When the Wayans brothers decided to take their sequel ideas somewhere else, they left Miramax without much other than the name "Scary Movie 3."

Enter spoof movie master David Zucker ("Airplane!") and a laundry list of celebrities including Ja Rule, Queen Latifah, Fat Joe, Pamela Anderson and Master P, and voilá, the series continued, generating a bigger buzz than "Scary Movie 2" ever had.

"This is gonna be the best 'Scary Movie' ever because I'm in it!" Master P proclaimed recently. "My acting skills have grown tremendously. And I got a chance to wear [my] P. Miller clothes in the movie. It was definitely a fun movie. And it's a great movie."

P shares his scenes in "Scary Movie 3" -- which spoofs everything from "Signs" and "The Others" to "The Ring" and "8 Mile" -- with proven comedic actors and fellow rappers Method Man and Redman. "They are best friends, but I kinda broke 'em up because I'd be serious and they'd be clowning," P said. "When we got together it was just great chemistry. Hopefully we'll do something [else] down the line real soon."

The new "Scary Movie" cast also includes Charlie Sheen, who starred in the similarly minded "Loaded Weapon 1" and "Hot Shots!" movies, Anthony Anderson ("Kangaroo Jack"), George Carlin ("Dogma"), Eddie Griffin ("Undercover Brother"), Jenny McCarthy ("Scream 3"), Macy Gray, Simon Cowell and Anna Faris, who reprises her Cindy Campbell role from the first two. In addition to Meth, Wu-Tang members Ghostface Killah, Raekwon, RZA and U-God will also appear.

The original "Scary Movie" made over $157 million in 2000, and although the following year's sequel wasn't nearly as well received, it still managed to take in an impressive $71.2 million.

Zucker's version will reportedly steer clear of the gross-out humor that drove the first two in favor of the slapstick he's made a career with. In addition to directing the upcoming Ashton Kutcher comedy "My Boss's Daughter" and co-directing "Airplane!," Zucker's credits include "Top Secret!" and the "Naked Gun!" series. He's even brought Leslie Nielsen along for the "Scary Movie" ride.

"Scary Movie 3" is scheduled to hit theaters October 24.