G-Funk rapper Warren G is laid back... back... back.

The Long Beach rapper is as mellow on the phone as he is on his new sophomore album, Take a Look Over Your Shoulder (Reality), on which he refines his signature chill style with some posthumous help from Bob Marley and a live-and-in-person assist from the Isley Brothers' Ron Isley on his current single, "Smokin' Me Out."

"On this one, I didn't sample at all," said the 26-year-old G, his words even more lackadaisically drawled than those of his homeboy Snoop Doggy Dogg. "Everything we played was live and the drums are a little harder and there's more percussion, but lyrically I think it's more advanced."

G said he feels confident his style has matured since he was introduced to the rap world in 1994 with his hit single "Regulate." The quadruple-platinum debut from super producer Dr. Dre's little brother also landed G his own record label, G-Funk Music, for which he is producing a number of up-and-coming local Long Beach acts, and a new lifestyle to which he has become accustomed.

"This album is straight cool, I had the time to get it real straight this time out," G said about the more deluxe accommodations and schedules for his second outing. G deals with the rigors of his new-found fame on the record, on tracks such as "Reality," on which he raps over a bass line from Sly and The Family Stone's "If You Want Me To Stay," and "Smokin' Me Out," a re-write of the Isley's "For the Sake of Love," on which Ron Isley makes a guest appearance.

"My uncle knows somebody who knows Ron Isley. I told my uncle I wanted to see if we could get him for the track and he hooked it up," said G of his chance to record with one of his biggest idols. "I brought a copy of the Isley Brothers greatest hits in for him to sign. I'm a big fan, man. That's just some good music. Real tight, so mellow."

G, who says he played "some keyboards" on the new record, but not all, since he's no "super-duper keyboardist," left most of the live band work to his crack squad the G-Funk All-Stars (an obvious tip of the hat to George Clinton's P-Funk All Stars). He credits his mother for inspiring the album's first single, a re-interpretation of Bob Marley's "I Shot the Sheriff."

"My mom used to always play that song when I was a kid and somebody at Def Jam heard my version and loved it and they said it would be tighter if we had an EPMD mix over it. So, we got (EPMD's) Erick Sermon to come in and do a mix over it. It was straight smooth."

Having just returned from a European tour, G is busy remixing and producing an impressive array of tracks for other artists. First up was a remix for the new Shaquille O'Neal single, "Let's Wait a While," then a remix of the Bee Gees' "I Surrender." Uh, the Bee Gees?

"Someone from my management knows someone from their management," G said, "and we met each other at a festival in Italy recently and we had a good meeting. They knew my music and I'm a big fan of their music."

G is also remixing a track for En Vogue, as well as overseeing the debuts from a number of his baby acts, the Five Footaz, Tha Twinz and Knee High. In the oddest collaboration, G says he's trying to hook up with Darius Rucker and Hootie and the Blowfish to work on a song for a soundtrack. "Yeah, I talked to him," said G about the possible rock/rap combo. "We performed on the same show in Germany and they called me on stage to rap a verse over one of their songs."

Even though he recently saw his first foray into acting hit the small screen with a cameo as himself on the short-lived TV adaptation of Clueless, G has soured a bit on the Hollywood scene. "I was working on a script to re-do The Wiz," he said, about his grand scheme to re-write the Michael Jackson/Diana Ross movie for the hip-hop '90s. "But somebody else bit off me and started doing their own thing." G added that he had a plan to cast the Fugees' Lauryn Hill as Dorothy, rapper Heavy D as the Cowardly Lion, Snoop Doggy Dogg as the Scarecrow, himself as the Tin Man, Vivica A. Fox as the Good Witch and Queen Latifah as the Wicked Witch.

G plans to take his G-Funk experience on the road by summer's end, and said he's not too worried about hitting the East coast, despite other West coast rappers' fears about safety. "I don't worry about all that," said G, in his smoked-out mumble. "I don't have any problems with nobody. I'm a neutral person."