In order to follow the phenomenal and surprising success of “Twilight,” the makers of the second installment, “New Moon,” are definitely upping their game. That means a higher budget, improved special effects, and filming on location in Italy. Plus, they are bringing in some Oscar-caliber actors who bring a level of legitimacy to the cast, most notably Michael Sheen, who plays the vampire leader Aro, and Dakota Fanning as his follower, Jane.

Sheen and Fanning play members of the Volturi, the ancient band of aristocratic vampires who enforce the laws of their society. They have lived for centuries in Volterra, Italy, and each member has a unique ability. Sheen’s character, Aro, can absorb anyone’s thoughts just by touching them, while Jane, played by Fanning, can psychically inflict pain.

While Michael Sheen has been an established actor in Britain for over a decade, he became known in America for his layered portrayals of notable people: first, in 2006′s “The Queen” as Tony Blair, and last year as David Frost in “Frost/Nixon.” Both of those films received Academy Award nominations for Best Picture. Sheen’s not entirely unfamiliar with the realm of the undead, though. He appeared in “Underworld” and this year’s “Underworld: Evolution,” where he played a shape-shifting Lycan who was at war with vampires, ironically enough.

Dakota Fanning was only eight years old when she was nominated for a Screen Actors Guild award for “I Am Sam.” She has won two Critics Choice Awards for Best Young Actress as well. Now 15, she’s transitioning into more mature roles while also attending high school. She’ll work with Kristen Stewart again in “The Runaways” about the mid-’70s all-girl rock band.

Also joining the cast of “New Moon” as Volturi are Cameron Bright, a two-time Critics Choice Award nominee, as Alec, and Jamie Campbell Bower, who was in Tim Burton’s “Sweeney Todd,” as Caius. Graham Greene, an Oscar nominee for “Dances with Wolves,” is another new addition as Quileute tribe elder Harry Clearwater.

Production has already begun on the third movie, “Eclipse,” and it has also attracted some acclaimed new faces. Much has already been made of Bryce Dallas Howard taking over the role of Victoria from Rachelle Lefevre. Howard was nominated for a Golden Globe last year for HBO’s adaptation of Shakespeare’s “As You Like It.” Also, Columbian actress Catalina Sandino Moreno will play the vampire Maria. Moreno was the first Best Actress Oscar nominee for an entirely Spanish-speaking role in 2004′s “Maria Full of Grace.”

So why are these well-regarded actors joining the franchise that is beloved by a core audience but mostly dismissed by critics? It’s easy to say that it’s just the paycheck, but that can’t be the only reason. While “New Moon” is a bigger production than “Twilight,” the budget is still below average for a Hollywood blockbuster. It’s more about changing or expanding public perception. For Sheen, he’ll be increasing his visibility to the broader public, while Fanning gets to show that she’s maturing. Plus, they are getting the chance to become powerful, cultured, and villainous vampires, and as any actor will tell you, it’s more fun to be the bad guy