  George Clooney poses in 2006 with his best-supporting actor Oscar for his role in Syriana.
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NEW YORK -- Eclectic director Steven Soderbergh -- whose latest film is the noir-murder-thriller The Good German -- plays coy when asked about his actor-of-choice, production partner and friend George Clooney.
"Well, what did he say about me?" he asks, Clooney having just left the room.
"He says he loves you," Soderbergh is told drily.
"Well, I wish he'd prove it," the director quips, deadpan.
The proof is in the production list. Arguably, not since the '40s have a movie star and a famous director of similar wattage been as inextricably linked careerwise.
You'd have to go back to Humphrey Bogart and John Huston, who did seven films together (including The Treasure Of The Sierra Madre, Key Largo, The Maltese Falcon and The African Queen). Or there's Jimmy Stewart and Frank Capra, of It's A Wonderful Life, Mr. Smith Goes To Washington and You Can't Take It With You fame.
The "golden age" comparisons resonate as Clooney and Soderbergh release The Good German, an almost achingly-retro homage to films such as The Third Man and Casablanca. Their sixth film together (counting the upcoming Ocean's 13), The Good German is shot in black-and-white, almost entirely on a studio set with rear-screen projection backgrounds, mono boom-mikes and brutally stark lighting.
It's a $32-million film geek's experiment, the kind of thing you can get away with when your first two Ocean's films alone have grossed about a half-billion dollars worldwide. (For the record, their other actor-director films together are Out Of Sight and Solaris. And that's not counting things they've produced together such as Rumor Has It and the TV series K Street and Clooney's own directorial debut Good Night And Good Luck, which Soderbergh exec-produced).
"Any chance I get to work with Steven, I take," says Clooney. "It's fun to work on these things. We don't do them thinking they're going to be giant box-office hits. We do them because we think we might be able to spend this time we have getting films we think are interesting made. It's a chance to aim a little higher than the low bar."
"If you've ever been on one of Steven's sets, we've never had a time that wasn't fun and easy. It's a crew I've worked with on films I've loved. Nobody gives you a hard time. It's really not a dark, imposing thing."
Set in Berlin weeks after the fall of the Third Reich and just before the Potsdam Conference in which the Allies divided the spoils, The Good German is loosely based on the novel by Joseph Kanon. It follows an American journalist (Clooney) as he investigates the murder of his secretly corrupt military driver (Tobey Maguire) and reconnects with a mysterious fraulein ex-girlfriend from before the war named Lena (Cate Blanchett, accessing her inner Marlene Dietrich). It gets progressively darker as its plot about war-criminal German rocket scientists evading the Nuremberg trials unfolds. And a happy ending is definitely not a given.
For Clooney and Soderbergh, the movie has been a four-year project that overlapped with several others. "Steven would be researching (wartime) stock footage and I was reading the drafts (from scriptwriter Paul Attanasio) and it was getting better and better. And then there was the horrible day when we had to sit (Warners boss) Alan Horn down and tell him we wanted to shoot it in black-and-white. That was fun as you can imagine." The Good German, in fact, violates two unwritten laws of Hollywood for keeping young theatre-goers away from your movie -- it's in black-and-white, and it has subtitles.
Clooney is, of course, one of Hollywood's most visible political activists. But though it would seem a likely launching pad for a political allegory or two, he says The Good German is not a political movie. "We didn't set out to make a message movie. I remember thinking when we started it that it depends on where we are politically when it comes out, in terms of whether it'll be about how to screw up an occupation," he says wryly.
"It's more a love story, murder-thriller like Chinatown, set inside a real world that we thought was sort of fascinating. I remember we watched this documentary where we saw all the German scientists basically trying to surrender to the Americans and not the Russians 'cause there was a much nicer two-car garage that you got at the end. It's really fascinating subject matter. And watching (ex-Nazi-turned-American rocket pioneer Werner) von Braun getting the Medal Of Honor is always sort of fascinating."
And then, "Steven gave us films to look at to get in the rhythm. I watched Humoresque, because John Garfield is an interesting actor that people don't talk about much when they talk about that era. I watched Out Of The Past with (Robert) Mitchum -- films like that just to get a sense of that kind of guy. I really like those characters."
In fact, the press, the adoring female segment in particular (Clooney was recently renamed People's Sexiest Man Alive) seemed to see some Clark Gable in Clooney's persona. He's gotten that before. "They did it on O Brother Where Art Thou because I was doing a bad Clark Gable impression. I think that just happens if you're doing period pieces, people see you in that context.
"And," he quips modestly, "I think Clark Gable, just literally, just now, turned over in his grave."
What he recalls of the shooting was fun, including a Casablanca homage in the film's final act. "It's never fun to be shooting at night in the rain, but the plane and Cate, the whole thing, it was one of those kind of nights you drive home and the sun's coming up and you think about how you don't get to do something like that very often in your life."
After that, however, it becomes a blur. "In fact, I was really swamped through the whole shoot. Good Night And Good Luck was coming out. Syriana was coming out (again exec-produced by Soderbergh). I was doing all the press for that at the same time. So I was up to my neck in work and didn't get a lot of chance to screw around. It was seven days a week."
That was, of course, Clooney's Oscar year -- two nominations for Good Night, and a best supporting actor win for Syriana -- a source of pride for Soderbergh.
"George and I met each other at just the right time," he says. "We were both viewed as people who had potential but hadn't really put it together. I really believe in him, I thought he was a movie star from the first time I saw him on ER. We just found each other at the right time and believed in each other. And when that happens you just know. You have a bond in a business as strange as this one and you hang on to that."
Already wrapped: Ocean's 13, which Soderbergh is editing now. Just another buddy experience for Clooney. "I love those guys," he says of his all-star castmates. "They're sweet and funny and all having great years -- Brad (Pitt) with Babel and Matt (Damon) with The Departed. Ellen Barkin's in Ocean's, she and Al Pacino work together and she and Matt have a very funny sequence"
And then? Don't expect Ocean's 14, 15 or 16 soon. "I think we'll stop after this one," Clooney says. "We had a good reason for making it. We felt 12 didn't quite catch it. It was two-thirds of a good film that came up short in a few places. Then we came up with an idea for a good film, which was revenge.
"But there's no telling, 10, 15 years down the road we might come back to it."
THE GOOD GERMAN
Starring George Clooney, Cate Blanchett, Tobey Maguire, Beau Bridges
Directed by Steven Soderbergh
Opens Friday
Rating 14A
U.S. Army reporter becomes embroiled with a former lover whose husband has gone missing in post-war Berlin
thegoodgerman.com
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