Pirates of the Caribbean: At World's End suffered a 62.4% drop in its second frame (nearly identical with Spider-Man 3's), but still dominated the weekend box office with an estimated $43.2 million.  Pirates' domestic total is already up to $216.5 million and like Spider-Man 3 it is doing even better overseas than it has done at home.

While Pirates' domination of the box office for a second week in a row was hardly surprising, Knocked Up's second place finish definitely was since the 'R' rated comedy had to surpass Shrek the Third to grab second by earning an estimated $29.3 million.  Knocked Up had the best per theater average ($10,200) and a whopping 92 % of moviegoers rated the film as 'excellent' or 'good.'  57% of the audience for Knocked Up was female and 56% over the age of 30.  Writer/director Judd Apatow is getting plenty of recognition for his second consecutive comedy smash (his previous film The 40-Year Old Virgin earned well over $100 million) -- it may be time to break out those copies of Freaks and Geeks and Undeclared.

Spider-Man 3 slipped to #5 during its fifth weekend of release earning just $7.5 million and bringing its domestic total to $318.2.  Both Shrek the Third and At World's End still have a chance to catch Spider-Man 3, which should end its domestic run with around $335 million.  Overseas however Spidey 3 has already brought in $526 million, which means that only Pirates, which has already pulled in over $404 million in offshore markets, has a real shot at topping the wallcrawler's worldwide total.

28 Weeks Later fell to the ninth position earning a paltry $1.2 million.  It looks like this exceptional horror/science fiction saga will have to make its mark on DVD.