Ask George Clooney why he's so impressed with Shailene Woodley, his onscreen daughter in The Descendants (rated R), and his answer is simple: ''She cries underwater, for f---'s sake!'' If you've seen the trailer for the film, in which she plays hard-edged Hawaii teenager Alexandra King, you know the scene: Told her comatose mother will never regain consciousness, she powers through a swimming pool, sobbing with each stroke. ''Everyone always asks about that 'How do you cry under-water?' '' says Woodley, who turned 20 on Nov. 15. ''You just go underwater and you scream and you cry. Today I was actually in the Jacuzzi at my house. I was like, 'I wonder if I can do it again.' So I went underwater and did it again. I was like, 'This isn't hard!'''
Woodley, who plays young mom Amy Juergens on ABC Family's soapy The Secret Life of the American Teenager, is already a top contender for a Best Supporting Actress Oscar nom for The Descendants. ''I was looking for a 17-year-old Debra Winger someone who had that same fire and the same vulnerability,'' says director Alexander Payne (Sideways), who met some 300 girls for the role. ''About two minutes into her audition, my jaw was dropping open. I just thought, 'This girl is going to be the one to beat.' And no one beat her.'' (''I don't know why,'' Woodley shrugs over a taco at her favorite vegan eatery in L.A. ''I was just right for the role.'')
Once on set in Hawaii, she was in a whole different world from her small-screen efforts. ''She's the first actor in all the films I've made to whom my principal direction was 'Slower,' '' Payne says. ''She was in the habit of speaking very quickly, perhaps from her television show where they do so many pages per day.'' She listened, and managed to keep pace with her experienced costars. ''This could have easily become a caricature of the angry daughter, but she just always has that extra gear to hit that makes it matter more,'' says Clooney. ''Her talents are underused and unappreciated on this TV show she's on.''
Though she's grateful to Secret Life creator Brenda Hampton for giving her four months off to shoot The Descendants, Woodley doesn't disagree with her movie dad. ''Secret Life has been amazing, but it's a TV show,'' says the actress, who lives just outside L.A. with her mother and younger brother. ''Time is of the essence and money is of the essence, so it's very uncreative on a lot of levels.'' (She's under contract for two more seasons.)
As the awards season heats up, Woodley is happy to bypass the Hollywood game to explore her true passions organic food, indigenous cultures, and environmental activism. ''There's a strategy out here of 'You're on the wave, you've gotta ride it,' '' she says. ''And I'm like, 'You don't gotta ride it! You can look at the sea turtle. You can just sit and chill.' ''