DETAILS: On Showtime's House of Lies, you play marketing consultant Marty Kaan, a seriously depraved dude—his world rivals ancient Rome for debauchery. Exaggeration?
Don Cheadle: A marketing consultant's life is about figuring out how to game every last thing, so there's bound to be a lot of anesthetizing to numb all that shit.

DETAILS: The show's creator, Matthew Carnahan, said he was attracted to the idea of a black antihero and that he wasn't interested in a "noble Negro" character. Was that a plus for you, too?
Don Cheadle: He was interested in the idea of making something different—something mean and disrespectful. I liked all those things about it. And it was a character I couldn't anticipate: ruthless, despicable, duplicitous. I also like that this was a TV show with three generations of black men—Marty, his father, and his son. How often does that happen?

DETAILS: Marty's father is a retired therapist, and yours is a clinical psychologist. Was it tricky growing up with a shrink in the house?
Don Cheadle: My dad is probably the best human being I know. I was never scared to talk about anything with him, and I didn't ever feel like I was in the lab. But he was much more about living by example than sitting down and giving me pearls. He was the first up and the last out the door, he got everybody ready to go. He taught me to work hard but know that it's not necessarily going to mean you'll get the thing you want. That's not the goal, anyway—it's the work.

DETAILS: You and your Oceans costars—George Clooney, Brad Pitt, and Matt Damon—are the closest thing we have to a modern Rat Pack. Who's the top dog, the Sinatra?
Don Cheadle: We're all too embarrassed to play that part. Everyone's like, "Fuck, you take it, you lead."

DETAILS: I've never read a bad word about George Clooney. How is that possible?
Don Cheadle: He pays everybody off. I've made hundreds of thousands off the dude. Every time he senses things may be going south, that I may start talking, a check shows up.

DETAILS: When you were in talks for the lead in Hotel Rwanda, the director told you that if Will Smith were to say yes, he'd take the part back. You were fine with that because you believed the movie needed to be made and a big star can guarantee financing. Impressive . . . but really?
Don Cheadle: Yeah—look, I can be as neurotic as the next person. I'm not cavalier. I get nervous about my career too. But I feel like what's supposed to happen is going to happen. I have friends who pursue this job more out of fear, and it just makes me go, "Man, I don't want to be in that kind of stress." That looks like a sweaty way to be.

DETAILS: Were you always like that, or was it something you learned?
Don Cheadle: I graduated CalArts with about three other guys who were also black and in their early twenties, and so we were always up for the same parts. I had an agent before any of them, and when I got a call for an audition, we'd all bum-rush it. I'd go in and say, "My friend's in the hall. Do you mind seeing him?" The casting directors would say, "You do realize that if they get the part, you can't get it?" And I'd say, "Yeah, but we're all living together and we're all going to be eating off each other, so one of us has to get it."

DETAILS: Early on, you had a gig as a backup dancer in the 1989 music video "It's the Real Thing." You bust some serious moves—including, if I'm not mistaken, a pirouette. Did you study dance?
Don Cheadle: No, I just faked it. My friend wanted to do the video, and I went along. I thought it was stupid and tried to leave, but Debbie Allen, the choreographer, wouldn't let me. I told her I wasn't a dancer, and she said, "Don't ever say you can't. Just say yes." Warren Beatty told me something similar later on, about directing, but it applies to acting, too: "Just don't wait. Don't think there's a time when you'll be ready. You're never ready, you just do it and figure it out."

DETAILS: In fact, you're about to direct your first film, Kill the Trumpet Player, about Miles Davis, who you'll also play. Davis was a heavy dude—how are you getting into his head?
Don Cheadle: Heroin. I'm not gonna cheat. [Laughs] All the research and meeting his family, it's inspired me—to be bold and not overly concerned with how things are received. And to be in the moment, to trust the preparation and then just play. Don't bring your homework in. If Miles heard you practicing a solo in your hotel room and you came on stage and played it the same way, you were fired—I'm not paying you to come bring your rehearsal shit in here! I'm paying you to surprise me!

DETAILS: You've been with Bridgid Coulter, the mother of your two daughters, for 23 years. What's your secret to relationship longevity?
Don Cheadle: No guns in the house.