the contents of the two treasure chests - the Golden Fleece for the blood of Herakles. The police and Spirit turn up and open fire on the Octopus, but its not until the rookie brunette cop takes off his arm with a hand-held cannon that they make any headway.
Spirit flicks the top off a hand grenade and jams it into his enemy's ribs. Just as it explodes, Sand dives to protect the Spirit - using the fleece to deflect the blast.
Spirit gives Sand her locket back, they kiss, but then go their separate ways.
Meanwhile Scarlett Johnansson sees the Octopus's thumb bouncing around, and decides to pick it up to save for later, leaving with the last two remaining henchmen - 'Adios' and 'Amigos'.