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At 70, Oscar winner Morgan Freeman could be the king of Hollywood. But he prefers to invest his money and his heart where his roots are—in Mississippi

The actor’s eminence can be intimidating, says Ben Affleck, who directed Freeman playing a Boston police captain in Gone Baby Gone, coming out this fall. “Morgan is so imposing,” says Affleck. “He’s like a sage. He spends a lot of time on set making jokes—he’d rather have people be comfortable than genuflecting and babbling, making fools of themselves.”

Freeman has a third film coming soon: The Bucket List, an odd-couple romp that opens at Christmas. He plays a mechanic who befriends a billionaire, played by Jack Nicholson, when they both receive terminal-cancer diagnoses. The guys make a list of the things they always wanted to do in life, and flee the hospital together to pursue them. “It’s not a downer,” says Bucket List director Rob Reiner. “It’s about living your life and finding joy.”

Reiner contrasts the acting styles of his two stars. “Jack is all over the place in a way, like a brilliant abstract artist. Morgan is a Zen master—he’s so centered and elegant.” Reiner offers his opinion on Freeman’s reluctance to discuss race: “Morgan’s whole being is about transcendence,” he says, “and that makes a powerful statement.”

For his part, Freeman calls working with Nicholson one of the great thrills of his career, and launches unprompted into an imitation of how Jack, an inveterate script tinkerer, approached him on the set each morning with dialogue changes. “‘You know, Morgan, I was just thinking,’” he drawls. “‘Y’ know I don’t sleep at night, so, well, this is what I thought…how does this sound?’” Freeman laughs heartily. “‘I love it, Jack. Whatever you want to do—I don’t care.’”

On the last day of filming, feelings were running high on the set. “We’re not going to hug each other, are we?” Nicholson muttered to Freeman. But after the final shot wrapped, Freeman told his costar, “This has been a dream come true for me.” “Likewise,” said Nicholson, and the two men shared a bear hug, to the applause of the cast and crew.

I remember something my father would say to me when I was growing up,” says Morgana Freeman, 36, a beauty salon owner in Atlanta and one of the star’s four children. “If I was complaining about something that wasn’t going right, he would say, ‘Now what? You are still in the race.’ He made me see that I could keep going, readjust the plan.”

He is respected all over the world and commands up to $20 million a picture. 'I’m saddled with it,' he says, deadpan.

Freeman has lived by his own advice, rising to stardom only after 50, following decades of struggling in the New York theater and in small film and television roles. Born in Memphis in 1937, he had a chaotic childhood: his mother, a domestic worker, split with his alcoholic father, a barber, when her five children were young, and the family moved frequently. When they fell on hard times in Chicago, his mother’s parents drove north, picked up the children, and brought them back to Charleston, Mississippi. Eventually Freeman’s mother, Mayme Edna, moved to nearby Greenwood and made a home for her children there. In the ’40s and early ’50s, Greenwood was a racially tense community. Just ten miles north of the town, young Emmett Till was murdered for (supposedly) flirting with a white woman in 1955, the year Freeman graduated from Broad Street High School.

Although its students made do with hand-me-down books, all-black Broad Street High provided Freeman with a first-rate education, he says. “You had to stand up in class and quote the prologue to The Canterbury Tales and passages from Macbeth.”

“Morgan was a skinny guy, a good student, and a high stepper, the drum major in the school band,” recalls his friend Benjamin Nero, a Philadelphia orthodontist. “Even though he had a comedic personality, he was a shy-type guy.” Freeman’s English teacher, Leola Gregory Williams, recognized his talent and challenged him to enter regional drama competitions, where he won prizes. “She thought I was God’s gift to the world,” he says. “She expressed that to me and everybody who would listen. When that is happening to you, well, you just step up another rung.”

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