February 12, 2009 at 10:55 PM EST

When director/cowriter James Gray shot Two Lovers, his third film with Joaquin Phoenix, he had no idea it might be the two-time Oscar nominee’s last. Phoenix, 34, never hinted that he was contemplating retirement, says Gray, although the film did take an emotional toll on the star. “I’d get to the set at 6 a.m. and Joaquin would be in a corner of a room with tears running down his cheeks,” recalls Gray. “I’d say, ‘What’s the matter?’ He’d say, ‘Nothing. I’m preparing for the day.’ At the end of the shoot, he said, ‘Man, I’m so tired. I don’t know how much longer I can do this.'”

As for Phoenix’s future — and speculation (which has only increased with his bizarre appearance last night with David Letterman) that his fledgling rap career may be an elaborate hoax — Gray seems as befuddled as the rest of us. “I hope he’s not serious. I think he might be,” says Gray, 39, noting that Phoenix built a recording studio in his house. “I’m hoping that his batteries get recharged and he gets the desire to act again. Sean Penn has announced he’s 
retiring about 30,000 times. So who knows?”

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