With "Lookin' at Me" in rotation, rejuvenated producer/rapper Warren G says he's ready to film a video Little X would direct.

In the song, Warren rhymes about his ability to scope all the girls in the club, although one lady in particular catches his eye. The track's co-star, Latoya Williams (signed to Snoop Dogg's Doggy Style label), sings from the female's perspective, "Just imagine how it could go/ I want you so/ And if you give me a chance/ Boy you know, it's gonna get real."

"It's me going different places," Warren said of the video Thursday, "and that situation keeps happening. 'You looking at me, I'm looking at you.'"

Although his brother Dr. Dre produced the first single from his December 4 release, Return of the Regulator, Warren said he expected a larger contribution from the hip-hop legend. The two were supposed to rhyme on the same song for the first time.

"A lot of people ask me why Dre never raps on my album," Warren said, "but I can't explain it. He was on 'Lookin' at Me' at first but then he told me he couldn't do it. I didn't understand it. I ain't trippin', though. I still got big love for him, but this record company sh-- is crazy."

Warren said he finally found some sanity in the industry by signing a deal with his third record company, Universal.

"Universal always loved Warren G," he said. "They found out I was a free agent and got with me. I actually took a pay cut to go with Universal. I really respect their machine."

Warren released his first two albums on Def Jam (1994's Regulate ... G Funk Era and 1997's Take a Look Over Your Shoulder). Ironically, he bolted the company due to its 1999 merger with the Universal Music Group. He released his most recent album, I Want It All, in 1999 on Restless and calls his association with the label one of the bigger mistakes of his career.

"They were disrespectful and didn't understand how to work with an established artist," Warren said. "One time I had to do press in New York. When I got there, I get a limo and ask the driver where I'm going. He said, 'Motel 6.'

"How y'all going to put Warren G in a Motel 6?" he continued, agitated. "I can't deal with that kind of stuff. I never said another word to 'em and I got off."

After a legal battle to sever ties with Restless, Warren said he first looked to his big bro Dre and good friend Snoop Dogg.

"I got at Dre and tried to be down with his situation, but we never got a chance to talk to [Interscope CEO] Jimmy Iovine," he said. "Plus he's got a gang of artists. As far as Snoop, that's my dog. If he had a situation where he was with a Universal or something, I would have f---ed with him, but he ain't have no distribution then."

Warren did hook up with the Doggfather and Nate Dogg, who were members of the trio 213 with him before their early-'90s Death Row days, for the album cut "Yo Sassy Ways." On the cut, the three West Coasters discuss women who tickle their gangstafied fancies.

"I felt so happy doing a song with my friends," Warren said. "An official 213 song. We haven't done nothing in almost two years. The vibe was right."

G admitted he wouldn't mind taking a stab at the long-discussed 213 LP. "I'm 100 percent ready, but it's gonna take Nate and Snoop to be ready and down to do it."

W.C. also checks in on Warren's new LP with a cameo on "Young Locs Slow Down," about youths roaming the streets with reckless abandon. El DeBarge adds his velvet vocals on "Keepin' It Strong," on which Warren sounds like more a spoken-word poet than a rapper. Funk icon George Clinton and G protégé Mista Grimm, who's featured on five Return of the Regulator tracks, sing and drop freestyles on "Speed Dreamin'."

"I was so hungry when I made my first album," Warren said. "When I made my second album, I was paid. I lost that hunger but still made a dope album. The third album I did was dope but I was on a f---ed-up label.

"This album here, I had that hunger from the Regulate ... G Funk Era, plus I'm with a dope-ass company. It feels good."