From PEOPLE Magazine Click to enlarge
'You're not willing to accept the bull that you used to'

WHEN Oprah Winfrey walked into a drugstore in Michigan City, Ind., in July to pick up some odds and ends, the young woman behind the counter was deep in a heart-to-heart phone call; the sight of the customer in thick braids and wire-rimmed glasses moved her not one bit. Winfrey took a seat, flipped though some magazines, stood up, wandered about, sat back down, stood up again and sighed. "I thought, 'I've been standing here a long time,' " she says. "I mean, this girl was on the phone talking to her boyfriend for an extremely long time. I was getting irate." Finally, Winfrey, 40, caught the clerk's attention, made her purchase and headed, in a bit of a huff, for the door. "She didn't know who I was," says Winfrey with a laugh. "I left the store and still she didn't know."

Who can blame the kid, really? The fact is, Oprah is a different person these days. And not just because this summer, while her show was on hiatus, she wore her hair in dozens of shoulder-length braids or occasionally sported glasses instead of her usual contact lenses. At 150 lbs.—much of it brand-new muscle—the 5'7" superstar is a far cry from the overweight, out-of-shape Oprah of old. She is also a far cry from the skinny talk show host who strode onstage in November 1988, carting 67 pounds of animal fat representing the weight she had lost on a liquid diet—and who then regained all those pounds, and more, some 14 months later, vowing, "I'll never diet again." This time, Winfrey earned her new size-8 wardrobe the hard way: biking, walking, running eight miles a day and preparing for a marathon—and, of course, eating right.

"I'm jealous," admits her longtime friend Gayle King Bumpus, a news anchor at WFSB-TV in Hartford, Conn. "I mean, the days of getting Oprah's discards—and the discards were Armanis—are over. I'm still a size 14 walking around her house asking, 'Where are the Twinkies?' But she has a whole different mind-set. She can eat a muffin without butter and say it tastes good."

"I don't pig out," confirms Winfrey. "I basically eat everything I want; I've just changed what it is I want to eat."

As startling, and inspiring, as Oprah's physical transformation are some major changes in attitude. Take, for example, Winfrey's last-minute decision to back out on her highly publicized book deal with Alfred A. Knopf—worth a reported $3 million—last summer. "It was a real struggle for her," says Bumpus. "People were so excited about it. She felt like it wasn't the right time, but she knew people were going to be upset and angry."

Winfrey today views her decision to disappoint the bookworms of America not as a failure but as a triumph. Ditto her refusal to satisfy her adoring public—the show is seen by an estimated 15 million viewers nationwide—by rushing (or is it moseying?) into a marriage with her live-in fiancé of two years (and boyfriend of eight years), marketing executive Stedman Graham. "In your 20s and 30s you are always struggling to be open to what other people see as their vision for you," says Winfrey. "But you reach the point where you're not willing to accept the bull that you used to." And if others have a hard time accepting her, well, she politely declares, that's too bad. "I don't feel the pressure now to make sure people like me. Because I feel like I like me pretty much. And I'm 40, so if you don't, that's okay."

Consider the short list of Winfrey's newfound wisdom:

(1) There is more than one way to avoid answering the phone. "I discovered this year you can turn the ringer off," she marvels. "I have a serious attitude if you call me when I chill."

(2) Like a lot of things that money can buy, haute cuisine is highly overrated. "You order a salad in France and it comes in a cream sauce," she says. "I was in Paris this summer, but I came home early because I didn't like the food."

(3) She should have kept her "big fat mouth" shut about marrying Stedman. "Slap myself on my non-ring finger," she says. "We'll get married when both of us are ready. And neither of us seems to be ready."

(4) She ain't no manager—and doesn't plan to become one. "I'm tired of people stopping me at the water cooler with every little problem," admits Winfrey. "I'm not skilled at handling personnel problems. I'm not. No. What I need is a system. Infrastructure. And I'm gonna get me some."

(5) Letting people wallow in personal problems on national television gets them—and you—nowhere. "I'm not going to be able to spend from now until the year 2000 talking to people about their dysfunction," she says with a mock groan. "Yes, we are dysfunctional. Now, what are we willing to do to change it?"

Winfrey may speak like a woman who has spent a lot of time on a shrink's sofa—but she hasn't. "Sometimes I wish I had. It would have been fascinating," she says. "I would have driven the therapist crazy," she adds with a chuckle. "I'd have him on the couch saying, 'You think so?' "

Whatever its source, Winfrey's new modus operandi has already forced her to make some tough choices. Reportedly in late May she became aware of a bit of dysfunction in her own multimillion-dollar, 130-employee Harpo Productions empire. Simply put, her staffers were deeply unhappy and, says Winfrey, "unwilling to go through another season being unhappy." One obvious reason for the displeasure: Oprah's executive producer of seven years and close friend, Debra DiMaio, 36, a woman characterized in a recent TV Guide article as "dictatorial" and "icy."

"Those are not words I would have chosen," says Oprah softly. Still, she knows what they mean: "Debbie was more of a taskmaster. I'm more willing to let a person make a mistake." After having a closed-door discussion with Winfrey in June, DiMaio resigned. "This is how you know you really have a friendship, if you can go through something like this," Oprah says. Confirms DiMaio: "I will always love her dearly."

Today, Winfrey has a new team in place. She promoted senior supervising producer Dianne Hudson, 40, to replace DiMaio as executive producer and brought in former colleague Tim Bennett, 45, from WTVD in Raleigh-Durham, N.C., to act as president of Harpo Productions. "One of the mistakes I made as a manager was assuming everybody could come up through the ranks," she says. "I always wanted to give the guy who carries the mail a chance to move up the ladder."

She has one clear edict as she enters her ninth season: no more sleaze. "I won't have people yelling and screaming and trying to humiliate one another," Winfrey says, recalling the time when a husband announced to his unsuspecting wife—and to an unsuspecting Oprah—that he was not only still involved with his mistress but that she was carrying his child. "That was one hard moment," Oprah says. "I wouldn't do that [intentionally] to anybody."

Confident that she can leave her show's vision in the "humane" hands of her new honchos, Winfrey is spending free time, she says, thinking about anything but work. Shopping isn't the all-purpose pastime it used to be. "I don't find the excitement in it that I used to. There is not another thing, not a shoe, antique, outfit that I need to buy. Last year it was real exciting when I went from a size 24 to a size 8," she allows. "But now I've been 8 for a while." Instead, renovating the $800,000 condo near Lake Shore Drive where she and Stedman live takes up time, as does sprucing up her 160-acre retreat outside of Michigan City. "One day I spent two hours folding towels," she says. "My big thing this year was to put pillows on the porch swing. I got green pillows with hydrangeas on them."

With due respect for the porch swing, Winfrey's big thing this year is actually finishing a marathon next month. Working out, she has discovered, is the only way "to maintain this size. My cook Rosie was with me for two years before I lost one pound," she says. "It wasn't until last year that I was convinced that exercise works."

And so she is preparing for the grueling, 26.2-mile test of her new body with relentless devotion: no alcohol ("not that I drank a lot"), no fatty foods and, for long stretches, no fun.

"Last night, Stedman and I were sitting on the sofa," she says, "and I was saying, 'Gee, you have a lot more fun than me.' He was about to go to Telluride [Colo.] for the weekend with his golf buddies. I was about to face a weekend of long runs."

Her workouts are tough but satisfying. The hardest part, she says, can be getting started, when at times she would just as soon take a nap. One Sunday "I was so tired I actually got in the bed," Winfrey says. "It was 3:20 p.m. I said, 'Okay, if you're not up by 3:30 p.m., you should stay in the bed." Then the phone rang: Stedman calling from an out-of-town trip to say hello and be a nudge. "Discipline is when you don't want to do it," he reminded her, "but you do it anyway."

Finding new common ground with Stedman has been, says Winfrey, an extra benefit of her training. The two already shared a passion for their work. Graham, president of S. Graham & Associates marketing firm, whose clients include Platinum Entertainment and the U.S. Soccer Federation, spends a good deal of time doing business outside Chicago. "He's out of town more than I am," says Winfrey. "It used to be the other way around." When he is in town, Graham, an avid sports fan, encourages Winfrey to meet her goals, sometimes biking alongside her on her runs. Do the two talk about the future on those runs? Oprah laughs when the topic is broached. "The relationship is better than it has ever been," she says, "because he feels confident and strong about the work he is doing."

As for whether or when a wedding might take place, Winfrey's pal Bumpus delivers the (disappointing, to many) news. "Nobody knows," she says. "I don't even think they know. If Oprah was sure she was going to have kids, then there is no question: she would get married. But she hasn't decided. She likes to come visit me and my family in Connecticut, but when she gets home, it's 'Gosh, it's quiet.' She likes that. Stedman doesn't make a lot of noise. He's not watching the Three Ninjas. So for now I think she's happy and he's happy, and they're not pushing each other."

Winfrey confirms the kid issue: "For right now I feel I can make greater contributions to the world's children. What it takes one-on-one, I don't have." As it happens, the needs of the world's children are the focus of Winfrey and Graham's current collaboration. Her new nonprofit foundation, Families for a Better Life—which she started work on in the summer and hopes to get other corporations to help finance will subsidize 100 inner-city families nationwide with $30,000 each for two years to get them out of the projects and into jobs, counseling and a new life. The very personal project began for Winfrey with a 14-year-old boy named Kalvin. Oprah befriended him last year while filming her ABC TV movie There Are No Children Here in a local housing project, where Kalvin lived with his four brothers and sisters and their mother, Eva. In the months after filming wrapped, Kalvin came to visit Winfrey nearly once a week at her office; she bought him clothes and sneakers, even took him to her farm. Feeling maternal, she made a bold suggestion. "How would you feel about Kalvin moving in?" she asked Graham.

"If you are willing to move in the whole' family," he responded.

Of course she was not. But instead of feeling guilty, Winfrey found another way to help. With funding from A Better Life, Kalvin and his family have moved into a modest South Side duplex with a yard. Eva works as an office clerk, is studying for her high school equivalency test and hopes to become an accountant. "I think if you can do that a hundred times over, then you will really have done something," says Winfrey, whose estimated $200 million personal fortune makes her one of the richest women in show business. "This way people learn to support themselves."

Credit for the program, she proudly adds, goes to her fiancé. "Stedman was the catalyst for this. He is a systems man and I was inspired by his guidance. And this project together, it's like we sing," she says. "We just really sing."

One day the Winfrey-Graham partnership in all its forms may be turned into a few major chapters in her as-yet-unwritten autobiography. But not, says Winfrey, anytime soon. "The best decision I ever made was not to write that book," she declares. "I was in the heart of the learning curve, and I didn't know how deep that was. Even in the past year I've learned things about myself that I'm glad I didn't write in an autobiography."

Things like what, for instance?

Uh-uh. This time the talkmeister isn't going to elaborate. For now she is interested only in reading books (producer Alice McGee gives her a new title every week), remembering to skip the fried chicken in her favorite fried-chicken-and-mashed-potato dinner, chilling on her farm porch and helping the occasional lost wanderer like the one who got stuck in the mud down the road from her a few months ago.

"He said, 'Hey, I was going down the road to see Oprah Winfrey's house. Don't she have a house down there?' " she recalls. The multimillionaire television star looked the stranded traveler deep in the eyes and said, in her best down-home accent, "I believe she do."

LUCHINA FISHER and STEVE DALE in Chicago and SABRINA McFARLAND in New York City