NEW YORK – Matthew McConaughey has signed a first-look deal at Warner Bros., where his j.k. livin prods. will develop projects for McConaughey to produce, star in and possibly direct.

After making a production deal in the last two weeks with “Batman and Robin” star George Clooney, Warner Bros. has now cemented relationships with two WB-launched actors who’ve emerged as the next A-list feature stars.

McConaughey formed j.k. livin – short for “just keep livin’ ” – in 1995 with Todd Gustawes, an MBA grad from the U. of Texas at Austin, where the two met. McConaughey’s manager, Beth Holden, will also be a producing partner. The WB deal was spearheaded by studio co-president Lorenzo di Bonaventura, and negotiated by Creative Artists Agency’s Kevin Huvane, Josh Lieberman and Larry Kopeikin and attorney P. Kevin Morris at Barnes & Morris.

After McConaughey broke through in the Joel Schumacher-directed Warner Bros./New Regency film “A Time to Kill,” WB enforced an option for two more pictures, keeping McConaughey from doing the Universal remake of “Day of the Jackal,” and instead putting him in the lead male role in the Robert Zemeckis-directed WB film “Contact.” He’ll wrap that film in February, and has signed to star in the Fox film “The Newton Boys.” He might then squeeze another film in before doing his next WB film in late 1997, when he reteams with Schumacher and New Regency for the Hillary Henkin scripted “South Beach.” He revealed that he’s in negotiations on two new projects that emerged before he and Gustawes signed the WB deal.

‘Diamond’ deal?

McConaughey’s in talks at Universal with Brian Grazer at Imagine Entertainment to become producing partners on “Johnny Diamond,” a John Byrum-scripted comedy in which McConaughey would play a Hollywood private eye in the ’60s. “It’s a real character-driven comedy that has a great set up and is set in a great environment,” McConaughey said. He’s also in talks to develop the starring vehicle “The Confidence Men,” an original pitch being written by Toby Emmerich and Adam Gibgot. The project, not yet set up at a studio, is about government-recruited conmen perpetrating an international sting. “It’s like ‘Sting’ and ‘3 Days of the Condor’ set in an international, James Bond level,” he said.

McConaughey also hopes to get closer to his original goal in film – directing. He recently completed “The Rebel,” a 20-minute short film he wrote, directed and starred in. “It’s a social commentary and black comedy about this guy who breaks these arbitrary rules but thinks he’s this massive national criminal,” he said. “A guy who rips the tags off his mattresses, then flocks his feathers like a peacock but hears sirens and thinks the feds are after him.” He’d like to do another short, possibly some commercials, before moving up to a feature.

His company also produced the Sundance Festival-bound, Sandra Bullock directed short “Making Sandwiches” with Bullock’s Fortis Films, and executive produced the feature documentary “Hands on a Hard Body,” about a truck giveaway contest in East Texas. The priority in the WB deal, though, will be to create starring vehicles for McConaughey.

‘Hands-on approach’

“On the producing level, to get off on the ground, we’ll concentrate on things I’ll be acting in as well, so that I can have more of a hands-on approach,” said McConaughey, who seems a bit surprised at how quickly his stock has risen in town.

“A lot has come my way and I’ve had to process a bunch of stuff, trying to get my head and my gut in synchronization,” he said. “With all that’s happened in the last year, it’s so great to have the opportunity to give your point of view. I have choices in scripts, as opposed to a year ago when I just wanted to do whatever I could do, and I mean anything. Now, now with the production idea, I can be there at the beginning, starting off with an idea on paper, recruiting people and talent and creating an atmosphere where everybody can do their best work.”

The studio deal brings another solid benefit: “We’ve been working out of the house here, and three-quarters of it is like an office, with two desks and stuff all over the place. Todd and I are ready to get out, and it will also make my home back into a home.”