What?!

In a candid new interview with Extra, George Clooney confessed his BFF Cindy Crawford once drunkenly climbed in to bed with him!

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"You know she can’t, she can’t help herself," the 54-year-old actor joked of the supermodel, 49, before explaining, "It was one of the funnier drunken nights out at their house where we had a couple of drinks and then couldn’t go home."

george clooney and cindy crawford

George, Amal, Rande and Cindy in August 2015.

"[I] went to sleep and she thought I was [her husband Rande Gerber] because he was sleeping in the other room, because the kids were in their bed, and she didn’t want to wake them up. She thought I was Rande, and I was wearing my boots and my jeans, that’s how drunk I was, and she hopped in bed! That was pretty funny," the Tomorrowland star — who is married to Amal Clooney, 37 — said.

RELATED: George and Amal Clooney Vacation in Ibiza with Cindy Crawford and Rande Gerber — See the Pics!

Watch George dish on ending up in bed with Cindy in the video below!