Sixteen year-old Jesse works as an orca-research assistant on a research ship called the Noah alongside his old friend Randolph who promised Glen and Annie to keep him out of trouble while on the job. Aboard just such a ship, the Botany Bay, ten year-old Max Wesley takes his first trip to sea with his father, John, a whaler from a long line of whalers and learns the true unlawful nature of the family business which includes selling whale meat to an underground Japanese market. During his first hunt, Max accidentally falls overboard and comes face to face with Willy. Jesse and Randolph discover a spear on Willy's fin, leading them to suspect he, his pregnant mate Nicky and their pod are being illegally hunted by Botany Bay's whalers who are posing as commercial fishermen. Jesse goes to the Noah's head boss Drake about the threat to the whales, but he refuses to take action until Jesse manages to get proof. When Jesse and Max meet for the first time, Jesse introduces Max to Willy properly after learning of Max's experience and his liking of whales.

Later that night, while Randolph distracts John and the whalers at a bar like Jesse asked, Jesse manages to sneak on board the Botany Bay to steal one of the spears used to shoot the whales and discovers that the whalers are heading back out to go after Willy, Nicky and their pod, using an audio recording of a song which Jesse plays on his harmonica as a lure for Willy. Drake plans to call for help the next day, but knowing it will be too late then, Jesse, Randolph, and their fellow researcher Drew Halpert steal the Noah from her mooring and go after the whalers themselves. An outraged John finds out that his son is not on his side, but it does not stop Max as he jumps into the water, forcing the whalers to pause their pursuit of the whales to perform a "man overboard" rescue for Max, which gave Jesse, Randolph and Drew enough time to catch up.

After the trio unsuccessfully use a flare gun and their boat's P.A. system to try to bluff the whalers into stopping, Jesse rams the Noah into the Botany Bay just as John fires a harpoon, the jolt causing the harpoon to miss Willy and knocking John into the water. Willy tries to kill him, but Jesse and Max convince Willy to spare him. John gets trapped under a net and nearly drowns, and ultimately comes face to face with Willy himself. Willy pushes him to the surface, allowing Jesse and Randolph to rescue him. The Coastal Marine Patrol arrive, having been summoned on the radio by Jesse before he rammed the Botany Bay, and catch the whalers in the act and arrest them. Being saved by Willy causes John to see the errors of his whaling ways and reconciles with Max who forgives him.

Days later, Jesse, Randolph, Drew and Max witness the birth of Willy and Nicky's son. Max suggests naming the newborn calf after Willy, but Jesse decides to name him after Max. After that, Willy, Nicky and Max swim off into the open sea.

• Jason James Richter as Jesse
• August Schellenberg as Randolph Johnson
• Annie Corley as Drew Halbert
• Vincent Berry as Max Wesley
• Patrick Kilpatrick as John Wesley
• Tasha Simms as Mary Wesley
• Peter LaCroix as Sanderson
• Stephen E. Miller as Dineen
• Ian Tracey as Kron
• Matthew Walker as Captain Drake
• Roger R. Cross as 1st Mate Stevens
• Rick Burgess as Smiley
• Roman Danylo as Pizza Kid

Free Willy 3: The Rescue marked the only entry to not feature musical contributions from Michael Jackson. Instead of Basil Poledouris, the music was composed and conducted by Cliff Eidelman and performed by the Toronto Symphony Orchestra. Score experts from the songs "Connection" and the Free Willy main theme are heard including at the conclusion of film where the song "A New Family" used a portion of the latter.

The songs featured in the film but not on the soundtrack are "China Grove" by The Doobie Brothers, "What Do You See?" by Skydiggers, "Big Sky" by The Reverend Horton Heat and "Pressin' On" by Little Charlie & the Nightcats.

The soundtrack was released on July 29, 1997, by Varèse Sarabande.

Track listing edit

Free Willy 3 received generally mixed reviews from critics.

On Rotten Tomatoes, the film has an approval rating of 44% with an average rating of 5.2/10, based on reviews from 16 critics.^[4] Audiences polled by CinemaScore gave the film an average grade of "B+" on an A+ to F scale.^[5]

Siskel & Ebert called Free Willy 3 the best film in the series. Roger Ebert gave it a thumbs-up and 3 out of 4 stars in his review, writing that "the series has grown up" and "smart" kids will enjoy it.^[6][7][8]

• Free Willy 3: The Rescue at IMDb  
• Free Willy 3: The Rescue at Rotten Tomatoes