Age of Reason: George Clooney Is Telluride's Silver (Medallion) Fox

Having turned 50 in May, George Clooney thinks and talks a lot about growing old these days. It was one of the topics of conversation during a series of interviews at the 38th Telluride Film Festival, where the Academy Award winner was awarded the Silver Medallion.

He was one of three 2011 honorees -- with Oscar-winning actress Tilda Swinton and French filmmaker and actor Pierre Etaix -- recognized by the festival for a "significant contribution to the world of cinema."

Clooney also was in Telluride promoting The Descendants, Alexander Payne's brilliant mix of comedy and drama that also had this southwestern Colorado mountain movie mecca buzzing throughout the Labor Day weekend (September 2-5).

But it was Clooney who was the toast of the town since his arrival Thursday night. After he and Payne attended a special screening of The Descendants for patrons at Chuck Jones' Cinema in the Mountain Village on Friday afternoon, Clooney was presented the medallion Saturday night at the 650-seat Palm Theatre on the outskirts of town. He returned Sunday morning to the Palm, the festival's largest venue, for another tribute, proudly wearing his shiny "bling" around his neck while casually dressed in a polo shirt and jeans.

Following a 40-minute clip reel that featured most of his significant film roles from 1998 to 2011 (no Batman & Robin here), Clooney walked nonchalantly down the aisle ("Hi guys," he said to the stunned audience) before discussing his career with Scott Foundas.

Asked how he stays so grounded after all his success, Clooney used 8,750-foot Telluride as his comical reference backdrop. "I drink ... a lot," he said as the crowd roared. "And with this elevation, you can really get fucked up, I'll tell ya. This is cheap, cheap ... this is cheap drinking up here, man."

Self-deprecating as ever, Clooney kept the audience rolling as he watched his film life flash right before his eyes.

"Sometimes acting gigs are about timing," he said, mentioning The Descendants was a perfect opportunity to take on the understated role of a perplexed father of two daughters dealing with a life-changing event. "You have to be sort of the right age to do them and the right place in your life and your career to do them. And this one was one where it felt like, you know, as I age rapidly on screen -- that's the funniest thing watching this clip reel -- you're like 'Fuu-uuck. (crowd laughter) What the hell?' I was the two-time Sexiest Man Alive, you know that, don't you? (wild cheers, applause, laughter) This is hard to watch. I'm like AARP Sexiest Man Still Alive." (more huge laughs)

Clooney is still young enough to remember the tough times and "a lot of crappy" odd jobs before making it as an actor. As a driver for Rosemary Clooney, the late great actress/singer who happened to be his aunt, the devoted nephew sometimes went above and beyond the call of duty.

"She was doing a show called 4 Girls 4," Clooney recalled about Aunt Rosemary. "And it was all these old lady singers who were great. ... I think it was Helen O'Connell and Margaret Whiting and Kaye Ballard and Kay Starr. Just really fun, drinking hard, tough ladies. ... And then Martha Raye, who was a fuckin' hoot ... and a big drinker. I was driving my Aunt Rosemary and Martha was in the back. They were still in their sequined gowns, tumblers of booze. And Martha goes, 'Pull over, I gotta take a leak.' (wild laughter) Oh, man. ... Oh, man. ... And she like leaves just the door open and like (making a squatting motion) ... and I'm just sitting there ... and my Aunt Rosemary goes, 'Georgie, don't turn around. You'll learn too much about the aging process.' "

Clooney brought up Aunt Rosemary (who died in 2002 at age 74) a couple of times, citing her as an example of someone who can succeed well past the prime of life.

"In your 30s and 40s, you're trying to prove something -- to yourself and to other people," he said. "Rosemary was at 70 years old on the road singing. And I was like, 'Why is it that you're a better singer now than you were when you were 28? You can't hit the notes and you can't hold the notes like you used to.'

"She was like, 'I don't have to prove I can sing anymore. I just serve the material. And that works.' And she really was a better singer because of it. And I think that it's a good lesson as an actor, as a director, as a lot of things ... is you get ... there's a sense of calm where you go ... I'm very aware that people will react. I've got a movie coming out (directing and starring in The Ides of March) that's polarizing, I understand that. But I'm much more calm about it now. And I feel as if, you don't have to prove anything anymore."

As an actor, Clooney already is getting Oscar buzz for The Descendants, but it was his director and a couple of co-stars that he preferred to single out.

Following a 5 1/2-minute clip that captures Payne's magical touch of injecting humor into a moribund moment, Clooney said, "Alexander's just this nut, man. He has this way of turning things so quickly. Things will be very funny, then very sad and then very funny again, just on a dime. And it's a real skill. It's not something you can learn. You actually have to have that in you. I don't know many people who do."

Then Clooney praised actress Judy Greer, who had just appeared in this hysterical/heartfelt scene with him. "Her first job ever was one of the opening scenes in Three Kings with me when we were having sex on a chair. And it was her first acting gig. Sorry, Judy. ... Fine with me. But I can watch her do anything. She could read a telephone book. I love watching her work.

"And all the other actors. The girl who plays my older daughter, Shailene Woodley, who does such a phenomenal job ... unbelievable. (applause) If you haven't seen it, (there's a scene where) she cries underwater, which really pisses me off that she can do that shit."

During the 40-minute interview, Clooney discussed other career highs and lows:

"Making it" in Hollywood, despite some failed attempts while making 13 pilots and eight television series:
"I just started to realize at one point that I'd been doing a lot of really crappy television and was probably pretty bad in it as well. And so I started changing my focus to look for better TV shows. Actors have this pecking order, right? It's theater actors look down on film actors, film actors look down on TV actors, then it goes down to reality show fuckers or something. (laughter and applause) It's true. At least we have them to look down on. ... We didn't have them when I was looking down. ... And so what happens is actors always pretend that they're film actors. And the truth is, I'd always be like, 'Well, I'm a film actor. I'm doing The Facts of Life right now, but I'm a film actor. (cheers, applause) You like the mullet (haircut), don't you? ... Yeah, Tootie and Jo. ... I had to finally come to terms with the idea, literally there's an epiphany, where you say, 'I'm actually a TV actor.' And so I had to focus on doing better TV. Because what I'm doing is sort of these placeholder jobs to move myself into this fantastic film career that I've never had."

When his career took off with ER in September, 1994:
"There are very few times in Hollywood where there's actually a surprise. ...There were two shows that year. There was Chicago Hope and there was our show. The predictors were all that (Chicago Hope) would double us (in viewership), that they were gonna kick our ass. And ER doubled them. That was one of those giant shockers that just sort of blew everyone out of the water. ... We had 40 million people a week watch that show, at 10 o'clock at night. It was 17 million (that) watch American Idol. It was a big difference. And everything changed from that moment on for me."

First film role (although it was never released in theaters):
"It was called Grizzly II. It was with Charlie Sheen and Laura Dern. (he laughs) And that was interesting. I'm just going to stay out of any kind of commentary on all of that."

A lackluster start to a film career, including Batman & Robin
"You don't really have any concept of it. Honestly, you're still at that position as an actor where you're just pleased to get a job. ... Bit by bit, you realize, because you get a lot of shit for things, you do some bad movies, you're bad in them ... and then you realize, 'Oh, well I better start making very different decisions. That I needed to actually pay attention to the script and pay attention to the director and then the next three films after Batman & Robin, and after I sort of got my tail feathers singed, were Out of Sight and then Three Kings and then O Brother, Where Art Thou? It was like I had a sense that screenplay really mattered. (laughs) ... So, yeah, there was some bad choices along the way, but they didn't seem like it at the time. And quite honestly, had I not done some of those films, I wouldn't have gotten the others."

Studio blockbusters vs. low-budget independent projects
"I kinda decided very early on that if they were going to pay you a lot of money, they were gonna do a crappy film. That's really the deal. So I thought, 'Well, I'm gonna do these films for nothing, for scale. And I'm gonna own a piece of the back end, so if they make money, I make money. And if they don't, I get to make the films I wanted to make.' So I felt like it was gambling on myself. So it makes you tend to choose projects that you're more interested in. And, quite honestly, look, this is the sellout part. I'll go do a commercial overseas and make a lot of money if I'm not making any money on a film. And you know what, OK ... you know ... fuck it. (huge laughs, applause) You figure if you can get this film made, then ... I'll sell some coffee." (laughter)

Favorite films
"The great era for American movies ... I send my friends as Christmas presents my favorite hundred films between 1964 and 1976. ... Network is my favorite film of all time. God bless (director) Sidney Lumet. Man, oh man. ... He and (writer) Paddy Chayefsky. Everything he wrote happened. Everything he wrote about -- news becoming entertainment, reality shows -- happened."

Becoming a director
"Part of it is ... my Aunt Rosemary was a very successful singer. And then she wasn't. And it wasn't because she became less of a singer. She, in fact, got to be a better singer. Rock 'n' roll came in, pop music, jazz music was gone. And she was done. And it had nothing to do with her. ... I really had this good understanding of the fact that you're not gonna allowed to be in front for very long. And that there's a 'sell by' date. So I wanted to have other things to do."

Telluride Film Festival photos by Michael Bialas. See more of George Clooney, Tilda Swinton and other scenes from the 38th Telluride Film Festival.

See the official trailer for The Descendants: