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In person, Clooney, who is 44, is a surprisingly unextraordinary presence. He's handsome, certainly, with that nicely graying head of hair and a smile so devilish that you almost expect a glint of sunlight to bounce off his teeth. There's an attractive energy about him, too; he talks and moves about quickly. But movie cameras and magazine covers do funny things to people. In Clooney's case, they bulk him up and make him seem taller and sturdier than he is in person. His head, slightly large for his frame, settles into proportion on camera. In person, he's thinner than you'd expect, almost delicately boned (he gained 35 pounds for a recent part, but dropped all of it by "working out and not eating"). Today he's wearing a blue polo shirt, chinos and some kind of unidentifiable Euro-brand tennis sneakers that look like sensible nurse's shoes.

"Good Night" marks something of a pivot point for Clooney. He's still a bankable leading man, but he knows those gifts are a depreciating asset. "I don't see myself as this 65-year-old [starring] with a 35-year-old girlfriend," he laughs. "I don't think that's my fate. . . . If you have any sense of history, you know you only have a certain amount of time as an actor before people say, 'That's enough.' "

So, what he really wants to do is act -- and direct and produce and write. He sees his career arc as akin to those of Clint Eastwood, Woody Allen and Robert Redford, stars with enough clout (and talent) to make the transition from acting in someone else's films to creating movies of their own.

"I find as I lean more toward directing and writing, it gets harder and harder to pick an entertaining script [as an actor] because, boy, you've seen 'em all," he says. "It's hard to find one that doesn't make you want to throw up when you read it. The problem with that kind of script is that I know the outcome of every single one of them by Page 2.

"It's funny," he reflects, "you think you get to a certain place in your career where they're offering you everything and you think, 'Now we're gonna get the good ones! Now everything's going to be good.' And they're not."

Part of Clooney's career awakening came after he made "Batman & Robin" in 1997, starring as the Caped Crusader. After that commercially successful but critically loathed film, which the actor also disliked, Clooney began picking roles that intrigued him, not just studio vehicles with monster box office potential. He also started taking his compensation after the fact, based on the film's commercial performance, to enable the movie's producers to invest more in each production.

Since then, he's arguably become the world's most famous arthouse-movie actor, a nice way of saying he's done critically applauded but commercially indifferent films: "Three Kings," "Out of Sight," "O Brother, Where Art Thou?," "Intolerable Cruelty," "Confessions of a Dangerous Mind," the latter his directing debut in 2002. His biggest bomb may have been 2002's "Solaris," directed by Clooney's business partner, Steven Soderbergh. It cost $77 million to make and market -- and sold $30 million worth of tickets worldwide.

Fortunately for Clooney and Soderbergh, the formula worked well on the Soderbergh-directed (and Clooney-starring) "Ocean's Eleven" in 2001. The star-packed caper movie and its 2004 sequel, "Ocean's Twelve," grossed more than $800 million worldwide. This permitted their company, Section Eight, to launch a flurry of projects, including "Solaris" "Good Night" and the forthcoming CIA film "Syriana" (all three with Clooney in them), as well as the quasi-experimental HBO shows "Unscripted" and "K Street."

Clooney has modest expectations for "Good Night"; he's counting on favorable reviews and word of mouth to propel it. "C'mon," he tells the meeting of broadcast journalists in Washington during a panel discussion of the movie. "It's a black-and-white film, starring David Strathairn ." As the audience laughs, Strathairn, who is also on the panel, dips his head in mock embarrassment. Or maybe it's not so mock.

On the other hand, Clooney likes what he's created: "My job is to try to do films that I'll be proud of in 20 or 25 years." He smiles that killer George Clooney smile. "And this is one of them."