He's a married Aussie with three kids. She's a Yale-educated single girl from New York City. But in Something New, Sanaa Lathan, 34, who plays an uptight businesswoman, can't help falling for Simon Baker, 36, her laid-back landscape architect, despite issues of race and class. PEOPLE's Alexis Chiu chatted with the pair about how they bonded—onscreen and off.

Sanaa, we hear Simon wore more makeup than you during filming.

Lathan: He has pale skin and I have dark skin, so they had to balance us out a bit [for lighting reasons]. All of the girls in the makeup trailer got to see Simon naked. They totally did his whole body in tanning cream.

Baker: I looked like a Greek fisherman, didn't I?

Lathan: The makeup gave him that sunny glow.

What else went on in that makeup trailer?

Lathan: It was really Simon and 10 black women. He was privy to private black girl stuff. Secrets ...

Baker: I was a fly on the wall. I vowed never to tell.

Was he popular on-set?

Lathan: All my girlfriends had crushes on him.

Baker: You were a little protective of me. All the other girls would be like, 'Heeey!' and she would look at me like ... (furrows his brow).

Lathan: I was like, "Stay away from my man." That was just me being in character.

You had to strip down again for a love scene, Simon.

Lathan: Even though it's PG-13, we did a scene where we saw his butt. No one will see it, but we did!

Any Valentine's Day plans?

Lathan: He tried to set me up.

Baker: I sort of tried. It didn't work. Within five minutes, you were like, "It's not working."

Have you dated interracially?

Lathan: I don't discriminate.

Baker: I've been married 12 years, and my memory only goes back five. I once dated an Asian girl; we sort of shacked up for a few days.

He's blushing!

Lathan: Aww, he's such a guy. Most American movie stars are boy-men. Simon's a man. He has that edge but is able to be romantic and sweet.

So, are you both romantics?

Lathan: I am.

Baker: I'm hopeless.