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It seems as if every other actor really "wants to direct." Forest Whitaker is no exception. But, unlike most performers who get to work behind the camera, Whitaker opted not to star in his directorial debut, "Strapped," premiering Saturday on HBO.

"I'm nervous about directing myself," confesses Whitaker in a voice just above a whisper. "It takes too much focus just to act. It's too difficult for me. I tend to not play myself in films. I play part of my spirit, so it is different for a lot of actors who direct themselves. They play themselves or a persona they created and continue to play."

Whitaker also had another concern. If he attempted to wear both hats, he says, he wouldn't be able to see the entire picture. "I wouldn't watch everything," Whitaker explains. "I wouldn't be able to notice the colors and stuff. You can look at a monitor, but it is not the same thing. You need to feel it."

On the strength of a rough cut of "Strapped," Whitaker was offered two films to direct and star in. He turned them down. "I felt uncomfortable about it right now," he says. "So I didn't do those projects." He is planning, though, to direct a thriller for TriStar where he'll be working strictly behind the camera.

Over the last 11 years, Whitaker has built a reputation as one of the best and most versatile young actors around. The 32-year-old Whitaker, born in Texas and raised in Los Angeles, made his film debut in 1982's "Fast Times at Ridgemont High"; he won the 1988 best actor award at Cannes as jazz legend Charlie Parker in Clint Eastwood's "Bird." And last year he received acclaim as the wily British soldier held hostage by the IRA in the Oscar-winning surprise hit "The Crying Game."

On this warm Thursday morning, Whitaker the director talks about the complexities of life behind the camera while Whitaker the actor wraps production on the upcoming Showtime drama "Lush Life." On this production, Whitaker stars as a trumpet player; "Jurassic Park' "s Jeff Goldblum is his musician buddy. During a break in the filming, ensconced in his air-conditioned trailer, Whitaker recalls the evolution of "Strapped."

The gritty drama chronicles the harrowing tale of Diquan (Bookeem Woodbine), a young man living in the Brooklyn projects with his mother, grandmother, two half-sisters and a half-brother. A former drug dealer trying to go straight, he's now working as a messenger. His world begins to collapse when his pregnant girlfriend Latisha (Kai Joy Goodwin) is busted for selling an ounce of crack. A three-time offender, Latisha faces eight years in jail, unless Diquan turns informant for undercover cop Matt McRae (Michael Biehn). Rap singer Fredro plays Diquan's boyhood friend Bamboo, who has become involved in the illegal gun trade.

Whitaker, who studied voice and drama at USC, previously directed theater and music videos. "I did mostly rap artists," he says. The actor had a good working relationship with "Strapped" executive producers Michael Apted and Robert O'Connor, having appeared three years ago in "Criminal Justice," their well-received HBO Showcase presentation.

"I guess they spoke to me off and on and asked me if I wanted to do anything," Whitaker recalls. "Then they sent me this script."

HBO Showcase developed "Strapped," which was written by former New York Times reporter Dena Kleiman. "We had a wonderful working relationship with Forest," says Colin Callender, executive producer for HBO Showcase. "Forest read the script and called and said he would be very interested in directing."

When Callender met with Whitaker, it became very clear that Whitaker was "very passionate about the material and had a very clear vision of what film he wanted to make," Callender recalls.

Whitaker says when he first read the script, he thought there was a "nice outline of something there." The story's emphasis, he says, was on Michael Biehn's character. "I proceeded to work on it and rewrite it."

He took the central story, about a kid who gets caught up in the drug business, and "used that story as a springboard for a very vivid and provocative portrait of the life that these kids lead," Callender explains. "He sort of fleshed it out and made it real and credible and made us understand it.

"I think he is talented as a writer," Callender says. "He did some dialogue work--as any director does."

Kleiman, who wasn't very involved in the project during production, believes that Whitaker "clearly understood the material and brought a tremendous strength to the job. He is so great with those actors. I marveled how he worked with them. It was very impressive to watch how he could talk to them and just get them to feel confident enough to just go."

Whitaker and casting director Jaki Brown looked at thousands of fresh faces. Ninety-seven percent of the cast are unknowns who have never acted before. "We had a lot of open calls," Whitaker says. "'We were trying to find what was true to the environment and stuff."

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