-By Frank Lovece

James Cameron's Titanic lived up to its name. Despite some critical carping about stilted dialogue and thin characterizations, it nonetheless won the 1997 Academy Award for Best Picture and set records for domestic, foreign and—at $1.84 billion—worldwide box office (until the filmmaker's own Avatar surpassed it in 2009). Titanic was the first film to gross over $500 million domestically and $1 billion internationally, and its 15 consecutive weekends at number one still holds that record.

Now it's being re-released in 3D, and while Avatar's $2.78 billion seems unlikely to be toppled, King-of-the-World Cameron will at least see Titanic feather its cushion in the number-two slot.

What can theatre owners expect from the new 3D edition, being released April 4 and on which Cameron and producer Jon Landau spent $18 million and 60 weeks on the conversion? And what do Landau and some of the stars remember most, 15 years on? We spoke separately by phone with Landau, who called from a promotional jaunt in Mumbai; Bill Paxton (HBO's "Big Love," Cameron's The Terminator, Aliens and True Lies), who plays treasure-hunter Brock Lovett and is upcoming in the History miniseries "The Hatfields and McCoys: An American Vendetta"; and Frances Fisher, who plays Ruth DeWitt Bukater, mother of Kate Winslet's Rose DeWitt Bukater, reached in Baton Rouge where she's filming the new Stephenie Meyer adaptation, The Host.

Film Journal International: Why 3D? I know theatres can charge a premium for it, but it doesn't seem like the same kind of critical advance that sound or color represented. A director or a studio would say, "Paths of Glory will be black-and-white, My Fair Lady will be color," and it was a specific creative choice: You didn't have both a color and a black-and-white version of the same movie the way you do 3D and 2D. So is 3D really a creative choice? Does 3D make Titanic or any other movie "better"?

Jon Landau: 3D does not make a bad movie good, let's be clear on that. Color doesn't make a bad movie good. You have to make a good movie first. And I think lots of people make a mistake and use 3D as a gimmick. They do the yo-yo coming off the screen—those types of things. When you do that, you interrupt the suspension of disbelief you've worked so long to earn from the audience.

FJI: To be fair, no one's really done yo-yos or other gimmicky, self-consciously "3D" bits since the 1980s.

Bill Paxton: Well, I think it's almost subconscious at this point [that] people do put in, y'know—well, the bad version is the [metaphoric] spear coming out at the audience!

Frances Fisher: I don't think it changes the story or the impact of the emotional experience. I guess you just feel as if you're more a part of it. I liked the little bugs that would float around the ferns and look like they went past you in Avatar.

Landau: I think 3D enhances not the action scenes but the dramatic scenes. To me, that's where the real impact comes from. There's a scene in Avatar where Jake is thrown out of Hometree by Neytiri. That scene to me is the [movie's] most compelling 3D scene, because it makes me, an audience member, a clan member—I'm in Hometree and I'm observing that as if it's really happening. I'm no longer in the theatre. And I think that's what 3D does. When Jim started thinking about [converting] Titanic, when we were working in 3D already, it was obvious to him that if he were to make Titanic now, he would make it in 3D.

FJI: Did he have any temptation to fix or change things here or there, as George Lucas did with Star Wars or Steven Spielberg with E.T. the Extra-Terrestrial when those films were re-released?

Landau: No. In my opinion, what makes movies work is their imperfections—movies don't need to be perfect. If you talk about dialogue, one man's cliché is another man's archetypes. Our message is not, "Hey, come see four extra minutes we added to the movie."

FJI: Is there any one day that stands out from the Titanic shoot?

Landau: I remember the last day most vividly. The last scene that we shot was [RMS Titanic] Capt. [Edward John] Smith's death. And it was a very tough scene, a very challenging, very dangerous scene to shoot [in which Bernard Hill, as Smith, in the bridge, clings to the ship's wheel as water bursts through the windows as the ocean liner sinks]. And when we completed that—when Jim, who was in there in scuba gear, and the stunt people and everybody came up safely—and we wrapped this epic film, that's a moment I will never forget.

Paxton: For me, it was when I'd go visit Jim on the set in Rosarito Beach [in Mexico, where a gigantic model of the ship and a 17-million-gallon "horizon tank" of water occupied a 40-acre site] in late February of ’97. [On one visit] it was nighttime, and I wandered around the big reflecting pool with light[ing] boats in the foreground, and there was the ship against the sea. It's nine or ten at night, 700 extras going up a 10-degree angle of the boat [in a scene of the sinking], and they're trying to get to the stern. And I'm sitting there looking at it and I thought, "I'll bet that's what it looked like." A still sea, a moonless night so long ago—and gooseflesh suddenly hit me. "That's what it looked like."

Fisher: There were so many amazing moments. I'll never forget the first time I drove over the rise down in Rosarito, and saw the ship lit up for the first time in the evening. It was a spectacular sight—that I will never forget. During the day, as we're there [shooting] interiors, the ship was being built, and one evening we were called for night work. And driving over the rise, seeing that entire ship lit up—it was spectacular. I just got chills remembering. I wish I'd taken a picture. I did do a lot of video.

Another moment I've got: There were tanks where we shot all the lifeboat stuff. [One day] we had all the lifeboats floating on a calm sea. And inside one of the tanks is where all the bodies were floating, with ice all over their faces. I went in one day to watch Kate and Leo—[her character] was on her little board, Leo['s character] was fading away—and they called lunch. And all these dead bodies stood up—the water was about four feet deep—and they all walked slowly through the water, laden down with authentic costumes.

FJI: The Walking Dead!

Fisher: Yes. To see these frozen bodies come up the stairs out of the tank and sit outside in little hot tubs and eat sandwiches and smoke cigarettes—that's a pretty funny memory.

FJI: What do you recall about the night of the PCP chowder? [On Aug. 28, 1996, in Dartmouth, Nova Scotia, during the present-day part of the shoot, a perpetrator who has never been identified laced the seafood chowder of a craft-service buffet with phencyclidine, a.k.a. PCP or angel dust. Dozens of the cast and crew were hospitalized. It remains uncertain if it was accidental or intentional, and if the latter, whether a dangerous prank or something more malicious.]

Fisher: That was modern-day stuff. I was only in the flashbacks.

Paxton: That was a bizarre experience no one ever figured out. We were just a couple days from finishing the work that we had to do. We were docked right across the bay from Halifax in a village called Dartmouth there, that port, and they had built the interior of the lab where we interview old Rose [Gloria Stuart], as well as the interior of the sub, in a warehouse right on the wharf. We were a couple of nights before finishing and they laid out a big meal. The food was not great to begin with and we were on this weird schedule, having this dinner at midnight—we'd come in in late afternoon and work all night. And I remember having a good chat with Jim and saying to him, "Are you gong to eat off the [catering] truck?" "Yeah, I think so." "Oh, I'll go with you." I remember going through the line with him and ladling the chowder and sitting there eating it; then he had to go off to the production office and I went back to my trailer and waited for the ADs [assistant directors] to roust me.

I get a knock on my trailer door. It's an AD, and I see all these crew people milling around and a couple of ambulances coming. And a guy says, "Are you feeling OK?" I said, "Well, I'm feeling as messed up as I usually do at this time of the day, working all night." "Did you eat the chowder?" "Yeah, I had a couple of bowls." At this point I realize something's wrong. I find Jim and he says to me maybe the clams were left out or a neurotoxin was released in the clams, they weren't fresh or whatever, and we were having terrible food poisoning. It was much later we realized we were tripping on PCP.

Landau: I was there. But I got there late, so I did not have dinner that night. I had flown in from L.A., I was in L.A. for some meeting, and I got there after dinner but for the whole aftermath. Jim was one of the first people to recognize that something was wrong and actually forced himself to vomit, so he was not affected as badly as everybody else was. We took like 57 people to the emergency room that night.

Paxton: Now it’s about one o'clock at night, and it turns out there's a community hospital just five blocks up the hill from the wharf. So they bused us up there. I'd say at least 50 or 60 people had eaten the chowder. Now we get in the emergency room and it just becomes bedlam. There's almost a mass hysteria that kind of descends on the thing. A couple of people are literally freaking out. I remember holding this gal, a still photographer, trying to calm her down. And now I see [what resembles] a conga line going through the emergency room as they're taking people in, and now all these other local hospitals are sending over staff.

Jim is a guy who's always cool under fire. And I go, "I don't think I can hang out here. I'm going to walk down the hill to the trailer; I'll take whoever I think's got their shit together enough. I'm just gonna go to my trailer and drink beer and let it wear off." He said, "I've gotta stay up here and organize things." He's a true leader, and accountable.

Jim showed up at my trailer a couple hours later; we had some beers. They had us drink some kind of liquid charcoal, some kind of an astringent to absorb whatever was in our stomach and intestines. By dawn we were coming down enough that we took a boat across the bay back to the hotel. Now, it's [also] a casino, so we're walking through there at dawn, people are sitting still hitting those one-armed bandits—that whole scene was weird.

Landau: Bill's very funny talking about that night. I saw an interview with Bill—and Bill was affected—and he talks about me [hallucinating that I was] on two imaginary phones at one time. Now, to let you know how affected Bill was, you gotta remember: I didn't eat, so I wasn't affected!

Paxton: Even after I got home a couple of days later, I still felt kind of weird. They sent stuff to the lab; it turned out it was laced with angel dust. Who did it and why, I don't think we'll ever really know. There was rumor of a disgruntled craft-service person—maybe it was because everyone called her Sea Hag. I'm just being facetious here.

I remember a t-shirt we got—somebody made a t-shirt, and it was the Titanic going down in a big bowl of chowder. I wish I still had that t-shirt.

FJI: Gloria Stuart didn't eat the chowder, did she?

Paxton: Thank God! She was demented enough! Especially at that time of the night. God, here's this poor woman and she's like a thousand years old, and first AD Josh McLaglen [son of film director Andrew McLaglen and grandson of actor Victor McLaglen] comes knocking on her trailer at three in the morning for a close-up. And she says, "Get the director and the producer over here!" And Jim and Jon go over there and she proceeds to just tongue-lacerate them! I never heard an old woman talk so expletively! "You mean to tell me you'd make me do a close-up now?! It's three in the morning!!" So they say, "We assure you we won't shoot the close-up till tomorrow." She would sometimes get a little strange in the middle of the night. At times I thought she thought I was Claude Rains, who she obviously had issues with. Gloria. God bless her. She was quite a character.

FJI: Frances, how about a memory from you?

Fisher: The corset scene [in which Fisher's character laces her daughter up in the constricting undergarment]. It was actually the first scene I had to do. In the course of that scene are some amazing lines about a mother and daughter, about the natural desire for a daughter to pull away from whatever the mother tells her to do. And originally the way the scene was written, Rose comes into my room and was putting the corset on me. And I didn't really think about it during my audition [in which] I played the scene with [casting director] Mali Finn [who died in 2007]. Instead of doing the audition with a corset, because I didn't have one, I just kind of put my hair up and talked to Mali like she was Rose and did the scene.

And I remember when Kate and I were in the makeup room [on their first day], getting our makeup done, and we just looked at each other at the same time and she said, "Y'know, I've been thinking," and I said, "I've been thinking, too. I think we should revert. I think I should be putting the corset on you." She said, "Yes, because you're the one trying to constrict me." "Yes, let's talk to Jim about that."

OK. So I didn't know if Jim would go, "No, that's the way I wrote it and that's the way we're going to do it." We walked onto the set and we were approaching Jim, just about to say what our idea was, and Jim looks at us and says, "Y'know, I've been thinking about this scene and I think we should reverse it. I think you should be putting Kate into the corset." It was a like a meeting of the minds where logic kicked in, because everybody was there and really living the part, and that made sense.

Landau: In many ways, Frances was a stabilizing factor during the course of the production. We had two very young actors playing the leads, and Frances brought a maturity. The scene where she puts the corset on Rose and tightens it and cinches it, she just brought such a level of professionalism early on that I think it set the standard.

FJI: That was one of the earliest scenes shot?

Landau: I don't remember the order, but it was very early on. The first set we shot in was Rose's stateroom.

FJI: Where Jack is sketching the nude portrait of Rose. I understand Cameron drew that sketch himself.

Landau: He did, but he's a lefty and Leo's a righty, so it's flopped in the film!

Fisher: There were nights were we would wait in our dressing rooms all night long to get a certain time of the night where the water [in the horizon tank] was completely flat and calm, because any little bit of wind made ripples and he wouldn't shoot because he said the documentation was that the water was completely flat. And that was a little frustrating—we were all in our corsets and big hair and our hats, so you couldn't lay down on the couch and rest. But that's nothing. Kate and Leo had cold water flooding onto them, because they didn't have enough water in the tanks to use warm water, so they had to use seawater, and it was really cold.

Paxton: You gotta remember, there wasn't a studio in the world that could accommodate that ship. So what did Jim do? He built his own studio! The only other filmmaker I ever thought had that kind of gumption and will is Werner Herzog.