09/07/2011 01:40 pm ET Updated Dec 06, 2017

Actress Katie Holmes Experiences Dread in Don't Be Afraid of the Dark & Talks About It

Dread provides a major component to horror films, and horror jefe Guillermo del Toro is a master of it. Don't Be Afraid of the Dark, a remake of the 1973 made-for-television film of the same name, which he produced and co-wrote (with Matthew Robbins) is the most recent example.

Directed by comic book artist Troy Nixey, the film stars Guy Pearce, Katie Holmes and Bailee Madison, as a man, his girlfriend and his daughter who have moved into a 19th-century Rhode Island mansion that is being restored to showcase his architectural skills. His daughter -- feeling dejected by her parents' divorce -- starts seeing malevolent goblin creatures who emerge from a sealed fireplace in the basement in order to possess their discoverer.

What starts as a tentative relationship between daughter and possible step-mother-to-be transforms into a strong bond as Kim believes Sally is telling the truth and they join forces to defeat the demons.

Though she won early approval as Joey Potter in the teen TV drama Dawson's Creek (which ran from 1998 to 2003), the Ohio-born Kate Holmes started to achieve fame as a character actor in such art house hits as The Ice Storm and in her fine star turn in 2003's indie hit Pieces of April -- a gritty comedy about a dysfunctional family during Thanksgiving.

Other high-profile roles including the blockbuster Batman Begins, thrillers such as Abandon and comedies such as Mad Money and First Daughter didn't win her many fans, but nudged her along and landed her in a Broadway production of Arthur Miller's All My Sons.

Then, in June 2005, after Holmes began a highly publicized relationship with actor Tom Cruise, they got engaged. It subjected her to inordinate, mostly negative, media attention including speculation that the relationship was a stunt to promote their films.

Brought up as a Roman Catholic, Holmes joined the controversial Church of Scientology shortly after they began dating. And in April 2006, Holmes gave birth to daughter Suri. On November 18, 2006, she and Cruise finally married in Italy.

So she has experienced a different kind of dread. Despite taking a lower-keyed turn in recent years, the 32 year-old willowy beauty has lived the horror story of being in the crosshairs of incessant paparazzi and celeb/gossip press.

Having become more famous for being Mrs. Cruise than for her early successes, Holmes weathered a withering assault on her and her family and has dealt with it with as much dignity as it allows.

In taking on this ensemble remake -- a respectable genre turn -- Holmes has had a chance to work her chops and get before audiences and press without all the pressure of carrying the film. In fact, tween Bailee Madison really commands much of the spotlight conveying the film's dramatic tension.

To promote this film, Holmes joined Del Toro at two roundtables -- this Q&A is excerpted from those sessions.

Q: This film seems to be a departure for you having recently done more indie fare like The Romantics. What was your attraction to it?

KH: I was really excited to work with Guillermo. I loved the script, even though I was scared reading it, and I love these characters.

[I loved] Kim's journey from resisting a relationship with Sally and then getting to the point where she could identify with Sally, and I loved that emotional tension and turning into a great emotional arch.

It's nice to do something about something that scares you rather than just run from it and hope that someone saves you. It's great to see on film, and it was really fun to portray.

Q: Kim seems to be frustrated with her relationship at first, and then she becomes the fierce protector.

KH: That's what I really loved about her. One of my favorite scenes is at the end of the movie, when Kim is hurt and she wakes up and realizes that Sally's in danger. Then you see her use all of her strength to do what she has to do.

I think that's very real. I like seeing strong female characters and somebody who doesn't run away screaming when she's scared, but confronts the monsters. So I really enjoyed it.

Q: She begins the movie fearful that's she's going to be the unloved stepmother, but she becomes more of a parent to Sally than her actual parents.

KH: Right. It's really about two human beings that recognize something of themselves in each other, and that shared a relationship that turns into something very special and powerful.

Kim has to learn not only to listen, but how to bring this little girl into her life and make her feel safe and then do the ultimate act of generosity. I love the relationship between Kim and Sally, and I love the bonding that occurs.

Q: How did you make that work?

KH: Fortunately, we had a lot of time prior to shooting. Guillermo is very generous with his time and insight, and helpful. I have to sit down and make sure I am doing it right.

Q: What was it like playing against a hoard of little creatures that aren't actually there?

KH: What was great is that I wasn't playing a character that was running from them. I was fighting them and taking control over them.

It was challenging, because there were things like squashing them and punching them, and you wanted to make sure you were doing it at the right time. But it was also one of the things that was fun and creative about this movie.

It was fun to see what they looked like and what they were creating and go 'Wow!" That doesn't happen to everybody.

A lot of times, I'm not as a sophisticated as to what the movie becomes. And [then] "oh, I thought it was going to be something else" and it's so much better. This was really, really scary.

Q: How exhausting were the stunts?

KH: Not bad at all. Fun.

Q: What did it feel like to be sucked down that shaft, to be pulled by burly Australians (it was shot there) playing what would become digitally created creatures.

KH: That was a very intense scene. It was a challenge to make sure that everything that needed to be seen and heard was in that performance.

There was a lot going on -- in the cutting of the rope, and then telling Sally to run, and making sure that that was just the right timing, and then thrusting back and being pulled.

A lot of times it takes a couple of takes just for everybody to get comfortable. They want to know how much to pull. It's an organizational thing. But it was fun, and it was definitely an example of teamwork because there were a lot of elements.

Q: Does it take more preparation doing something more choreographed like this film?

KH: It's simpler in some ways to sit and talk for a scene. But every scene is its own thing. There's a lot that goes into something that looks simple, and there's just as much that goes into something that looks difficult. It's our job to make it all look effortless and to communicate that story.

Q: How was it working with a talented young actress like Bailee Madison?

KH: She is quite something. She's an incredible actress. She's so poised. Age really had nothing to do with it, because she was so prepared and had so many ideas.

She has already a great dedication to her craft and she wants to do well. She wants to service the story, and things have to make sense. She's smart.

Bailee is a very strong human being, and so good at what she does, we are going to see many of her films over time. She helped all of us [laughed], she was very concerned about how we were doing. She's very lovely in that way.

It was a pleasure working with Bailee, and getting to know her mom, Patty, and all of her siblings -- so lovely, such a nice family. It was such a great pleasure to work with her.

I think it's really fun to work on movies because everyone's families get to know each other. I know Guillermo‛s family and he knows mine and we all stay in touch. We're all raising children in a very creative environment and it's great fun.

Q: Assuming that's your voice at the end of the movie, was there any difficulty in doing that final scene?

KH: I did those voices at an ADR studio with Guillermo and Troy. Luckily, I had people around me who were helping me just find that right creepiness. It's almost like hitting a note when you are singing. Sometimes it really is just a sound. Instead of thinking, "fear," it's like, "Well, take it up an octave, and you will actually get that."

Q: Are you reconciled about coming back as a CG creature in the sequel?

KH: Absolutely [laughed]. I would like to be a little larger, and I'm going to wear a nude suit. And I'd better have Jimmy Choos.

Q: How did you spend time in Australia where the movie was made?

KH: We loved Melbourne, Australia, and the people we met in town were so lovely. They have the best donuts and meringue -- what was that dessert that we loved? Pavlova. Oh yeah. It was amazing.

Q: You shot near Hanging Rock, the famous paranormal, girl-disappearing zone in Australia.

KH: That [area] is so creepy.

Q: Did you feel a presence or a haunting sensation while you were shooting there in the house?

KH: We used the outside of a real house. The grounds of the outside of the house, the exterior location, it didn't feel like something was going to come out and grab you. But it was inspiring because it really did feel like a fairytale.

And then the inside was a set. You could believe that something creepy could happen, but I never got the sense that there was a ghost or anything lurking. It was just like wow, this is the perfect place for this kind of movie. And it was beautiful.

Q: Did you watch any of those horror movies with strong heroines when you did research for this role?

KH: Yes, absolutely. I looked at many of those films, [like Rosemary's Baby], as well, and we watched The Exorcist again.

Not only are these strong female characters, but what I loved about those movies was we were so invested in these women. They were so real, they were so normal. You saw them in the kitchen, you saw them making things.

Like Mia Farrow was moving into her apartment, she was really excited, and you are that person -- and suddenly the weird stuff starts happening. So then you are immediately afraid and your heart is beating, and their heart is beating very fast.

So I looked at this script and wanted to find as many things that were human and normal, every-day stuff.

We had a dinner scene when Alex and I fight, and it was like, "Let's have our work around us and let's be doing stuff that families do, and make it a little bit awkward, and just make it [that] they aren't one big happy family yet."

Q: Did you watch scary movies when were younger?

KH: I did, and was affected by them. When I was reading this script, I was so terrified that I started hearing noises, and I kind of held my daughter closer and looked in the corners of her bedroom a couple times. I did.

I really enjoyed being a part of this because I really think it does take the audience on that thrill ride.

Q: When you were young, what used to scare you in the dark, if anything? Did you go back to that when you were doing this?

KH: I'm the youngest of five, so my brothers and sisters and I would try to scare each other -- hide and jump out, and things like that.

Q: So they could really get to you.

KH: And I could really get to them, because I was so small.

Q: Is it more fun to make a horror movie than something very serious?

KH: I think they're all adventures. I've yet to work on something that was laborious and horrible. Making movies is exciting. It's a challenge to do a horror movie and then create emotional tension within that. I loved it.

Q: Do you want to do more horror movies?

KH: Absolutely. I'd love to work with Guillermo again and again.

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