Your Bad Movie Night Guide, Vol. 1: Shark Attack 3: Megalodon


Friday night. Finally. The weekend is here and it’s time to party. Only, you don’t have any plans. Or maybe you’ve got a headache. Or your friends have a headache and have bailed on you. Or must just feel like staying in. What to do? A movie is always a fine suggestion, right? Yes, Netflix exists and it can get the job done in a pinch, but what about the time-honored tradition of visiting a video store and browsing the aisles for something suitable? For most of us, this is no longer an option as video stores have followed the dodo, mammoth, and dinosaurs into extinction (or near enough).

Before this was the case, finding ourselves in one of these minor slumps, or perhaps just actively seeking something to watch, my friends and I would visit Blockbusters to find the best worst movies we could. You know the sort: the so bad it’s good variety. Of these, there are many, and many acknowledged or at least, widely recognized classics. Plan 9 From Outer Space. Killer Klowns from Outer Space. And the rest of the outers space B-movies … Howard the Duck. Piranha. C.H.U.D. And, more recently, Sharknado and its ilk. But before there were tornados made of sharks, there was one shark movie so bad it was so good it hurt: so good, it was a masterpiece. Shark Attack 3: Masterpiece! Sorry … Shark Attack 3: Megalodon. I take it very seriously.

I used to joke that the producers of Shark Attack 3 just skipped the first two and went right to the third because it was so good. That was before the producers of Thankskilling, another classic, did just that and skipped Thankskilling 2 in favor of the more more epic Thankskilling 3. Only, Thankskilling 3 was anything but epic, and hardly watchable. Shark Attack 3: Megalodon lives up to its hype and surpasses it. I’ve watched it innumerable times and every single time there’s something new to discover and cherish. I actually considered creating a Shark Attack 3 blog with character bios for everyone in the film—they’re so utterly ridiculous and simultaneously resplendent that you could do it!

Enough preamble. We at Flixist want to take this opportunity to tell you about these bad movies that deserve to be watched, and every week we’re going to bring you a recommendation. This week, we start where it all started for me.

Straight forward. Bold. Effective.

Shark Attack 3: Megalodon
Director: David Worth
Release Date: November 25, 2002
Rated: R
Where to Watch: Shark Attack 3 on YouTube

SA3 is not only on this list a nostalgic stop in my own Bad Movie Night history, it’s attained B-movie celebrity status with several claims to fame all of its own. Dr. Who fans might know it for its star, John Barrowman, for his work in Dr. Who, and its spinoff Torchwood, from 2005 – 2011. So there’s that—he seems, nearly out of place in the film, although he also appears to revel in it. And then, most notably, SA3 owns the title of, perhaps, the most famous movie line ever. Rumor has it that Barrowman, in an effort to make his co-star Jenny McShane crack up, ad-libbed it on the spot, but the producers just kept it in. Do yourself a favor and don’t Google it prior to watching the movie. It’s a gem best left unspoiled.

John Barrowman's shit-eating grin shows up a lot.

SA3 is all over the place with a budget that matched. While several mainstream actors that you may have actually seen on U.S. screens were hired to do the bulk of the speaking roles, the producers also seemed to have farmed out chunks that were shot in Uzbekistan. In fact, while the majority of the shooting looks to have taken place in Mexico, most of the actors are dubbed over in English, with perhaps only the 3-5 of the principals actually going through the movie having spoken in English originally. Anything to save a buck.

But perhaps this movie’s greatest budgetary efficiency, and some of its most inspired brilliance is derived from its editing. They actually paid for stock footage of real great white sharks and used it in highly creative ways to make things happen that would otherwise be unbelievable. A great white shark biting a baited or buoy line and pulling it through the water becomes a megalodon grabbing a parasailer’s line and dragging it down into the sea. A shot of a shark attacking a seal becomes, inexplicably, and terribly, a shot of a megalodon attacking another shark (and simultaneously rescuing two humans). This is all balanced out, of course, by the fact that the shark growls. Yes, even while underwater, it growls. Don’t ask me why! Just enjoy it!

Apex Communications: going down!

At times, it’s hard to tell if these guys were seriously attempting a film, or had entirely phoned it in for jokes. While the box cover art’s tagline is “The terror has surfaced,” with fairly serious accompanying artwork, there are gags everywhere in the film. One of my favorites is when the billion dollar telecommunications company named Apex (meaning the top point, or pinnacle) has a logo with an arrow pointing downwards from the top. Or note the effort in creating the tech hub for this same massive comms conglomerate. High tech right? I think the original Star Trek bridge set has these guys beat.

The high tech hub of Apex Communications. 

Basically, I feel compelled to share this movie with the world, as I’ve done many times. Pretty much everyone I’ve ever shown it to has loved it, and if they didn’t, well, it just meant they’d revealed themselves to be people I should hang out with less. Lots less. If you can’t appreciate the look on the evil corporate villain’s face as he rides away on a jet ski, you have no soul. And don’t worry, he gets his. Evil corporate villains always get their’s in SA3. I’m not saying a lot about the plot or the actual events of the film because each is amazing in its own right and you deserve to see it unspoiled in all its utterly ridiculous glory.

Donnelly, CEO and evil leader of Apex Communications.



  • Take a shot every time a shark growls



  • “How do you think; I’m freezing my nuts off!”
  • “What the fuck am I paying you code monkeys for?”
  • “Are you afraid something’s going to swim up and bit your culo?”
  • “He’d make a hell of a submariner one day.”
  • “This guy needs medical attention!”
  • “We pay you to protect the bitches!” [Arguably, beaches, but it’s a close call.]
  • “But you’re the ass-man, and you’d do anything for that ass!” “Fuckin’ a-right, man!”


  • Divers thousands of feet down who are shown right at the surface
  • Fake AF lobsters
  • Boats that are supposedly in motion obviously not in motion
  • How many times the actors can shift into a higher gear when already in the highest gear
  • Growling sharks
  • Gratuitous nudity … right next to small children
  • Hand grenades
  • Explosives
  • Giving medical attention to someone when a shark’s about to eat someone else
  • How digital cameras really work
  • George Bush and Dick Cheney cameos

Former U.S. President and Vice-President George Bush and Dick Cheney in non-speaking roles.

  • The Five-Head Twins
  • The Ass-Man
  • Not-scary museum moments
  • People getting high at work
  • Shower sex, obviously
  • Dogs whose facial hair matches their owner’s