It’s rare that we get an opportunity to speak on the phone with a well-known and respected Academy Award-winning actress of Jennifer Connelly’s caliber. But that’s exactly what happened last week when Jennifer took some time out of her schedule to speak to Cinema Confidential about her upcoming thriller, “Dark Water,” which is based on the novel by Japanese author Koji Suzuki ("Ringu" aka "The Ring") and the movie, “Honogurai mizu no soko kara.”

In the US version, Connelly plays Dahlia Williams, a mother of a young daughter who moves to a rundown New York City apartment after an unpleasant divorce. Her new life takes an unexpected turn when strange occurrences begin taking place: mysterious noises and leaking dark water seem to be only the beginning. Out to prove that she’s able to survive on her own, she decides to investigate the mystery behind the supernatural and prove to others – and herself – that her sanity is anything but lost.

Below, we talk to Jennifer about this creepy supernatural thriller due out in theaters on July 8th.

CC: I read somewhere that you were originally offered Naomi Watts’ role in the first “Ring” but turned that down, but you obviously chose to do this one. Is that true, and if so, how did that decision come about to do “Dark Water” instead of “The Ring”?

JENNIFER: It wasn’t “either-or” at that point. They came up at really different times. My decision to make this film had nothing to do with weighing the comparison between the two. I chose to do this one just for its own merits because I was impressed by the script; I thought Rafael Yglesias did a great job with the script. I was especially drawn to the relationship between the mother and the daughter. Walter Salles was already attached to this and I started out as a fan of his and am now the hugest fan. He’s such a wonderful director. And I saw the original “Dark Water” and was frightened by it, and moved by it, at the same time. I found it really intriguing.

CC: You did a small horror film called “Phemomena” back when you were a teenager. Did you refer back to your experience on that?

JENNIFER: No. #1, I was so young. It was so many years ago. And #2, they’re really two different kinds of films. I’d say that “Phenomena” is really more a horror film in the way that when I hear “horror film”, I associate that with movies more like “Phenomenon” than this film, which is more of a scary film, I’d say. It’s not gory, it’s not bloody. It’s a very different film.

CC: There seems to be a recent trend of adapting acclaimed foreign horror films for US audiences. What made the original “Dark Water” appealing enough to join this group of films like “Ring” and “Grudge”, and what steps did you take to make it as unique as possible?

JENNIFER: It’s interesting. It’s very difficult to make generalizations about a genre or a type of film, or any other generalizations for that matter. My association with horror films is having grown up and seeing mainly American ones and having stopped seeing them because I was so affected by them [laughs]. I took a hiatus. I tend to think of them as more shocking and enlisting a more visceral response. You usually don’t see them as being so thought provoking or emotional or spiritual, but I thought that the original “Dark Water” was. I think that with Walter Salles directing our version of it, that that’s intact.

CC: You mentioned while doing press for “House of Sand and Fog” that you’re never opposed to reading a book before doing a movie. How did you approach doing “Dark Water” being that it was both a book and a film before this incarnation?

JENNIFER: I did not read the book but I watched the film. Hideo Nakata gave me a copy of the book. He gave me a Japanese version. [laughs]

CC: You didn’t use it as a chance to build Japanese skills?

JENNIFER: I didn’t get very far.

But I watched the film and spent a lot of time looking at it and thinking about it and I really do like the original film. But there came a certain point where we had to make our own version of it and let that go. There’s no point in mimicking someone else’s film. It’s already a very beautiful film. So ours is translated into English and also adapted for an American audience, while keeping really important things, like the tone of it and emotional integrity and keeping that intact.

CC: Being that this is Walter Salles’ first film for a US studio, did that help with his ability in adapting the original film for US audiences?

JENNIFER: I think that he’s a very elegant director. He made some very smart choices. I think that the script is very subtle. This film, “Dark Water,” is one of Hideo Nakata’s more subtle films. It walks a line and definitely has supernatural elements, but it’s very allegorical. Walt has this great dexterity and is so elegant as a director. He really, delicately balanced those elements in the film. He also has the patience for it, to build that tension throughout the course of the film. It creeps up on you and builds tension as it goes. He was really a remarkable choice. I was reading something where had said that horror films like that, that try to transcend a genre, and that was what he was hoping to do. I think he was successful.

CC: It’s very easy for audiences to watch a horror film and have a disbelief about the main character’s motivation. Your character, Dahlia, moves into a new building after a bitter divorce and these strange occurrences begin happening. What is it that keeps Dahlia from running away and what makes the story believable?

JENNIFER: I think one of the strengths of the film is that the character is very plausible. Walter spent a lot of time anchoring the film into reality with character development at the beginning of the film so that later, when the script starts to float past the limits of reality into the supernatural, it’s really believable. Before, when were talking about how the script is really subtle, that is what affords her [Dahlia] to be in a position where she asks herself, “Am I imagining that?”

There’s that tension that she’s trying to go through her divorce and that she’s trying to make it on her own with her daughter. She’s worried that she’s not up to it, and there’s a self-doubt and fear. She’s worried that she’s just cracking under the pressure and losing the battle against her own ghosts because she carries around with her her unresolved relationship with her mother, and that abandonment, and whether she’s going to pass that onto her daughter. She’s also worried that her husband is going to sabotage her in her custody battle, and make her act crazy and irrational. So she doubts whether she’s thinking clearly because it’s a really fragile time in her life.

CC: So it’s really a test of strength for Dahlia…

JENNIFER: Yeah. That’s the thing I really like about it. It’s a really interesting time. I think that what sells [the story] because it is that time when there’s so much upheaval in life, and so much questioning. It’s such a time of crisis and opening. It could go either way. But she’s really vulnerable at that time and so isolated. She’s in the middle of a huge city [New York City] and she’s so isolated.

But I didn’t get that feeling. I hate it when you watch films and you go, “No way! She’d never stay! She’d never go in there!” I never really felt that way with this film.

CC: Was there a lot of CGI involved with the water scenes?

JENNIFER: No, it wasn’t.

CC: You must’ve gotten pretty wet then?

JENNIFER: [Laughs] Yeah, there was certainly a lot of water on set. There were a couple of days where it was best not to get dry between scenes. I just had a big tub of hot water on set and I would get in there in my clothes and get in there just to stay warm.

CC: Correct me if I’m wrong but I would say this would be the first time in which that you played a character that was a mother above everything else. Is it perhaps coincidental that it is happening at this stage of your personal and professional life, or are you seeking more roles that are geared towards this type of character?

JENNIFER: I think it’s coincidence. I’m not out to work on films that tell my own life story, you know? It’s not my job to act out my own fantasies or tell my own story. It’s to act out what’s written on stage.

But it helps because while I do think that it’s completely separate – my own personal life and what I do with work – the way we move, the way we speak is always informed by our own experiences. While you use your imagination, I don’t know if I would be able to imagine the love you feel for a child and how wild it might feel like if your child was threatened.

CC: Typical horror films rely on cat scares and tired tricks to get audiences’ attention. What are the ingredients to making a truly suspenseful film in your mind, and what are some of your favorites from the past?

JENNIFER: So many things. My favorite scary films – I really buy into them and really like the characters and become really invested in the characters. You care about them. Otherwise, watching these films just becomes an over stimulus and just washes over me. But if I get really involved in the characters, then it’s a different experience.

Like at the beginning of “The Shining,” it starts out as a normal scene and you have the family and they’re walking around the hotel. The scene seems normal. Or “Don’t Look Now.” I think it’s a great film. In the first scene, I completely bought their marriage. It was just so well acted and directed. Also, “Rosemary’s Baby.” I guess I just like scary films where I really enjoy watching them just as movies; they’re frightening AND I’m interested in the characters, performances, direction, and the sound design.

CC: What creeps YOU out?

JENNIFER: What creeps me out? Oh God, I have to say the first 10 minutes of any airplane flight really gets me. It’s sheer terror.

"Dark Water" opens in theaters July 8th.