BEVERLY HILLS, Calif. — The hardest thing about a pirate's life for Penelope Cruz was not all the swashbuckling and sword fighting and sailing the high seas.
It was not even the added rigor of being a pregnant pirate as she filmed her scenes last summer for "Pirates of the Caribbean: On Stranger Tides" while carrying her first child, a son with husband Javier Bardem born early this year.
Cruz said her toughest job on the fourth "Pirates" flick, overseen by her "Nine" director Rob Marshall, was staying in character opposite Johnny Depp as woozy buccaneer Jack Sparrow.
"To keep a straight face sometimes with Johnny in some of the more dramatic scenes," Cruz said in an interview for "On Stranger Tides," which sails into theaters overseas starting May 18, just ahead of its May 20 U.S. opening. "I would look at him doing the things he does as Jack Sparrow, and Rob had to cut so many takes with Johnny or me, because we could not control ourselves. He would provoke me and always make me laugh.
"It was harder than the swordfights, for sure."
Cruz, 37, was easy pickings for Depp, Marshall and the rest of the "Pirates" crew, who landed her without having to put out much bait. She had been friends with Depp since they co-starred in 2001's crime drama "Blow," while Marshall directed Cruz to her third Academy Award nomination for the 2009 musical "Nine."
Marshall popped the question to Cruz over dinner in London as they were finishing work on "Nine." He already had sounded out Depp and "Pirates" producer Jerry Bruckheimer about casting Cruz as Sparrow's old flame.
Bruckheimer had been angling for Cruz in the role even before Marshall signed on to direct. He had Cruz's picture on his planning boards as the character was being developed, and "it made it a lot easier when Rob committed, because she likes him, and she worked with Johnny before, so any trepidation she had about the project was lessened," Bruckheimer said.
For Cruz, there was no trepidation. The actress, known largely for her work in fellow Spaniard Pedro Almodovar's films — including "Volver," which earned Cruz her first Oscar nomination — and Woody Allen's "Vicky Cristina Barcelona," which earned her the supporting-actress Oscar for 2008, was a pirate at heart.
A fan of the original "Pirates" trilogy, Cruz said the decision to enlist took no thought at all. Marshall said when he brought up the idea toward the end of their dinner, Cruz jumped up and said yes as soon as he hit the word "pirates."
"I was sad, because we were finishing the process of 'Nine,' and it was a wonderful time that we had together, and I love Rob very much," Cruz said. "We went to dinner, and at the end, he told me, would you like to do 'Pirates 4' with Johnny and me. And I said, 'Why would you wait to ask me after the dessert? Why didn't you ask me as soon as I sat down?' I hugged him and I said yes, even before I read the script. ...
"Then I read it, and I discovered it was this manipulative pirate and a character so full of colors and contrasts and contradictions. I was very happy with the material when I read it. I thought there were a lot of possibilities. It's so much fun to play a liar, because I'm not a good liar in life. Other people think that if you're an actor, you're supposed to be a good liar in your life. It's almost the opposite. No, no, I'm not a good liar, but I love playing a liar."
Cruz plays Angelica, Sparrow's embittered former lover, the daughter of dread pirate Blackbeard (Ian McShane). Angelica, her dad and Sparrow follow in explorer Ponce de Leon's search for the fountain of youth, with pirate-turned-British-privateer Barbossa (returning co-star Geoffrey Rush) in pursuit.
As the production date neared, Cruz found out she was pregnant. Marshall and Bruckheimer worried Cruz might back out, but she remained game to do the film, and they changed course a bit to accommodate her condition.
The schedule was adjusted to shoot more of Cruz's scenes before she started to show. The costume designer created an elastic corset to allow the actress to move more freely, and Cruz's outfits were constantly being altered.
"I just had a new fitting every three weeks," Cruz said. "We kept having fittings, but they were very, very kind to do it."
Cruz did all of her close-up action scenes, though her pregnancy forced the filmmakers to use a stunt double on more of the wide shots.
"And we were very clever how we shot her," Marshall said. "It took more time, but it was worth it. When I was looking to cast Angelica, I knew when I saw it on the page that this was quite a big bill to fill. You have to go up against Jack Sparrow, this iconic character, as a female. You have to match him and go toe-to-toe with Jack. She's got to be so many things. She has to be charismatic and sexy. She has to be a great actor and funny and physical.
"I realized for me that there was only one person. That was Penelope. So we knew that we'd rather work with her and make it work, because she was so right for the role."
After two films with Marshall, Cruz is reuniting with two other filmmakers for a couple of Italian tales. She co-stars with Jesse Eisenberg, Ellen Page and Alec Baldwin in Allen's next film, shooting this summer in Rome. Then she's doing an Italian-language film with actor-director Sergio Castellitto, who directed her in the 2004 drama "Don't Move."
Her work on Allen's film will take only three weeks, which suits Cruz's desire to balance career and family now that she's a mom.
"I'm sure naturally it alters or affects your decision process," Cruz said. "What is good is that for the last five years or so, I didn't want to work nonstop, like four movies a year, three movies a year, like I did before. I was a workaholic. The last few years, I've been doing one a year, two maximum, if they were short.
"So I think I found a good, healthy equilibrium between the time for work and the time for, you know, everything else in life."