Oscar-nominee George Clooney fears he will end up broke, despite making millions through a successful acting and directing careER.

The OCEAN'S TWELVE heart-throb, 44, struggled for years before finding fame and was forced to work as an insurance salesman and a tobacco-cutter, before finally hitting the big time in medical drama ER.

Despite his success, Clooney doubts his popularity in Hollywood will last and is eyeing back-up careers, such as directing and owning a Las Vegas, Nevada, casino to keep a roof over his head.

Clooney says, "I cut tobacco for a living, I sold insurance door-to-door. I did all the things that people who were broke for a long time do.

"I think I always have this thought at the back of my head that I'll be broke again.

"Nobody thinks we're gonna be Paul Newman and have a career when you're 60 or 70. You hope to have other jobs besides acting.

"I was a horrible insurance sales man. The customers would always want you to tack on something extra, an 'other' insurance and I couldn't do it. I couldn't be dishonest.

"I was good at cutting tobacco. I was fast. Housing it, stripping it, cutting it. I didn't have a great interest in smoking."