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THE STEPS SEEM AS TIGHTLY choreographed as a pas de deux from Swan Lake—though this is a dance most mothers know: the Breakfast Ballet. Moving with fluid precision around the pink terra-cotta island counter in the airy, skylit kitchen of her home in L.A.'s tony Brentwood, Sally Field gives Cody, her chocolate Lab, his bowl, answers the phone and then kicks a basketball belonging to her son Sam, 8, out of the way into a corner. With a spin, she puts a palm to Sam's head—the slight fever he had is all but gone—then sets about figuring how she'll arrange snacks of pizza and sliced fruit for his Boy Scout meeting that afternoon.

As she pushes the bangs from her eyes, the two-time Best Actress Oscar winner turns to a guest and asks, "Glamorous, huh?" But at age 49—she turns 50 on Nov. 6—Field says, "One of the good things about the passing years is that you learn to ride things out. Or else you crumble and drool in a cup."

Sally Field could have crumbled a long time ago. After a career that has successfully spanned 32 years—her 21st movie, Eye for an Eye, costarring Kiefer Sutherland and Ed Harris, just hit the big screen—she is only now coming to terms with a painful shyness and insecurity. The problem had troubled her since her youth in California's San Fernando Valley—and revealed itself most memorably in her notorious "You like me!" speech in 1985 when she won an Academy Award for Places in the Heart.

Field has faced eating disorders that, during her days as TV's Flying Nun in the '60s, caused the 5'2" actress, who normally weighs 100 pounds, to binge on candy and balloon 20 pounds. Career-wise, she once had to struggle to move beyond the spunky, white-bread image she earned in her earliest TV roles as Gidget and the famously soaring Sister Bertrille. And in her love life, Field has charted a bumpy course. Her first marriage—at age 21, to high school sweetheart Steve Craig, a property manager Field has called "the only person I knew"—ended in divorce after seven years and two sons, Peter, now 26 and a writer, and Eli, 23, a recent college graduate. In 1977, the actress struck up a five-year romance with Burt Reynolds. This was followed in 1984 by a 10-year marriage to film executive Alan Greis-man, 48, which ended in divorce 18 months ago. Contemplating such travails, Field looks at her past self as a "little girl," and says, "I look back, and I'd like to embrace her, help her out. Because things didn't have to be all that difficult."

Just 14 years ago, that little girl thought she had life all figured out. Her relationship with Reynolds had just ended ("I was the dumbest asshole ever to walk away from her," Reynolds told PEOPLE last week. "We just got together at the wrong time."), and she was raising two sons. Field met Greis-man at an L.A. restaurant. "She was a movie star, I was a producer," says Greis-man. "I didn't think she'd be interested." Indeed, the spark didn't catch until 18 months later, when Greisman was pitching Field on a story idea. It was then, Field says, that she realized, "I desperately wanted another family. I wanted to be a mom again. It was my last shot."

Less than a year later, in December 1984, she and Greisman were married, and for a while it seemed they had it all. Field was coasting on her Oscar wins for Places in the Heart and Norma Rae in 1980. They renovated their 7,000-. square-foot Brentwood home, adding huge windows and a fireplace so that Field could turn the kitchen into the family's gathering place. And in 1987, Sam was born.

But even then Field and Greisman were discovering they had profound differences. Greisman was a social animal who loved premieres and power lunches. Field was happier at home with her books and needlepoint. It wasn't just a matter of inclination: Field, because of her extreme shyness, dreaded socializing. "He wanted to go out, to be with people or go to parties," Field says. "I couldn't take it. I'd have an anxiety attack."

After a few more years, she says, the marriage was a shell. "The joy had gone out of Mudville," she says. "Instead of appreciating what we cared about in each other, we focused on the negative things. I didn't want to live in a household that was tense and unhappy."

The end came without the usual Hollywood trimmings of bitterness, betrayal and recrimination. "This isn't right," she recalls telling Greisman. "This isn't a good place for you, Sam or me." Before the couple separated in January 1994, Field says, they prepared Sam. "We worked up to it," she says. "We talked about how people love each other and how that sometimes changes. By the time Alan moved out, Sam was ready to deal with it."

Greisman, in fact, calls Field "my good friend" and says that in the divorce "the main thing I was concerned about losing was family. The good news is we still have one." Greisman, who is not seeing anyone steadily, takes care of Sam six days out of every 14 and remains close to Field's other sons. The group even spent last Thanksgiving together at Field's lodge in Aspen. "They have such a nice divorce," says friend Kate Capshaw, Steven Spielberg's actress spouse. "They are great at coparenting."

Field, though, says the breakup has prompted her to rethink her outlook on marriage. "I'm a woman who was brought up in the '50s, and so there's part of me that still wants to be June Cleaver and call to the family, 'Dinner's ready!' But my needs have changed. I now realize that people need their solitude and separateness," she says. "I believe if you have the money, couples should have separate bedrooms. There's something unnatural about sleeping in the same bed, dressing in the same closet, sharing everything." What's more, Field says that she has stopped feeling guilty about her lifelong penchant for being alone. "I'm finally coming to grips with the idea that I don't like giving up my space. I don't need somebody with me to make me whole. I'm totally complete."

If such attitudes seem at odds with Field's normally sunny image, so be it. "I think I'm much darker than people suspect," she says. She is certainly more literary. Field is a compulsive reader who lately pores over a book of Emily Dickinson's poetry and several Strindberg plays; she has Eudora Welty's novel The Optimist's Daughter on her night table. Field is also an avid journal keeper, having dutifully recorded her life on a daily basis since her mid-20s. Each time she fills up another journal, she tosses it in an off-white canvas satchel beneath her office desk—and forgets about it. "I never read the old ones," she says. "I don't know why."

Many of her memories may be too painful. Field describes her formative years as a time of fear and manipulation. When she was 4, Sally's parents—Richard Field, now deceased, a drugstore owner, and Margaret, now in her mid-70s, a former actress—were divorced. Her mother was soon remarried, to the late Jock Mahoney, a macho actor (TV's Yancy Derringer from 1958-59) who, Field says, boasted he had a special ability to divine any person's secret weakness. Growing up with her older brother Richard Jr., now 52 and a college physics professor in Florida, and her half-sister Princess, 43 and an assistant director in L.A., Field says, "I was terrified that my stepfather knew something about me that I was hiding."

Field believes that her constant anxiety was one reason she rushed into marriage with her classmate Craig, with whom she has remained close over the years. "I'm a textbook case of a fatherless daughter," Field says. "When you don't have that nourishing relationship with a father as a child, you're never certain how to get that in your life. Consequently, I've always felt confused about what I want."

The thing she latched onto was acting. She was 18 and still taking classes at a Columbia Pictures Workshop, when she landed the role as TV's boy-crazy Gidget in 1965. Colleagues from her early career remember Field both for her stunning talent—and an often abrasive ambition. Field wanted desperately to get beyond fluff. John Davidson, now 54 and touring in State Fair, recalls his work with Field on the short-lived 1973 sitcom The Girl with Something Extra. Though he had a deep crush on Field, he found her on-the-job outspokenness a bit intimidating. "Each week she'd fight with the writers and producers about the script," Davidson says. "I was satisfied to have this lightweight show, but she wanted more. She usually got it."

Though Reynolds says Field "was a grownup long before I was," he also saw her more competitive side. In the late 70s, he recalls, the pair went to see Meryl Streep in a play in New York City. They left after the first act, he says, with Field seething, "I could act her right off the f—-ing stage!" Reynolds also recalls that when Field didn't win the 1976 Golden Globe for the TV drama Sybil, she refused to attend the Emmy Awards. The two watched the ceremonies from a Santa Barbara motel room. "When she won," he recalls, "we ordered champagne, danced on the bed and acted like 9-year-olds."

Eventually, the hard driving paid off. Field, besides winning a pair of Oscars, has appeared in two of the highest-grossing movies of recent years: Forrest Gump and Mrs. Doubtfire. In director John Schlesinger's Eye for an Eye, she plays a mother whose daughter is raped and murdered. When the killer (Kiefer Sutherland) is set free on a technicality, she takes off after him herself, Charles Bronson-style. It is a role that in one sense fits in well with Field's new image in Hollywood as an outspoken advocate for a new media image of women, calling on filmmakers to depict more strong, independent females. And, perhaps, older ones, too. "There are very few roles for women in my age group," she says with a sigh. "But that will change. Give us time—we'll break through."

Meantime, Field is working to improve her own understanding of women. Always a loner, she had to be wooed into friendship by pals like Capshaw. "I pursued Sally," says the actress, whose son Theo, 7, plays on the same peewee basketball team as Field's son Sam. Now the two mothers share car-pool chores. And though Field is a sometimes reluctant participant in the mommy klatches Capshaw organizes with Hollywood women including Goldie Hawn and actress Rita Wilson, Capshaw says, "Once Sally comes over, she doesn't want to leave." As Field told IN STYLE last February, "I'm hungry to know more women who are interesting...to know what they go through and what life is like for them, because it helps me figure out my own life now."

Naturally, that life includes men, though Field insists that "I'm too old to date. I have male friends. I go do things. If I enjoy the person, that's enough for me." She laughs off recent reports that she is deeply involved with Jerry Knight, a 36-year-old film technician she met on the set of Eye for an Eye. "Jerry is a friend," she says. "Not a boyfriend. We've been out—but I haven't seen him in a long time."

The mention of a hot rumor from the summer—that she was back with Reynolds—draws a shriek: "No! Oh, my God, no!" Looking back on her days with Burt, Field says, "It was fascinating. So showbiz. But I was a whole other person." Today, she adds, "I wish him nothing but well, but I haven't seen him for 15 years." Reynolds, though, says the two did talk on the phone in 1994. "Before my autobiography came out, I called and told her what a schmuck I'd been during our relationship," he says. "I also told Sally that she was the love of my life and that I hoped she finally realized how special she is."

Clearly, she has. Though Field says she doesn't "like the way my neck looks at all," and talks about cosmetic surgery, she no longer feels ashamed of her body. She is, says Greisman, "coming to terms with the fact that she's in great physical shape." In the past, she says, she tried "the grapefruit diet, the egg diet, the cucumber diet—it was so destructive, so full of self-loathing." Now, if her Eye for an Eye costar Harris says Field is "pretty nice to hold," it's because the keystone of her diet is common sense. She cooks dinner nearly every day, with standards that include fish baked in parchment and pasta with tomato and basil sauce. (Field admits, though, that she keeps a box of See's dark chocolates with her "at all times.") She works out in her home gym, equipped with a StairMaster and a Universal weight machine, and runs 20 to 25 miles per week. "I've fallen in love with running," she says. "It fits where my head has been the past few years."

Not that the anxiety has disappeared entirely. "For someone who has been in the public eye," says Capshaw, "she still suffers panic attacks over the fact that her shoes don't match her pants. She has no confidence, but she's funny, not sad, because somehow she finds the courage to overcome it."

Field, though, says she doesn't feel pushed to her limit. "All those younger years were spent trying to be acceptable and pleasing to somebody else," she says. " 'Am I good enough, darling? Did I please you, dear?' And there's something very sexy about saying, 'This is what I want, and this is what I want right now.' "

GREGORY CERIO
TODD GOLD and LYNDA WRIGHT in Los Angeles

  • Contributors:
  • Todd Gold,
  • Lynda Wright.