Leader of the Pack

George Clooney's maxims: Work only with people you respect (like his Ocean's Eleven director, Steven Soderbergh). And make sure you pull off at least one killer prank on every film set.

“I’ve brought you here to kill you,” George Clooney mutters as he pilots his car through a stretch of unpaved, unmarked California terrain. There is no hint of menace in his voice, just an echo of the barren moonscape of boulders and low-lying hills we’re navigating, the kind of place where people are taken to die anonymously. Spotting a cluster of ramshackle adobe buildings, Clooney slams on the brakes, hops out of the car, and shouts, “This is it!” As he stands on a patch of hillside, surveying what looks to be a hard-luck Mexican home stead, his eyes brighten; a grin sweeps over his face that seems to say, It just doesn’t get any better than this.

This is not a pretty place. More important, this place is neither poor nor Mexican—it’s an abandoned movie set. But it’s perfect for a bit of cinematic mayhem, and that makes the 40-year-old Clooney exceedingly happy. He has just driven an hour and got lost six times en route to this sun-blistered edge of L.A.’s suburban sprawl to scout locations for a murder scene in Confessions of a Dangerous Mind, his directorial debut. Written by Hollywood’s resident absurdist, Charlie Kaufman (Being John Malkovich), the black comedy is based on The Gong Show impresario Chuck Barris’s real-or-imagined autobiography, about his secret life as a CIA hit man.

“Look, Don King came here to die!” Clooney shouts, picking up a spiky tumbleweed. “Bring me the head of Don King!” Big laughs all around from the producer, production designer, and cinematographer, who have showed up to meet with him. Clooney can’t wait to tell them that he just got commitments from Drew Barrymore and Julia Roberts to star in the movie. “Which role is Julia doing?” asks Newton Thomas Sigel, the cinematographer. “Hell, I’ll let her have my role if she wants it,” Clooney shoots back. Pause. “And I do mean let her have it.”

Clooney is an entertainer, one of a rare species who takes the job seriously without taking himself too seriously. He’ll make an off-color joke in front of a journalist. He’ll fire off one that lands with a resounding thud. It doesn’t really matter. What he won’t do is drop the ball when the opportunity presents itself. As he stomps around in his black T-shirt, baggy khakis, and the grease-stained boots he stole from his wardrobe for The Perfect Storm, it’s easy to forget that he’s the movie star who drove up in the gunmetal-gray BMW. With the oaky build of a carpenter, Clooney looks like a guy who came here to do some hard work. An idea hits, and he sprints off toward the arches of the town hall. “We could go Sergio Leone on him,” he says, sticking his head through a window, only to realize that the place is a two-dimensional facade. He spins around wearing his best dunce face. “It looked so nice from over there,” he groans. “Hollywood is always fooling me.”

The truth is, he’s got it backward. Over the past three years, Clooney has quietly shed his image as ER’s resident rake and established himself as a shrewd businessman and a dependable tastemaker among the ranks of the world’s most sought-after leading men. Subverting Hollywood’s culture of excess, he has become a bigger star by taking less money and smaller roles in a string of critically and commercially successful movies: Out of Sight, Three Kings, The Perfect Storm, and O Brother, Where Art Thou?. “The goal was to recognize how much money you need to live an incredibly comfortable life,” he says. “I don’t want to stockpile money and have this list of really bad films at the end of it. You want to be at that charity retrospective when you’re 70 and have it not be filled with crap movies.”

For a while there, when he was making such middlebrow star vehicles as The Peacemaker and Batman & Robin, he had good reason to be worried. When Clooney logged himself mercilessly for derailing the Batman franchise, it seemed a bit self-indulgent. (In fact, he admits he was employing a strategy he learned from JFK’s response to the Bay of Pigs debacle: A hasty mea culpa always gets the sympathy vote.) But it was that brush with humiliating failure that freed him to approach his work like a guy diagnosed with a terminal disease; he now relishes each day on a movie set and tries not to let the little stuff bother him. “George is a unique human being, in that he’s happy with his life,” says Lorenzo di Bonaventura, Warner Bros.’ president of worldwide production. “He’s at peace with who he is and doesn’t need more to validate it.” A throwback to the golden era of Hollywood bon vivants, Clooney rails against the modern model of the self-serious mega-celebrity who fends off the outside world with a secret service of handlers and professional friends. What seems to thrill him most—perhaps more than the acting itself—is that he’s finally in a position to get projects green-lighted and to reinsert a little enjoyment into the collective endeavor of moviemaking.

Ocean’s Eleven provided the perfect playground in which to re-create that mythic sense of one-for-all-and-all-for-fun revelry. In this story of an audacious Vegas casino heist, Clooney joins a Milky Way of stars, including Brad Pitt, Matt Damon, Julia Roberts, Don Cheadle, and Andy Garcia. The 1960 caper picture on which it’s loosely based epitomized the fantasy of freewheeling showbiz decadence, and there is no denying the voyeuristic delight in watching Rat Packers Frank Sinatra, Dean Martin, Sammy Davis Jr., Peter Lawford, and Joey Bishop pal around in their natural habitat. But the movie is riddled with plot holes and hamstrung by stiff acting and a cast of characters who seem to lose interest in their own scheme.

Because the original was so blatantly flawed, director Steven Soderbergh (Erin Brockovich, Traffic) took on the project feeling that there was plenty of room for improvement, without trampling on sacred ground. The story had undergone a radical reconception by Ted Griffin (Best Laid Plans), and Soderbergh was intrigued by the challenge of depicting the intricacies of male friendship within the context of a glossy studio release. “It was the opportunity to combine my interest in character and story with an aesthetic that is traditionally associated with guy movies,” Soderbergh says. “It’s what I consider to be the masculine and feminine aesthetic. But if I had said that to Warners, I don’t think they would have allowed me to do it.”

Clooney at first hated reinforcing the notion of himself as some kind of Rat Pack revivalist, an association that has stuck to him because of his own band of lifelong buddies, known as “the boys.” But the actor, who had recently formed a production company, Section Eight, with Soderbergh on the Warners lot, was looking for a chance to work with his Out of Sight director again. “Steven passes on so many movies, so when he says, ‘I know how to do it,’ you pay attention,” Clooney says. “And we also have a much better script than the original.” Griffin’s adaptation reimagines the lost genre of ’60s men-on-a-mission star spectacles, like The Dirty Dozen and The Great Escape. “There is a certain ease and generosity and lack of posturing in the DNA of the movie that most windup-toy studio movies lack,” Soderbergh says. “The testosterone level is very low, and the men in this movie were not threatened by one another.”

Problem is, that kind of egolessness is tough to come by in today’s Hollywood. The make-or-break moment came long before production began, when the prospect of multiple stars with $20 million price tags threatened to break the bank. In typical fashion, Clooney gamely cut his salary in half, which set the precedent for the rest of the cast to follow suit. “There was a feeling of participation, because you’ll have some percentage of the film in the back end, and we’ll put it into a pot and split it up,” Clooney says. By democratizing the pay scale, the filmmakers also hoped to weed out any potential divas or troublemakers. “We only wanted to have people who play nice and want to have fun,” Clooney adds. “We’re way into the life’s-too-short theory.”

Finding takers did not turn out to be a problem. The first call made was to Pitt, who had recently expressed interest in working with Soderbergh. When Pitt signed on immediately, Clooney briefly considered giving up the lead role of heist mastermind Danny Ocean. “Brad’s a bigger star, and I was cognizant of being delicate with the egos involved,” Clooney says. “But it seemed to me that I was really made to play Danny, because I look too old to play the other part. I’m only a couple of years older than that fucker, by the way, but Brad looks 25 and I look 45.” Clooney enticed Roberts to play Ocean’s estranged wife by issuing her a charming challenge: He sent a script with $20 attached to a note that read, “I hear you’re making 20 a film now.” Damon accepted an offer to play the pickpocket without even reading the script. Soderbergh recalls, “Matt just said, ‘Tell me when to show up.’ ”

The rest of the gang, which includes Cheadle, Carl Reiner, Casey Affleck, Scott Caan, Elliott Gould, Bernie Mac, and Edward Jemison, showed up in Las Vegas last February for six weeks of work, accompanied by a grueling around-the-clock bacchanal. Clooney set the camaraderie in motion by showing up with a set of 11 fire-engine red bicycles stenciled with the names of each gang member. And veteran producer Jerry Weintraub (Diner, The Karate Kid) used his deep Vegas connections, dating back to when he booked Sinatra’s shows there, to set up the entire cast and crew at the Bellagio hotel and give the production unlimited access to the gambling pits for shooting. “It was the best time I’ve ever had in my life,” Clooney says. “We were only working about six hours a day. So that left a lot of time to drink or play golf or gamble and hang out with friends.”

The side-by-side villas at the Bellagio, where Clooney, Damon, Roberts, Pitt, and Weintraub stayed, became a kind of staging area for nightly bouts of bedroom-farce pranksterism. Weintraub, a jovial 64-year-old who earned his partying credentials while skulking around Vegas with the original Rat Pack, became Clooney’s target of choice. Some of the greatest hits include Saran-wrapping Weintraub’s toilet (“When I came in to pee one night,” the producer recalls, “it went all over!”); calling the hotel front desk, impersonating Weintraub, and ordering 5 a.m. wake-up calls (“Hello? I didn’t leave any goddamn fucking wake-up calls! Clooney!”); and covering the napping producer in M&M’s.

Clooney enlisted the help of Damon and Roberts to pull off his masterwork: The three of them took to hauling the Bellagio’s giant statues and plants to the front of Weintraub’s villa late at night. “Every day he’d have something else outside his door so he couldn’t get out,” Clooney says with a giggle. “One time he was wearing these tight spandex bicycle shorts, and he opened the door, and I went to Matt, ‘Remind me never to get old,’ and [Weintraub] went, ‘Hey, fuck you!’ So, the next night we took the statue, and Julia, Matt, and I got black trash bags and taped and molded them to look like bicycle shorts on the statue.”

Always a good sport, Weintraub was dubbed the production’s host. “Steven took care of them during the day; I handled things after that,” he says. Weintraub was the guy who made one phone call and got the best steak house in town to open after hours for a dinner with Clooney, Roberts, Damon, Affleck, and director Gus Van Sant, who was visiting the set. He threw parties for any occasion, most lavishly in honor of Soderbergh and Roberts’s Oscar victories, which came during the shoot. “Everybody got loaded. It was like prom night,” recalls screenwriter Ted Griffin of the awards blowout. “Everyone was dancing, and Julia got up and made a little speech wearing a T-shirt that had Soderbergh’s picture and her nickname for him, which is ‘mélange,’ because he’s like an amalgam of so many things.”

By all accounts, Soderbergh had little interest in partaking in many of the extracurricular activities. While Pitt, Roberts, and the rest of the cast joined in with varying degrees of regularity, Clooney and Damon were the stalwarts. Stamina was tested. Hangover coping skills were stretched. But call times were always made.

“I did get caught once where I was out just blazing with the boys,” Clooney says. “I had changed my theory about drinking, [and I was going] with vodka and soda and nothing sweet, so there’s no hangover. When I got back at like four in the morning, I had a message that said I had to work the next morning at 6 a.m. And when the alarm went off two hours later, I felt pretty good. I was going, ‘My theory works.’ When I went in the bathroom and looked at myself, I realized I wasn’t hung over because I was still sauced. That was the one time I got a real surprise.”

The monkey business on any Clooney set is serious business, a creative endeavor unto itself, with its own set of rules and terminology. Successfully pulling a prank is to “get” someone. Clooney calls himself an “I got you” kind of guy. And retaliation, while not mandatory, is expected, respected, and encouraged. Most important, it’s considered bad form to reveal the most incriminating or character-damaging stunts. The farting contest between Pitt and Clooney on the Warners jet was one of the production’s most patently South Park moments. “When you’re at 30,000 feet and you can’t crack a window, it can be particularly upsetting,” recalls Griffin, who was one of the eight passengers aboard. “Brad came up with the winner, which absolutely flattened all of us.” Clooney swears that no one “got” him during the Ocean’s Eleven shoot. “They tried,” he says, “but they’re, like, terrified of what would happen.”

As of this writing, though, that score may have changed. Pitt called back after being interviewed for this story to say that he’d forgotten an incident involving Clooney that concerned him. “He wanted to know how he, too, could be People magazine’s Sexiest Man Alive two times running,” Pitt says, straining to maintain his deadpan. “I told him flat out, he’s got to want it badly enough. He’s got to write in every day. He’s got to send flowers. I didn’t have the heart to tell him that I don’t think he has it, because I know it’s very important to him.” Snort. Snort. Pitt can barely contain himself. “I’d like to help in his campaign. It’s important to him.” Gotcha.

Despite the one-upmanship and high-altitude hijinks, no one wanted to repeat the mistakes of the original film. “Steven would say, ‘If having a great time making a movie translated into a good movie, then The Cannonball Run would have been the greatest movie ever made,’ ” Griffin says. “We all had a consciousness that even though we were in Vegas, it shouldn’t be one big screw-off.” Clooney was especially tough on himself while shooting a pivotal monologue scene, in which Ocean lays out the plans for the heist. “By the time we got around to shooting George, it was like three or four in the morning,” Griffin recalls. “George did the speech over and over, and I think he got really pissed at himself for not having it solid. I saw him pretty much punch a wall because he flattened a line. I think the problem was that he’s a guy who tries not to be self-absorbed when he’s working, and on set, he’s focused quite often not on what he’s doing, but on the whole shebang, on making sure he’s in a good movie.”

George clooney knows better than most what it’s like to be on the losing end of that equation. Though he has showbiz in his blood—his father, Nick, was a Cincinnati newscaster who went on to host a classic movie show on AMC; his aunt is singer Rosemary Clooney; his cousin is actor Miguel Ferrer—he is still something of a self-made man. There are few stars at Clooney’s level who prevailed despite years of failed television pilots, shlocky horror flicks, and a few real hide-the-evidence turns on such shows as The Facts of Life and Sisters. Looking at the first ten years of Clooney’s résumé, it’s not hard to imagine the joke reel that might be assembled for that charity retrospective he talks about. But what makes him different, both from actors who see spectacular success too early and those who never do, is that he recognizes the value of having struggled. “Luckily, I didn’t get famous until I was 33, so I had the opportunity to screw up a lot businesswise without really damaging anything,” he says. “I learned about acting before I got famous. And it doesn’t make you a great actor, but it puts you in a position of understanding when you’re a bad actor, and trying to avoid that.”

At the moment, barreling down the highway and leaving the faux Mexican homestead behind, Clooney’s most concerned with avoiding things like red lights, traffic, and unnecessary detours. “I’ve got to tell you, I haven’t been this badly lost in a long time,” he says, turning into a residential neighborhood to go around the block and avoid the stop sign. “You are going to be very pleased with this move,” he promises. “Now I’ll beat all these guys!” He likes to ratchet up the suspense in the name of adventure, even when there’s nothing particularly adventurous going on. It’s also about manic energy: Clooney is never engaged in fewer than three tasks at once. He’ll be describing his favorite scene in All the President’s Men in startling detail while driving with one hand and blindly rummaging through the backseat of his car with the other. “The world is my trash can,” he observes, interrupting his own treatise on realism in ’70s cinema. “Every guy’s backseat is just filled with junk.”

The root beer bottle rattling around back there doesn’t exactly rate a slob disclaimer, but Clooney’s compulsive humility has long been a valuable tool. It has kept his ego in check and helped him realize that when it comes to roles, size doesn’t count—it’s all about the company you keep. That philosophy has served him well since 1994, when he took an ensemble role in ER instead of an offer to star in his own series. “It helped that I had done 150 episodes of television, so I didn’t need to show off anymore,” he says. “I felt like I just fit in. I was so proud that we didn’t take moments. But by the third season, they started writing these soap operas that were like, ‘Somebody is dying in that room!’ ”

Clooney has also stuck with ensemble work because it provides a comfortable place to hide. “I certainly have things that I know I don’t do well,” he says, running his hand through his hair and pondering a pass at a McDonald’s drive-thru. “You try to do a little bit more and stick your neck out, and I feel a little more protected as an actor in an ensemble.”

“George is a better actor than he thinks he is,” Soderbergh says. “Maybe it’s about opportunity and context.” Which is exactly what Out of Sight offered both men when they needed it most. Soderbergh had had little success since sex, lies, and videotape. And Clooney was flogging himself in the press for Batman & Robin. “The movie’s no good, and I’m no good in it,” he said over and over and, in fact, is still saying right now. Out of Sight, a smart, sexy story about criminals with a conscience, was his first bid to remove himself from the star-making machinery and embrace something authentic in his work. “We were both people who were considered to have a lot of potential,” Soderbergh says. “And we finally delivered creatively on that promise.”

After Out of Sight, Clooney shrewdly sought out roles he thought might be Clooney-appropriate, waiting until bigger stars dropped out. In the case of the Gulf War dark comedy Three Kings, Clint Eastwood was originally set to play the lead and Clooney was being considered for the role that eventually went to Mark Wahlberg. Clooney snagged Eastwood’s part when the older actor went off to direct and star in True Crime. With The Perfect Storm, Clooney jumped into the running for a role that was slated for Mel Gibson. When the studio balked at Gibson’s hefty price tag, Clooney cut his fee and scored his first bona fide blockbuster. “I had had nice singles, but I needed a home run,” he says. “If you’re going to make a big action film that’s going to help you get other films made, it might as well be a true story where everybody dies in the end.”

The goofiness that’s so apparent in Clooney offscreen had been strangely absent from the characters he has played until last year, when he took on the role of an addled but articulate escaped convict in Joel and Ethan Coen’s O Brother, Where Art Thou?. “The Coens kept saying, ‘We wanted your character to be one of the dumbest guys ever, and we thought of you,’ ” recalls Clooney, who spent three months rehearsing vocals for “I Am a Man of Constant Sorrow,” the film’s haunting bluegrass ballad. “I thought, ‘Hey, my aunt’s Rosemary Clooney—you’d figure I could do something.’ ” But he ended up firing himself after his first session in the recording studio. “When I finished, no one was looking me in the eye,” he laughs. “I said, ‘Go and get your guy,’ and the Coens already had Dan Tyminski in the booth, ready to go. I was just humiliated.”

Hollywood can be a strange home for someone trying to balance pragmatism with righteousness. Clooney has a history of brawling with producers and directors who he feels are abusing their power. First he clashed with producer Ed. Weinberger, the powerhouse behind such TV series as The Mary Tyler Moore Show and Taxi. According to Clooney, who worked with Weinberger on the short-lived 1991 show Baby Talk, the producer “was a bad guy who intimidated everybody. So there comes a point where you go, ‘I’ve got to draw the line; this shit I will not eat.’ ” He ended up telling Weinberger off and quitting the show. “It was my Network moment,” he says. (Calls to Weinberger were not returned.) And in a famous incident during the making of Three Kings, Clooney and director David O. Russell had an altercation after Russell pushed an extra. “I hate bullies,” Clooney says, his jaw tightening. “Taking advantage of people is the lowest.”

It would be misleading to say that Clooney doesn’t concern himself with the usual celebrity image-tending and power-jockeying. But he has rejected the tried-and-true formula for being a superstar. In his personal and professional choices, he manages to exercise a kind of freewheeling free will. “The thing I really respect about George is that no one saw him coming,” Pitt says. “When he was in ER, he was pretty much defined by it. But he wasn’t encumbered by the industry’s perception. And now the most powerful directors are calling him. He wasn’t handed those opportunities—he put himself there.”

Clooney put himself an office away from the hottest director in town, when he asked Soderbergh to become his business partner two years ago. Their company, Section Eight, has become a breeding ground for offbeat, challenging material. Their roster includes projects like Insomnia, from Memento director Christopher Nolan; Far From Heaven, by Safe’s Todd Haynes; and Welcome to Collinwood, a picture about small-time crooks directed by Joe and Anthony Russo, whose first movie screened at the Slamdance Film Festival with Soderbergh’s Schizopolis. Clooney took a role in the picture to secure financing, and he and Soderbergh donated their $500,000 producing fee for Insomnia to the Collinwood budget. “George is interested in the business and understands it in a way few actors do,” Soderbergh says. “Something we share is a desire to use whatever momentum we have at a given time to get things we want creatively.”

Clooney’s heightened sense of carpe diem is part of what pushed him to direct Confessions of a Dangerous Mind. He had long been attached to play a supporting role as the CIA agent who recruits Barris. But when director Bryan Singer (X-Men) dropped out last March, Clooney revived the project by offering himself up for the job. “I wasn’t the guy sitting around going, ‘I want to direct.’ I just knew how to tell this particular story,” he says. He knows he may be setting himself up for a fall; the material and tone are tricky. “I’m in way over my head. But on every job I’ve ever liked, I’ve been in over my head. Pop flies are no fun. It’s fun to toggle back and grab one off the fence.”

And right now Clooney is preparing for the gig as if it were the World Series. He just read Sidney Lumet’s book about directing, Making Movies. He shows off his copy of the Confessions script, which has become a sketch pad for his Richard Scarry–like drawings of select scenes. He spends half an hour reciting a five-page scene in which Barris (Sam Rockwell) and his hit-woman girlfriend (Julia Roberts) square off against each other in a homicidal game of chicken, CIA-style.

Clooney loves this sequence because of its stinging, Rosalind Russell–Cary Grant repartee. But the sentiment behind it, the inability to sacrifice work for love, has been a defining characteristic of his own romantic entanglements. His three-year relationship with French law student–model Celine Balitran ended when she grew tired of his work schedule. And it’s hard for him to imagine slowing down anytime soon. “If I had a wife and kids, I’d be worse than anybody about being off directing and working and not paying much attention,” he says. “You know, when [September 11th] hit, I didn’t go, ‘God, I wish I had a wife and kids.’ A lot of people did, but I didn’t.”

And why should he? The boys are his family. In a town where most relationships are more about transaction than interaction, he has constructed a life that shields him from the storms of loneliness, envy, and regret. The night of the terrorist attacks on New York and Washington, a group of friends gathered at his house, lit candles, and read off the names of those who had died on the planes. “I looked around and I thought, ‘This is my family,’ ” he recalls. “Not missing anything.”

Clooney abruptly runs out of words and thoughts and jokes for the first time all day when he is asked what is missing from his life. Surely there must be something. He rummages through his mental list of great friends, the great community of actors he knows, until something occurs to him. He mumbles the answer as if he were reading a book report he’s worked hard on but knows leaves him open for attack by the other kids. “The truth is, as dumb and Miss America as it sounds, I ain’t got no world peace,” he says. His eyes roam the empty hillside street where he has pulled over, as if looking for a way out of this one. “It’s not the pat answer it used to be, because . . .” He stops himself short and says only this: “You know, I’m in a really good spot right now. I’m really happy.” He knows it doesn’t get any better than this, and he wants you to know it, too.

© premiere magazine, article by Christine Spines, photographs by Jake Chessum