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It's one of those chicken-fried Texas days when even people in cowboy boots hotfoot it across roads that have been left out in the sun too long. While the locals huddle in the syrupy cool of the Archer City Dairy Queen, a curious threesome—a movie director, his ex-wife and his former girlfriend—brave the dust to pose for a magazine photographer. As he frames the shot, Cybill Shepherd, the ex-girlfriend, hands the umbrella she has been using to shade herself to Peter Bogdanovich, the director, and moves closer to Polly Piatt, the ex-wife. But instead of holding the umbrella over Cybill. Bogdanovich—self-absorbed as ever—shades only himself.

"No, Peter, you're supposed to hold it over me," Cybill insists, and both women break into hoots of laughter. "I knew you would think that was funny," Cybill says to Polly. "It's just so Peter," Polly replies.

That they can now share a laugh is nothing short of remarkable. For 19 years ago, right here in the north Texas hamlet of Archer City (pop. 1,862), the three were involved in one of Hollywood's most scandalous love triangles. In the middle of shooting The Last Picture Show, Bogdanovich left Polly, then a production designer, and their two young daughters for Shepherd, his coolly gorgeous ingenue. Though spurned, Piatt was stoic enough to finish the picture and went on to collaborate with Bogdanovich on Paper Moon and What's Up, Doc? But for many years, says Piatt, the idea of watching Picture Show, a poignant account of sexual longings in the 1950s, was "just too painful." Yet here she is, on the set of Texasville, the sequel to The Last Picture Show, giggling with Shepherd. "If there were any old, lingering wounds, they were definitely healed," says Bogdanovich. "Which was important to the kids and everything."

Platt is quick to note that Cybill, though still beautiful, has changed. "Cybill was not at her best back then," she says. "She was very young; she didn't know what she was doing, and I think she paid for it heavily. I don't see a very happy woman there who got everything. She's been through a lot in her life."

Indeed, in the almost two decades since she took off her bathing suit for one of the most memorable skinny-dips in movie history, Cybill has survived not only the end of her eight-year affair with Bogdanovich but also two stunningly short marriages, an acrimonious custody battle over her 3-year-old twins, Ariel and Zachariah. and enough casting potholes to have rattled a weaker woman. "We've all suffered, and we've all been through so much," says Shepherd. "It was very moving being together on the set again, for Polly and me, and Peter and his daughter Antonia."

No one, least of all the three principals, thought they'd ever return to Archer City. But when Larry McMurtry wrote Texasville, a sequel to his book The Last Picture Show, and dedicated it to Cybill, Bogdanovich couldn't resist filming it. "All of us felt a little strange," says the director. "When I'd go around a corner, I kept thinking I was going to run into myself at the age of 30."

If he had, he would have seen a wunderkind director so smitten with his leading lady that he nearly destroyed both their careers in homage to her. Not only did Bogdanovich and Cybill live together without benefit of marriage—still taboo back in those days—but he drastically miscast her in two dreadful period films.

After they split, Bogdanovich became entangled in an even messier affair. His live-in love Playboy Playmate-actress Dorothy Stratten was murdered in 1980 by her estranged husband in a rage of jealousy. Bogdanovich sought comfort from Stratten's younger sister, Louise, now 21, and went on to marry her in 1989. L.B., as she is called, was with him on the set in Archer City.

Polly, who lives alone in Santa Monica, has had a triumphant career as a producer with such hits as The War of the Roses and Broadcast News. In August she returned to Archer City ostensibly to help Bogdanovich with a tricky plot problem, but she suspects that their daughter Antonia, 22, who worked as a still photographer on Texasville, engineered the visit to remove the emotional ground glass between her parents and Shepherd. Piatt doesn't regret her brief visit. "It was just so satisfying to give up all that pain," she says. "It was the most bizarre experience, but to me it was exhilarating. Who ever gets a chance to go back?"

For Cybill, the return to Archer City found her at the scene of her first hit. And much like her character, Jacy Farrow, she returned older, wiser and sadder. "Even though I wasn't born or raised in Archer City, that's where my career began," she says. "So it was like going home again."

While not a Texan, Shepherd is an authentic Southerner. Born in Memphis, Cybill—who was named after her grandfathers, Cyrus and Bill—was the middle of three children of Bill Shepherd, formerly an executive in the family appliance business, and Patty Micci, a homemaker who has since remarried. Like any proper Southern belle, she was sent to charm school where, she says, she was taught to dress and behave "in this perfect ladylike way—and not be threatening." For a while, at least, it worked. Suppressing her natural feistiness, she was voted Miss Congeniality in the 1967 Miss Teenage America contest—an award that now amuses her. "For years I wouldn't admit that," she says. "I thought it was the squarest, goofiest thing."

Encouraged by her mother, Cybill flew to New York City in 1968 and won a Model of the Year contest. In the next two years, while taking a few college courses, she appeared on 25 magazine covers, including LIFE, Vogue and Glamour. It was one of her many Glamour covers that snagged Bogdanovich's attention when he was casting Picture Show. He thought she had just the right look and insouciance to play Jacy, the snooty high school beauty lusted after by the school football hero. "That was the first time I felt I was beautiful." Cybill recalls. "Only a handful of people in my life have seen me beneath the exterior and realized that my brain isn't blond. One of those people was Peter."

In fact. Bogdanovich liked what he saw so much that he was blinded by it. Not only did he put her into the turkey Daisy Miller, he shunned projects that didn't include Shepherd, leading him to the expensive and embarrassing effort—At Long Last Love, a transcendently awful musical comedy co-starring Burt Reynolds. The critics were scathing. The usually agreeable Gene Shalit summed up with: "Shepherd cannot sing, dance or act."

By 1978, not even Cybill and Bogdanovich were giving their relationship good reviews. And after flying off to Europe to film the appropriately named The Lady Vanishes, Cybill up and married David Ford, a Memphis auto-parts dealer she had known for several months. Suddenly the free spirit who had insisted for years that "living in sin is sexy" was saying "living in matrimony is even sexier." Instead of moving back to Hollywood after the movie wrapped. Cybill and Ford moved into a loft in Memphis, where she readied the nursery for the birth of her daughter Clementine in 1979.

Although she kept busy with her daughter, Cybill soon found herself wanting more than days at the local playground. Arriving in Hollywood a year later with her husband and child in tow, she called her former agent, Sue Mengers, who bluntly told her, "Cybill, you've been gone so long you might as well be dead."

In 1982 her personal fortunes also sank when her marriage to Ford ended. The turnaround came in 1985 when producer Glenn Gordon Caron cast her as Maddie Hayes in his offbeat private eye series, Moonlighting. Attracted by her ice queen image, Caron paired her with a little-known actor-bartender, Bruce Willis.

Moonlighting was a surprising hit, but the level of hostility on the set rose almost as high as the Nielsens. In the beginning, Cybill—who reportedly made $40,000 per episode to Willis's $15,000—was the name attraction, but as Willis's star ascended, the delicate balance of egos was thrown off. Near the end Willis's paycheck grew, and the fatal "jerk" issue arose. "They made Maddie an unreasonable, hysterical woman," explains Cybill, "because Bruce Willis didn't want to play a jerk anymore. He was too smart and too successful. So where arc you going to get the conflict? From Maddie." Tempers flared, production stopped, and last year the show was unceremoniously dumped. "I'm not saying I was always like the Virgin Mary. I'm not saying I didn't lose my temper; I did," says Cybill. "The weird thing is that Bruce Willis and Glenn Caron did too, but who was blamed with it all?" She quotes Bette Davis: "If you stand up for yourself and you're a man, they admire you. If you stand up for yourself and you're a woman, they call you a bitch."

By early 1987 they were just calling her sick. That season Cybill began suffering bouts of morning sickness after discovering she was pregnant with twins. The father, whom Cybill married that March, was Bruce Oppenheim, a chiropractor she began romancing while he was treating her for headaches and back pain. Cybill says she has since forgiven Willis, who sent small gifts when the twins were born, but she still becomes exercised when talking about the Moonlighting problems. "I made a heroic effort. Ask anyone who's had a twin pregnancy—it's incredibly difficult," she says. "What did they want me to do? Come out and throw up on the set or pass out?"

Shepherd admits that when Moonlighting was finally canceled, she was relieved. "It was like being trapped in a gilded cage together," she recalls. "I'm not saying the show wasn't a great opportunity for me. It was the part and break of a lifetime."

By then Cybill had other worries: namely, the raising of her twins and the crumbling of her marriage to Oppenheim. She prefers not to discuss what went wrong and will only say, "I'm bitter that it was so bitter." Cybill and Oppenheim, whose divorce became final in November, hammered out a custody arrangement in which they alternate three-week stints with the children. She's still upset that she had to give up the twins at 15 months when they were breastfeeding. 'I did not agree with the prevailing attitude that nursing children should be taken away from their mother." she says.

Shepherd rejects the idea that her marriages were mistakes. "They lasted as long as they were supposed to last," she says. "I hope I learned something—maybe that I didn't need to be married to those men."

In Archer City, folks still talk about the shooting of Texasville, which wrapped last November. The money that the film pumped into the local economy was warmly welcomed. But the outspoken actress is not remembered so fondly in the conservative community. "I found her real tacky acting," says Wanda Long, who runs the Dairy Queen. "She was always complaining about something." A few residents, however, felt Cybill's personality was not the real problem. "Cybill hurt herself real bad in this community on the abortion issue," says John King, a dry cleaner. "She gave a speech on TV and brought out the fact that she was a national spokesperson for Voters for Choice. A lot of us here are against that."

After leaving Archer City, Cybill did what she often does to rejuvenate—headed for the family home in Memphis. "Something happens to me when I'm here," she said recently. "I feel so happy and relaxed." Relaxed enough to talk about her new love, Frank Smith, 40, a like-minded Washington, D.C., lawyer whom she met last year on the eve of the pro-choice march in the capital. "It's good," she says. "We're in love and very committed to each other."

Cybill makes her home in Los Angeles, but she is building a house on the bluffs overlooking the Mississippi in Memphis, where she has been scouting locations for a cable movie she wrote with McMurtry, and which she will produce. She's currently filming Married to It in Toronto with Beau Bridges; next month she appears on TNT in Which Way Home, and in December she plays an executive in Woody Allen's film Alice. "I'd do the phone book with him. I was so thrilled to work with him," she says.

Curiously, Hollywood may place more importance on the success of Texasville than does Cybill. "It wouldn't thrill me if it flopped, but I am in the business for the long haul," she says. "I'm not going to be made or broken on this one film. I'm on the roller coaster; I've been up and down enough, and I'm not going to give up." For those who haven't already noticed, she adds. "I'm stubborn."

—Mary H.J. Farrell, Lois Armstrong in Memphis, Anne Maier in Archer City, David Craig in Los Angeles

  • Contributors:
  • Lois Armstrong,
  • Anne Maier,
  • David Craig.