When the official word came out that Don Cheadle would be replacing Terrence Howard as Jim Rhodes in 'Iron Man 2,' it was a shock to fans of the first film. Cheadle is undoubtedly one of the best actors out there, but folks initially couldn't see him in a comic book film opposite Robert Downey Jr.

With roles in 'Hotel Rwanda,' 'Talk to Me' and 'Traitor,' Cheadle can just about do anything in any genre. At this year's San Diego Comic Con, when fans got to see footage of him in the role, they were convinced he could play this part, too. So much so that when Rhodes' alter ego, War Machine, appeared on screen, it brought the house down.

At the comic convention, Cheadle spoke at a small roundtable about taking on the role and bringing his own persona to what Howard started and what the producers wanted.

(Producer) Kevin Feige said that you embodied where they wanted Rhodes to go in this film. Can you elaborate on that?

Don Cheadle: I'm not sure exactly what he was talking about, but they knew I was coming into a situation that was a little different, and they were very open and allowed me to figure out who he was on my own. Robert and Jon were very collaborative, so it was just a very creative process that made it feel like I wasn't just jammed into trying to fulfill something that someone else has done.

How intimidating was it for you to step into the shoes of Terrence Howard and do so in a movie of this magnitude?

DC: Well, I did a big CGI movie, but it didn't perform like this one did, and I wasn't replacing anyone. But I was encouraged to find my character by myself and figure out who he was, and not have to try to play any of the beats or character dynamics that Terrence had. I was my own man.

Everyone loved the "next time" line in the first film. How does it feel to fulfill that promise in this film? How is the suit?

DC: This is the first time I'd seen that footage, so I didn't know what to expect. In a movie like this, you do your performance and then you hand it off, and teams of people then flesh it out and create what we saw, so you have to trust a lot. But wearing the suit -- it's heavy, which is true. You feel kind of clunky in it, but everyone is like, "No, it's really good. You're doing your thing." But, you don't know. You just have to see what happens at the end of it.

Is it possible to break this character out into his own franchise?

DC: We haven't discussed that. I have no idea. Maybe, potentially. But he's an integral part of the story for sure. His relationship with Tony Stark, and what happens with them, is a big part of the story.

Were you a fan of the superhero genre? Was playing a superhero something you'd wanted to do?

DC: I'm sure I fantasized about it as a kid, and thought it would be a lot of fun. And then you're 40 and you're like, "Eh." But I saw the first 'Iron Man' and just really enjoyed it and thought they did a great job. They were able to really combine the CGI and the pyrotechnics and all of that stuff with some real character stuff going on, so I thought it was a very interesting mix. When I got the call, I had to ponder it for a while but, ultimately, I thought, "Yeah, this is a good thing to do."

What kind of ideas did you have about the character?

DC: Well, mostly it was based off the script and what the dynamic was, which was already kind of established. But I just really had more questions than answers about the relationship. When I looked back over the comic books, with all of the different iterations of Iron Man and Rhodey that there have been, the one thing that seemed like it was always there was this friendship. There was a real friendship and underlying kinship, and I was always asking, "Where did it come from? What's it based on? How tenuous is it, now that Tony is a free agent and Rhodey is a military man? How does that work?" That's what drove my questions about our relationship through the whole movie.

What surprised you the most about being a part of this movie? What did you not expect?

DC: I didn't expect for the Rhodey CGI character to work more days than me. I didn't think my stuntman would work as many days as I did. Really, it's a combination of your work, and you're in this motion capture shoot, and then the stuntmen do some stuff and you get to do some stuff, and then they don't need any of you and they draw it themselves. It's really a very interesting process.

Can you talk about finding your groove with Robert Downey Jr.? Were you really looking forward to going toe-to-toe with him in scenes?

DC: Yeah. We had a lot of that. Basically, we're trying to find why these guys are friends and on what level they connect and miss each other. So, it was constantly tweaking stuff and improv-ing a lot and grinding over scenes to figure out how that worked, under the watchful eyes of Jon and Kevin Feige.

What kind of improv did you do?

DC: Just whatever. We would just work out scenes. We'd just say, "Was this like that time when we were in Thailand and had that one situation at the restaurant? Oh, no, that was Malaysia. Oh, that's right. We were in Malaysia." We would just try to figure out who we were, and then once we figured that out, we'd say, "How does that inform this situation?" It's not different than what you do on other films, but a little different because there's so much source material already and you have to go, "How much of this do we have to be beholden to and how much of this can we just find for ourselves?"

What does Jon do, as a director, to make it a human story?

DC: I think the fact that he is an actor himself, and he understands that process and what you need. [That] was really helpful. He was always trying to make sure that we were attending to that, as well as paying off everything we had to pay off with the effects and the suit and the mythology of the story. You've gotta feel like this is really real. What the first movie did very well was give you both of those dynamics, and that juxtaposition made it enjoyable for kids and mature people as well.

What are you doing next? Do you want to do a smaller film next?

DC: I've gotta get this Miles Davis project off, so that's going to take my time.

How's that going?

DC: It's going good. We have a script that we're working on. We've just gotta beat the bushes.

Who's writing the script?

DC: Steven J. Revele.

Do you want to direct it?

DC: If it doesn't kill me, yes.

What timeline of his life are you covering?

DC: It's not a cradle to grave story at all, but it touches a lot of parts of his life. It's not a biopic.

Which is your favorite of Miles' groups?

DC: I don't have a favorite. There's so many.

What inspired your passion for his music and this project?

DC: (Joking) My heroin addiction. No. That's probably not the best answer.