Pell James most recently appeared in David Fincher's Zodiac. Her other credits include The King opposite Gael Garcia Bernal and William Hurt, Broken Flowers opposite Bill Murray directed by Jim Jarmusch, as well as Undiscovered. She next will be seen in Against the Current opposite Joseph Fiennes directed by Peter Callahan and recently completed The Tree of Life with Terrence Malick.

In Jennifer Lynch's dark, psycho-thriller, Surveillance, James plays a strung out cokehead named Bobbi, one of three witnesses whose Rashomon-style version of reality may hold the key to solving a string of violent murders that plague a lonely stretch of road in the middle of nowhere. When the Federal Officers (Bill Pullman and Julia Ormond) are called in to investigate the mayhem, they slowly expose the fragile little details each witness conceals so carefully and discover the truth they're looking for comes at an enormous price no one expected.

Pell James turns in a wonderful performance and we really appreciated her time. After the jump is what she had to tell us about her new film:

Q: So how did you develop the dynamic your characters have on screen?

PELL JAMES: We were just talking about how we lived together. Regina is a very small place and we all lived in this extended living apartment suite and so it was very like unlocked doors and everyone was coming and going. It was very much a family experience and a lot of people that Jen (Jennifer Lynch) knew. A lot of the actors she was friends with. It was very tight knit and really fun.

Q: A lot about your character's background is unspoken. How much of that did you feel the need to flesh out beforehand?

PELL JAMES: I always got the feeling she never went to art school. I don't think she quite made it. I mean, she's sarcastic and she's mean and she's angry and I'm sure there's some bad parenting involved in her history so I took that to heart. Then, I think the reason Ryan (Simpkins) and I got on so well is essentially, if you've ever known someone who does drugs and they get sober, I always liken it to that's their emotional maturity. I think she started doing it when she was very young and so she's still very much a kid and we got on for that reason. She's a mature kid in the film and in real life.

Q: How did you like working with the other actors, Julia Ormond and Bill Pullman?

PELL JAMES: It was fun but it was very like anti-them so we weren't on any kind of friendly terms whatsoever. We spent a lot of time in that little room with Gill Gayle and Charlie Newmark and that was pretty fun because a lot of the scenes they were filming they needed us to be in the background talking so we were just fine. I wish they were filming us because that was really fun. We were just going back and forth with them. Everyone was really nice. It was like a good family experience. Some movies can be like that. If you shoot in L.A., it's never like that because we pretty much all live here and we go home and have our families. There we didn't have a home. We had an extended living place so we made it a little family which was nice.

Q: How about working with Jennifer Lynch? How was her approach to violent material and do you think it was different because she's a woman?

PELL JAMES: The feeling I got from Jen is that she'd been working on this for years and that on the pre-production side, there were false starts and this and that. So she was like so 'go, go, go!' There's this scene where Billings gets shot and the pack didn't go off and we're all laughing and then the pack went off and she's like, "More play!" She was very like it was funny. It wasn't serious. I think the only other time I'd done a scene like that was with (David) Fincher (in Zodiac) but that was very serious because we were playing real people so we were trying to be respectful. I don't know if it's because she's a woman that she's like that. I think because she's just crazy and fun that she's like that. Maybe women are more crazy and fun than men. [Laughs] I'm making a really hard statement there.

Q: Because it's so dark, did you find that at the end of the day you were like "I can't take any more dark, I've gotta go do something fun" or did it not affect you like that?

PELL JAMES: No. I mean, Cheri Oteri was there, French Stewart, these are like hardcore comedians, so everything even in the most serious of scenes, there was no holding character. We were all just kind of cracking up going through it. I didn't feel overwhelmed by it. It didn't feel doom and gloom. My friends obviously haven't seen it. Some of them will get to see it tonight, but they watched the trailer and a lot of people don't want to see it because it looks too creepy. You never think of films being really creepy that you're in because you just remember the funny stuff. You never really think about what it is. It just looks like fake blood too. At least it does to me. I get totally creeped out by other people's movies. It is really gory but it doesn't seem gory because we know it's macaroni.

Q: How much adlibbing was there during the shoot?

PELL JAMES: There was a lot, especially where we're snorting speed. Or was that blow? It burns. I don't remember, I think it's baby laxative or something but it really hurts to stick it up your nose and so I just kept making the other guy do it because I didn't want to do it. A lot of that is adlibbed. He's like, "No, I really don't want to" and I'm like, "I'm not doing it, I'm done." I kept shoving it up his nose. It makes it funny because otherwise if you're trying to play hard, it really doesn't work because it's more about chemistry.

Q: It seems like the violence is a little more inferred in this film. There's a lot of it but I don't remember a lot of graphic blood and guts.

PELL JAMES: You don't? There's the crash scene and the guy with the cigarette on the car. I remember that very specifically. There was macaroni all over the pavement. It was very like dummies and a lot of resetting blood and then the showdown scene where Billings gets popped. I found it really violent. What kind of movies have you been watching? [Laughs] It wasn't as violent as Saw and Hostel.

Q: How long did you spend on the crash sequence?

PELL JAMES: Three weeks outside for all the exterior crash and then the last week and a half on a sound stage doing the interiors, which is kind of cool because you never get to shoot a movie in sequence. This was edited all out of sequence but we actually did shoot it in sequence which makes it a lot easier.

Q: What part of Surveillance did you find the most challenging as far as acting?

PELL JAMES: Sometimes it was really hard maintaining composure. People were just goofy.

Q: What projects do you have coming up next?

PELL JAMES: I just sold a show to FX that I wrote. You have to do that. You have to write or else the auditioning process becomes so grueling because it's so hard to work. So I wrote a TV show with my best friend that we just sold to FX and we're going to shoot that in a month which is really exciting. Producing is really hard. I had no idea. And then, I shot a movie last year that's coming out July 24th in New York and L.A. called Shrink with Kevin Spacey, Robin Williams, Saffron Burrows, Keke Palmer, and Mark Webber. It's a great little movie which is really fun. And then lastly, I have Tree of Life. I know how to put myself [out there], take it from me, I'm getting everything out there. I shot Tree of Life with Terrence Malick which is such a dream. I have no idea when it's going to come out, but I know I'm in it because he called me and said he didn't cut me which is really nice because there's this notorious story that Adrien Brody was going to be the big star and that he was in The Thin Red Line and he had a huge part in it and it was a big coup that he got it and then he got [cut]... I don't even know if he had a speaking part in it at the end of the day the way they edited it -- not because he wasn't great but it just didn't work for what Terrence had in mind and then he did The Pianist so he was fine. So you never know with him. He's like such a notorious cutter.

Q: How was it working with Terrence and also, can you talk a little bit about your character?

PELL JAMES: I don't think I can. I have no idea if I can. I meant to call him and ask him but I just didn't get around to it. He's pretty amazing to work with. I mean, it was such a dream. He's one of those people that you have this dream list of people that you want to work with and you never really think that you're going to end up working with him because God knows if he's going to do another movie. He's really doing them back to back now though. The crew was really great. It was in Texas and I had shot a movie in Texas a couple of years ago so it was like, "Hi Pell!" Again, it was another kind of family-like situation.

Q: I hear rumors there are dinosaurs in The Tree of Life. Is that true?

PELL JAMES: I've heard that too. I was not in a scene with a dinosaur. I will confirm that. I Google it like anyone else would because I would never dare ask him. I read the script and there's very long descriptions of things and this and that. We weren't exactly sure if the script was what was actually being shot. So, I don't know but I'm excited.

Q: So you don't know when The Tree of Life is coming out?

PELL JAMES: I Google it all the time to get information. I don't know. Hopefully soon.

Q: What other kind of projects would you like to do?

PELL JAMES: I'm really excited about my TV show. I wrote it with my best friend. It's like a dream job to work with your friends. We sold it to FX and we're shooting a pilot in two weeks and it's set in a rundown gym in Scottsdale, Arizona. It's called The Sweat Shop. And my stepbrother, who's this man-child towel boy, but we don't have towel service, is running it. I'm an ex-Wall Streeter and my job no longer exists and I'm a failed overachiever. Our parents started this gym - his father, my mother. It's disgusting. It's very male-driven humor and right up FX's road and really funny. It's just us trying to run this place, but at the same time it's like we're really looking to Cheers and Taxi as a reference point. I feel like a lot of comedies out now are just the same consistent joke so we're trying to humanize the people and make the audience care and laugh with them. Have you watched Cheers recently? It's all I watch right now. It's really good. It's really funny. You really care what's going on and it cleans up nicely.

Q: The humor comes from the characters rather than the situation?

PELL JAMES: Yeah, which is mainly TV. I love 30 Rock and I love The Office. All those shows are really good, but you see these big comedies coming out and they're not that funny, at least to me.