George Clooney fears LEONARDO DiCaprio is surrounding himself with the wrong kinds of people after once clashing with a member of the Titanic star's entourage during a basketball game.

The Ocean's Eleven star invited DiCaprio to hit the court in New York, but the friendly game turned into an unpleasant experience for Clooney, because the young actor's so-called pals constantly boasted about how great their team was.

He tells Esquire magazine, "(DiCaprio bragged), 'You know, we're pretty serious'. The thing about playing Leo is you have all these guys talking s**t. We get there, and there's this guy, Danny A, I think his name is. Danny A is this club kid from New York. And he comes up to me and says, 'We played once at Chelsea Piers (in Manhattan). I kicked your a**.'"

However, the boastful comments promptly ceased as Clooney and his friends trounced DiCaprio's crew, and he worries his fellow screen star is not getting the real advice he deserves: "The discrepancy between their game and how they talked about their game made me think of how important it is to have someone in your life to tell you what's what. I'm not sure if Leo has someone like that."