The animated fish story "Shark Tale" proved a box-office deluge, opening as the top weekend movie with $49.1 million and potentially breaking the record for best October debut.

John Travolta (search) and Joaquin Phoenix's (search) firefighting adventure "Ladder 49" premiered in second place with $22.8 million, according to studio estimates Sunday.

The new flicks bumped the previous weekend's top movie, "The Forgotten," to third place with $12 million, raising its 10-day total to $38.3 million.

"Woman, Thou Art Loosed," starring Kimberly Elise as ular debut in limited release, taking in $300,062 in four New York City and Los Angeles theaters. The movie averaged a whopping $75,016, compared with $12,226 in 4,016 cinemas for "Shark Tale."

"Huckabees," whose cast includes Dustin Hoffman (search), Lily Tomlin, Jason Schwartzman, Naomi Watts, Jude Law and Mark Wahlberg, gradually expands to nationwide release through October.

"Going Upriver: The Long War of John Kerry," a documentary from George Butler ("Pumping Iron"), opened weakly with $303,000 in 160 theaters for a $1,894 average. The movie chronicles the Democratic presidential candidate's Vietnam service and his subsequent stand against the war.

"Shark Tale" and "Ladder 49" lifted Hollywood out of its box-office doldrums. The top 12 movies took in $104.4 million, up 30 percent from the same weekend last year, the first increase after four straight weekends of declining revenue.

"The box-office has been flatlining for the last month. September was absolutely abysmal," said Paul Dergarabedian, president of box-office tracker Exhibitor Relations. "So 'Shark Tale' and to a lesser extent 'Ladder 49' really jump-started the marketplace."

If numbers hold when final figures are released Monday, "Shark Tale" would set a record among October debuts, topping the $48.1 million opening of last year's "Scary Movie 3."

"Shark Tale" overcame so-so reviews, with some critics calling it a retread of the "Shrek" movies and the fish tale "Finding Nemo."

After a long drought on children's movies, families flooded theaters for "Shark Tale." Adding to the luster was the movie's A-list voice cast, including Will Smith, Robert De Niro, Renee Zellweger, Angelina Jolie, Martin Scorsese and Jack Black.

While "Shark Tale" did not approach the $70.3 million debut of last year's "Finding Nemo," it was distributor DreamWorks' second-best opening ever behind the $108 million premiere of "Shrek 2."

"Would it have done better had the reviews not been mixed? Probably," said Jim Tharp, DreamWorks' head of distribution. "But there's not been anything in the family marketplace for a number of weeks, and the top-name talent and music in the movie were a big appeal."

Two-thirds of the audience for "Ladder 49" was 25 and over, a sign that the film could hold up well because movies for older audiences tend to have longer box-office life, said Chuck Viane, head of distribution for Disney, which released it.

Estimated ticket sales for Friday through Sunday at North American theaters, according to Exhibitor Relations Co. Inc. Final figures will be released Monday.

1. "Shark Tale," $49.1 million.

2. "Ladder 49," $22.8 million.

3. "The Forgotten," $12 million.

4. "Sky Captain and the World of Tomorrow," $3.4 million.

5. "Mr. 3000," $2.6 million.

6. "Woman, Thou Art Loosed," $2.5 million.

7. "Shaun of the Dead," $2.4 million.

8. "Resident Evil: Apocalypse," $2.3 million.

9. "First Daughter," $2.15 million.

10. "Cellular," $2 million.