Ghosts of the Abyss (also known as Titanic 3D: Ghosts of the Abyss^[4][5]) is a 2003 American documentary film produced by Walden Media. It was directed by James Cameron after his 1997 film Titanic. During August and September 2001, Cameron and a group of scientists staged an expedition to the wreck of the RMS Titanic and dived in Russian deep-submersibles to obtain more detailed images than anyone had before. Using two small, purpose-built remotely operated vehicles, the documentary offers glimpses into the Titanic wreck and, with CGI, superimposes the ship's original appearance on the deep-dive images.

The film is narrated by actor Bill Paxton, who joined Cameron on the expedition and previously played Brock Lovett in the 1997 film. The film premiered for IMAX 3D and was nominated for a BFCA award for Best Documentary. The submersibles Mir 1 and Mir 2 carried the filming team on 12 dives.^[6]

Director James Cameron returns to the site of the 1912 wreck of the RMS Titanic, aboard the Russian research vessel Akademik Mstislav Keldysh with a team of history and marine experts, and his friend Bill Paxton.^[5] Cameron and the crew document the interiors and exteriors of the wreckage using 3D technology designed for the documentary. While diving on September 11, 2001, the filming crew hears about the 9/11 attacks on the World Trade Center and the Pentagon. Afterward, they compare and reflect on the tragedy of 9/11 with the tragedy of the Titanic.

Throughout the movie, there are re-enactments of events that are discussed that use CGI recreations of the interior of the Titanic.

• Don Lynch as Titanic's designer Thomas Andrews
• Ken Marschall as White Star Line President J. Bruce Ismay
• Miguel Wilkins as Qm. Robert Hichens
• Federico Zambrano as John Jacob Astor IV
• Dale Ridge as Elizabeth Lines
• Judy Prestininzi as Molly Brown
• Adrianna Valdez as Helen Churchill Candee
• Justin Shaw as Wireless Officer Jack Phillips
• Thomas Kilroy as Poker Player
• Charlie Arneson as First Officer William Murdoch
• Piper Gunnarson as Madeleine Astor
• John Donovan as Captain Edward Smith
• Janace Tashjian as Edith Russell
• Jesse Baker as Second Officer Charles Lightoller
• Justin Baker as Junior Wireless Officer Harold Bride
• Aaron C. Fitzgerald as Lookout Frederick Fleet
• Bill Paxton as the narrator

The film was screened out of competition at the 2003 Cannes Film Festival.^[7]

Buena Vista Pictures Distribution handled distribution of the film in the United States and Canada with sister company Buena Vista International handling UK distribution, both under the Walt Disney Pictures banner. Summit Entertainment handled international sales of the film.^[8]

The official soundtrack's score was composed and conducted by Joel McNeely, and the orchestrations were conducted by David Brown, Marshall Bowen, and Frank Macchia. The album was also recorded and mixed by Rich Breen, edited by Craig Pettigrew, and mastered by Pat Sullivan. The album was ultimately produced by James Cameron, Randy Gerston and Joel McNeely and released by Disney's Hollywood Records label. Part of the film was filmed in St. John's, Newfoundland, Canada.

Toad the Wet Sprocket lead singer and songwriter Glen Phillips contributed the opening track, "Departure". James Cameron loved the band's 1991 track "Nightingale Song" but found Columbia Records' licensing fee too high (it wanted over $5,000 for the use of the one minute he wanted to use) so he contacted the band's management hoping they could re-record it for his film, only to find they had broken up in 1998 and could not. However, during the negotiations Cameron asked if Phillips would be interested in writing a new track in the spirit of the older song and "Departure" was created. it was produced, mixed, and all instruments played by Phillips in his garage studio though this was not credited in the CD booklet.

The closing track is Darkness, Darkness by Lisa Torban, whose discography and biography remain unknown to this day.