"Revolutionary Road" doesn't just reunite "Titanic" stars Leonardo DiCaprio and Kate Winslet (this time as an unhappy couple). It also brings back Kathy Bates, as their busybody neighbor. We eavesdropped on Winslet and Bates talking about working together again, 11 years later.

BATES: I can't remember how we met exactly—I know it was on "Titanic," but I can't remember where we were.

WINSLET: I can't remember either, Kathy. Isn't it awful? But I do remember turning to you on set one day, and we were shooting a scene where we're all getting into a lifeboat—it's the last time you see Rose and her mother in the same frame. It was very windy, and there were lots of extras, crazy lighting, it was 4 in the morning, and I remember turning to you and saying, "Have you got any thought—anything?!" You leaned into me and very quietly said, "Remember, this is the first time and the last time that you're seeing your mother." It helped me tremendously.

BATES: Aww. Thank you! Thank you!

WINSLET: I was so young then, and when I knew that you were in the movie, I just couldn't believe that I was going to get to stand next to you.

BATES: Oh, good Lord, girl. What do you like most about acting?

WINSLET: I think—big pause—there are so many things. But it's really the specific process of acting that I love. It's about the nuts and bolts, day-to-day process of working with other actors, directors and uniting as a team. What is it for you?

BATES: Well, when I was starting in the theater, it was sitting in the dark. I loved being in the dark and watching other actors perform from the wings and learning from what I was seeing them do. Working with Sam [Mendes, the film's director and Winslet's husband] was as close as I can remember to doing a play. I adored him.

WINSLET: Well, I'm very happy to say I adored him, too.

BATES: Was this the first movie you and Sam worked on together?

WINSLET: Yeah, we've never done anything together at all. I was never nervous. I always see it as a part of my job to comply with the director's every wish, and to establish a level of trust with that person.

BATES: What made you want to tell the "Revolutionary Road" story?

WINSLET: I was sent the screenplay through my agent, who was very passionate and said to me, "Hands down, we have to make this happen." And so I talked to Sam. He said, "I absolutely want to do this," and I remember doing some kind of strange joy dance around our living room where I sort of pulled the cushions off the couch and ran around screaming. Then I said, "OK, how do we get Leo?" I had also, in my quiet way, handed Leo a copy of the script over coffee one day, sort of a year earlier. And he had read it and sort of parked it in the back of his brain, but he hadn't been available. Leo has a very thorough process when it comes to making a decision about a film—I knew that he was just still thinking about it. And then Sam had a really big, fat sort of proper meeting with Leo about it. Leo, pretty much the next day, said yes.

BATES: What was it about April that made you want to dive in?

WINSLET: I'm very different than April. If something is wrong in my life, I face it head-on and fix it. But I think what grabbed me the most was that there was so much passion in her that is unspoken—so many hopes and dreams that are never going to become a reality. One of the hardest aspects of playing April is the fact that she isn't quite the mother she wants to be. When she's short-tempered with her children, I did find that hard. It made me want to go home and cuddle my children. We were enormously helped by the fact that the two children were actually brother and sister, Ryan Simpkins and Ty Simpkins, and Ty and I had worked together on "Little Children." Their closeness made for a very comfortable environment. Between takes, Leo and I would swing with them and tickle them and sit with them and be with them, so that they were as much a part of the on-set family as they were the movie family.