Oscar-winner Michael Caine is one of the few honest actors in the biz. He's freely admitted to taking some projects solely for the hefty paycheck. But at 70, though he mixes heavy fare like The Quiet American with family flicks like Secondhand Lions, it seems he's narrowed his criteria a bit.

"I don't work a lot, and I only go to work if I really want to," Caine declares. "Secondhand Lions was completely different from anything else I'd ever done before. Plus, it was a Texan, which I'd never played before. It's one of those characters I'd grown up with in movies. You see them in Westerns, these grumpy old Texans."

How does a proper Englishman turn into a rural cowboy? "It's a frame of mind," smiles Caine, who previously filmed Miss Congeniality in Austin. "Texans talk slowly, and the reason they talk slowly is, they're usually about 6 feet tall and have a gun. So they know you're listening."

In Lions, Caine and Robert Duvall play two brothers who return to small-town Texas after a lifetime of adventures abroad. They reluctantly agree to take care of their great-nephew, Haley Joel Osment. Caine was happy to adopt a drawl, but stunts involving biplanes and lions were another story.

"We never did any scenes with a real lion," he says. "We weren't allowed. I never do anything dangerous. I was a soldier when I was young, and I figured I'd run out of all my risks quite early on... I don't want to push it."