What's better than a good ol' shark movie? Why, a 3D shark movie, of course! The aquatic predators audiences love to hate will be jumping off the big screen in a big way in this week's release 'Shark Night 3D.'

This time around, the sharks attack a group of unsuspecting college co-eds in a quiet lake in Louisiana. The pretty young things are completely thrown off by the lake attacks and end up fighting for their lives on their getaway gone wrong. The ensemble cast includes Dustin Milligan ('90210,' 'Slither'), Sara Paxton ('The Last House on the Left'), Katharine McPhee ('American Idol') and Chris Carmack ('The O.C.').

Moviefone sat down with Milligan and Paxton on the edge of the shark-free (we hope) waters of Lake Ontario in Toronto. The fun-loving young actors filled us in on everything from how the flick makes the most of 3D to why this ain't your parents' shark movie.

Moviefone: So what really sets this apart from other shark movies?
Sara Paxton: What other shark movies?

Dustin Milligan: What do you mean?

How is it different from movies like 'Jaws' and 'Deep Blue Sea'?
SP: Ohhh! Those shark movies. [Laughs]

DM: We had the same shark team as 'Deep Blue Sea.'

SP: I definitely think that a major difference is we have many kinds of sharks, with many different ways to die.

DM: Lots of shark deaths!

SP: Obviously a similarity is there's lots of suspense building, and the audience is rewarded with big, bloody deaths.

DM: I think it's a delicate balance. With audiences today, their attention span is a little bit shorter, so we do deliver the different sharks and death and gore at a quicker pace than 'Jaws' had. But at the same time there was that attempt to have the tension and suspense that 'Jaws' brought that people loved about the film. Hopefully that balance will make it a film that 13-year-olds and up can enjoy it.



How did working on this compare to working on non-3D movies?
SP: There wasn't that big of a difference for us. The camera is bigger.

DM: Because [director] David [R. Ellis, 'The Final Destination'] had worked in 3D before and knew what he liked and what he didn't, there was never any special set-ups that we had to highlight for the 3D or anything like that. It was a normal shoot that just happened to utilize this extra dimension. Especially when underwater, I think it's important that you get the sense of the claustrophobia.

SP: It was really there to enhance the underwater stuff so that it really feels like you're there during the shark attacks and all the gory stuff. We never did anything like 'Pass me a beer – psssshhh! – here's you're beer – whoa!!!!' [Sara and Dustin mime throwing beers, laughing]

You guys have both been in some scary movies at this point. What's the scariest thing you've ever confronted onscreen?
DM: I think it would just be Sara Paxton's morning breath. That would be the worst.

SP: It's true. Uh, in this movie? What's the scariest thing?

Throughout your career, up to this point, what's the scariest thing you've had to face on screen?
SP: Either doing the water stunts, or doing the assault scene in 'Last House on the Left.' Both of those were pretty hard.

DM: I would say working with the sharks. Because they were legitimately dangerous, it was pretty scary. Sharp teeth! [Ed. note: The wily mechanical sharks were each maneuvered via remote control, but they tended to thrash around a lot, like mechanical bulls. Each was equipped with real shark's teeth, and some of the cast and crew even got bitten!]

Who do you think the film will appeal to?
SP: I snuck into one of those test screenings, and there were a lot of 13- to 17-year-olds, and they were going buck wild. There were 13-year-old girls standing in front of me crying hysterically. It excited me, their reaction.

DM: I can honestly say that anybody over the age of 13 with some parental guidance would enjoy this movie.

SP: Kids today are pretty advanced. You see 'Hanna Montana'? That show is advanced!

'Shark Night 3D' opens in theaters on September 2.