'Game of Thrones' Star Emilia Clarke on Playing Sarah Connor, Turning Down 'Fifty Shades' and Moving on From Nudity

Power, pay and prestige: Everyone in the town wants some, and Clarke, star of HBO's massive hit, just happens to have a little more than other actresses right now, as she commands $7 million a season, gets billing above Arnold Schwarzenegger in 'Terminator' and cuts back on nude scenes: "There are other women who remove items of clothing on our show, so they've kind of got my nipple count down now."

This story first appeared in the April 10 issue of The Hollywood Reporter magazine.

For some reason, Emilia Clarke best remembers the fruit plate.

It was 2010, and the actress was standing before Game of Thrones' casting director and several of the show's producers. But all she could see was the produce. "There was a huge, incredible plateau of fruit," Clarke, 28, recalls in her chirpy British accent. "I was like, 'Wow, I've arrived. This is a serious audition.' "

Just one year out of the famed Drama Centre London (other alums include Colin Firth, Michael Fassbender and Tom Hardy), the self-described "country girl" who grew up in Berkshire near Oxford University (where her father is a theater sound engineer and her mom a marketing exec) was struck by the extravagance. But Clarke was auditioning for the role of a queen, Daenerys Targaryen, potential heir to the Iron Throne. And HBO was willing to spend like a Lannister — $8 million for the pilot, $50 million to $60 million for the first season — in order to build the series. The snacks better be good.

Of course, in the five years since, Game of Thrones has become the most successful show in HBO history, surpassing even The Sopranos, with an average 18.4 million viewers an episode across all platforms. The series has grown so big, it's being used as the cornerstone of HBO's new business model; it's no accident that HBO Now — a service that can bypass the cable companies and allows access to its programs via Apple TV for a monthly charge of $15 — is launching right before GOT's fifth-season premiere April 12.

"Never in a million years did I think Game of Thrones was going to take off like it did," says Clarke, settling into her chair at a Greenwich Village bistro with a cafe Americano (she lives in London but is in New York for the upcoming GOT publicity blitz). "It's taken me five years to catch up with it. I'm still not sure I'm there."

Oh, she's there. Game of Thrones is a kingdom teeming with ambitious actors hungry for a big break. Nikolaj Coster-Waldau took his shot last spring in the Cameron Diaz rom-com The Other Woman. Kit Harington had his chance playing a gladiator in February 2014's Pompeii. But Clarke is the only castmember who'll be stepping onto the big screen with better billing than Arnold Schwarzenegger, starring as no less a film icon than "Sarah f—ing Connor" — as Clarke refers to her — in Terminator: Genisys, Paramount and Skydance's $170 million reboot of the 31-year-old series (out July 1). She also was, presumably, the only GOT actor approached to play Dakota Johnson's role in Fifty Shades of Grey (unless Peter Dinklage is hiding something), which she ended up turning down. "No regrets," she says, sipping her coffee.

All of the above puts Clarke in a rare class of actresses — those who can command top billing in a big-studio action franchise (while turning down a big-studio S&M franchise). And though she's not yet being paid Angelina Jolie or Jennifer Lawrence dollars (not for her big-screen jobs, anyway; sources say she'll be making upward of $7 million a season playing Daenerys by the time GOT enters its seventh), it does catapult her to the 20-something A-list. That, of course, is a whole other kingdom teeming with ambition, filled with franchise stars (like Kristen Stewart and Emma Watson) fighting to stay on top, up-and-comers (Margot Robbie, Shailene Woodley) attempting to make a mark and more than a few cautionary tales (Jessica Biel, Gemma Arterton). Being a member of that group gives Clarke's career far more range than a hit HBO show ever could. After all, the true mark of an A-lister is being able to transition onto the big screen, where the paydays can be greater and the fame far more global.

Part of what makes Clarke a particularly interesting member of this group — an anomaly, even — is that she's entering it despite the fact that she's still largely unrecognizable. Most people wouldn't be able to spot Clarke without the platinum wig and skimpy Grecian garb she wears when leading her slave army and three pet dragons across the Seven Kingdoms. Swallowed up by a green mohair coat, the 5-foot-2 brunette sipping coffee at this West Village cafe looks more like an NYU grad student than a film star.

"I get to play other roles without the comparison of being Daenerys, which I think is so lucky," she says, putting a positive spin on her anonymity. How she ended up auditioning for Daenerys is a circuitous tale: British actress Tamzin Merchant originally shot the pilot, but after HBO picked up the series, the producers recast for reasons never publicly explained. In any case, Clarke remembers preparing for her audition by studying George R.R. Martin's novels and listening to Tupac Shakur in an effort to unleash her inner ferocity. It worked.

"We saw hundreds of people for the role," says D.B. Weiss, one of the producers serving fruit at Clarke's audition. "This character needed to step into Joan of Arc territory, to deliver a messianic level of intensity. There was only one actress [we saw] who could do that."

Outside of Game of Thrones, Clarke's screen roles have been modest ones — a British soap called Doctors, Jude Law's daughter in 2013's Dom Hemingway. Last year, she was offered Edward Snowden's girlfriend in Oliver Stone's currently shooting Snowden but already had agreed to do an adaptation of JoJo Moyes' best-selling tearjerker Me Before You, which starts production in April, and couldn't make both projects work with her Thrones schedule. "My heart broke," she says. She was less upset when she turned down Fifty Shades, although she was curious enough to take two meetings with director Sam Taylor-Johnson. "I'd done nudity before and was concerned with being labeled for doing it again," she explains of why she said no.

Clarke hasn't merely done nudity — she's become a Broadway sensation for it. When she made her New York stage debut in 2013 as Holly Golightly in Breakfast at Tiffany's, half the audience started shooting video on their phones during a scene in which she slipped naked into a bathtub. "That was a bit bonkers," she recalls. Her GOT character has been known to disrobe on occasion as well, although not so much lately. "There are other women who remove items of clothing on our show, so they've kind of got my nipple count down now," she jokes.

There's no nudity in Genisys, which filmed last summer, but Clarke did undergo weeks of weapons training (and met her current boy­friend, Jai Courtney, who plays Kyle Reese, although she won't discuss her love life, including her previous relationship with Seth MacFarlane). Genisys' director, Alan Taylor, credits Clarke's British training as one reason he cast her as the mother of John Connor. "She'll be in a scene sobbing and as soon as you say, 'cut,' she'll turn back to the crew and finish the joke she was telling before she started," he says. "She can step into and out of it in a way that some American actors can't."

After she's done filming Me Before You, she'll step back into Game of Thrones, which in July starts production on season six. In previous seasons, Clarke's character had been isolated across the Narrow Sea, with no contact with the other royals (this season, expect a meeting between Daenerys and Dinklage's Tyrion Lannister). Off-camera, though, the main actors have practically formed their own union: That $7 million Clarke supposedly will earn by season seven was the result of her banding together with Dinklage, Coster-Waldau, Harington and Lena Headey to negotiate collectively. Clarke denies the salary figures ("Not even close," she says). But whatever she's being paid, she's looking forward to getting back to her wig and pet dragons. "Game of Thrones," she says with a contented smile, "takes very good care of us."

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