Claire Danes's so-called life got turned upside down the day she was cast in Terminator 3: Rise of the Machines. Three weeks into filming last spring, producers realized that then-19-year-old Sophia Bush (Van Wilder) was a bit too young for the role of veterinarian Kate Miller. With no time to spare, they sought Danes, 23, to replace her. "I got the script literally that night, read it and had to evaluate it very quickly," recalls the actress, who decided to "take the leap of faith" and join the big-budget sequel. "It was very overwhelming and disorienting."

As the Yale coed quickly discovered, that was nothing compared to her first day on the T3 set. "I'm doing this scene at night with flames all around me," she recalls, "and I'm on the ground when Arnold [Schwarzenegger approaches] in his Terminator garb holding a machine gun. He's looking down on me and I'm thinking, 'This is not happening.' I was like, 'How do I react?' Thankfully, my character was in a similar position. She suddenly found herself in this alternative reality, as did I. So, it didn't require too much imagination."

Danes can't say the same about the rest of the CGI-heavy blockbuster, which hits theaters July 2, 2003. "I have no idea what the movie will ultimately look like, because I acted [opposite] a piece of yellow tape on a matte box throughout 70 percent of the film," she explains. "It was embarrassing, because I was making some pretty extreme facial expressions and screaming at the top of my lungs [while] acting to nothing."

That's quite a stretch for a performer used to sharing the screen with Oscar winners like Susan Sarandon, Holly Hunter and, most recently, Meryl Streep, who plays her mother in The Hours (out Dec. 27). Speaking of which, why is the Golden Globe winner (for the late, great My So-Called Life) involving herself in such blatantly escapist fare? Shouldn't she be off filming a remake of Wuthering Heights or something?

"I really don't appreciate elitist attitudes about art," groans the upcoming star of Jodie Foster's circus-set drama Flora Plum. "I don't identify with that. I don't get it. I appreciate raw entertainment... [Besides], how lucky am I to be able to experiment with different styles of filmmaking and acting?" Not to mention cash a pretty fat paycheck.