As a little girl, Lee Grant grew up under the spell of her mother, Witia Haskell, and her Aunt Fremo. They were two fabulous eccentrics, her mother and her aunt living like Russian nobility in the splendid exile of Manhattan's Riverside Drive. And between attending auctions to replace the lost fixtures of their European past and reviving fading memories at museums, they spoke of the time in their youth when they cowered in a basement on the outskirts of Odessa and listened to the Cossacks pillaging their home.

It has been many years since Lee Grant has heard such stories, and her own personal exile has ended in conspicuous vindication. The public blacklisting is over, the private battles for her integrity are won, the personal struggles within her family are resolved. The mantels in her home are crowded with awards and honors. But the wounds are deep and the scars are visible, and Lee Grant is still fighting for her life. There is a part of her that will always listen for the hoofbeats of the next pogrom.

"Life is tragic," says the actress and director, whose artistic themes run to cries for justice for battered women, help for the homeless and succor for the injured soul of America "When happiness comes, it comes in little bits. A look on my daughter's face. The way the sun strikes the flowers. A wave of contentment. It never lasts."

Yet in defiance of her pessimism, Grant is moving, slowly, passionately, toward a career that doesn't depend on youth and transient beauty. She has already demonstrated her acting talent, winning an Academy Award (Shampoo), an Obie (The Maids), a couple of Emmys (Peyton Place, The Neon Ceiling) and the respect of her peers. But she wants to be a director of weight. She began almost a decade ago with her first feature, Tell Me a Riddle, the moving tale of an aged émigré's final days, and she is heading now in an even more potent direction. Her HBO documentary, Battered, premiered in September and was highly praised. Her feature film Staying Together, a tender parable about the virtues of small-town family life, stars Dinah Man-off (of NBC's Empty Nest) among others, and will open next month. Her television movie No Place Like Home, a fierce and bleak depiction of the plight of a homeless family, will appear on CBS later this year. Last week she was given the Women in Film Chicago Achievement Award for the body of her work. Nevertheless, she still had to grovel for the sound-track quality she wanted on Staying Together and finally paid a $5,000 fee out of her own pocket to get it.

Such squabbling rankles her. "I want power," she says, relaxing in the 60-foot living room of her home on New York City's Upper West Side, a corner of the world to which she has returned after 17 years in Malibu. "I want to be like Sidney Lumet and pick a script and say I will make this, and then make it. Any damn thing I want."

Instead, she finds herself scratching for money from skeptical producers who are invariably surprised at the rainbow of sparks that fly from this lemon-scented wisp of silk and stone. Power does not come easily to actors, she says. It drips down even more slowly for women. She remembers an offscreen scene in Shampoo, the film for which she won the Best Supporting Actress Academy Award in 1975. She was playing a woman having an affair with Warren Beatty. She comes home and finds him walking out of her daughter's bathroom, and her daughter is on the bed. During shooting, Beatty was critical of her performance. "He said that I had a look on my face, as if I knew that he had slept with my daughter," she recalls. "He said that women don't know, that they immediately go into denial. Well, I got a migraine and went home for two days, and when I came back I told the director, Hal Ashby, that I couldn't work like that and I had to quit. No one ever told me before what I was thinking. I started to leave, and Warren saw my face and he asked what was wrong. So I sat down and I told him. He threw up his hands and said, 'Play it your way. What do I know? I'm a man.' "

Lee Grant, born Lyova Haskell Rosenthal, has been playing it her way since she was a child sandwiched between her mother and her aunt, thrust into acting, busing off to casting calls in her native New York City. Her mother and her aunt enrolled her in art school, in dance classes and provided a theatrical backdrop. Her father, meanwhile, spoke of character more personal than dramatic. A.W. Rosenthal, an educator, taught at the Speyer School, an experimental academy for boys, and insisted that life required discipline and justice. While her father adored and indulged her mother, the contrast between the two approaches to life endures. "I lived in a make-believe world on Riverside Drive, where there were no problems with money, no problems with politics, no problems at all," Grant says. "But one day when I was about 8, I went up to Broadway, and there was a man beating a woman. The people in the street ignored them. I ran up and down until I found a policeman, but when we came back, the couple was gone. I've never been able to get that out of my mind—the people who did nothing."

After high school she enrolled in the Neighborhood Playhouse, where she studied Method Acting under Sanford Meisner. "He thought I was spoiled, and I was," she says. "He pushed me, and eventually it worked. I wanted to act."

Her great break came in 1949, when she got the part of the shoplifter in Sidney Kingsley's Detective Story. "I used an accent I heard on a bus," she says. The play led to the picture, and in 1952 she won a prize at the Cannes Film Festival for her performance. "I won an award from someone, and I didn't even know who they were," she says. "That's the trouble with youth—you don't even know what you're getting."

Or at times, how firm your grasp on it might be. This was the American era that Lillian Hellman named Scoundrel Time. Artists were blacklisted for refusing to turn into tattletales on who was loyal and who was left. The House Un-American Activities Committee fed on the names of celebrities. Grant was married to writer Arnold Manoff, who was blacklisted after being named as a member of the Communist Party, and they were close friends with writer-director Walter Bernstein, who would later describe the era in The Front. Lee made a speech denouncing the tactic of blacklisting and, after refusing to cooperate with the committee, found herself on the same list. "By the time the Cannes film award reached me, I couldn't get any more work," she says. "I was nominated for an Academy Award, but I was unemployable."

The only steady work she could find was as an acting teacher. That plus ghosted scripts by Manoff and unemployment insurance kept the family fed. "I remember standing in the unemployment line," she says. "I was pregnant with Dinah and my stomach was out to here, and these little bureaucrats liked to exert their power and send you to the back of the line. So I started to yell, and some of the people in line began to join in because they had been mistreated too, and then the supervisor came over and I blew it. I started to cry. I hate that. I wanted to keep that rage, start a revolution. But instead I cried."

Her exile lasted 12 years, potentially golden years for an actress in her mid-20s at its start. The committee was insisting that Lee Grant name one single person as a Communist sympathizer—that was all—and then she could resume the career that had been snatched away. The name they demanded was that of her husband. The marriage was rocky, and Grant could have named one of many, since Manoff was writing under a dozen names while he was blacklisted. But she refused.

"I never understood why my father had to have so many names," recalls Dinah Manoff. "But everyone we knew was blacklisted. Everyone we knew felt this cloud of injustice. And it took a toll. I grew up in a home of trauma and drama."

Finally Lee Grant's lawyer, a big shot in the Democratic Party whom she characteristically refuses to name, worked out a "deal," she says. "A member of HUAC needed a political favor. He agreed, and the next day I got work. It was that easy."

By then, "I was climbing the walls I needed work so bad," she says. She and Arnold had divorced (he died a year later), and she was on her own. In 1965 she landed a part in TV's Peyton Place and moved to California. She returned to films two years later in Divorce American Style, and in 1973 she married Joe Feury, a dancer from Brooklyn who would later drift into producing. "I had to keep up with her, and I couldn't do it as a dancer," says Feury, now 52. "This was a lady of culture and refinement, and I needed to succeed in the business." (They now jointly run Joseph Feury Productions, a TV commercial and feature film production company.) They had met when he was young, with thick black hair, and when he was introduced to Witia and Fremo, they spoke of him as if he weren't sitting right there listening. "Doesn't he look like a juvenile delinquent, Witia?" asked Fremo.

Nevertheless, after her first husband's intellectual bullying—"He thought that I was uneducated and therefore incapable of disagreeing with him," says Grant—Joe was a relief. He had a big, extended Italian family, and Lee felt the comfort of a sympathetic hearth. Rachel, Joey's mother, cooked great feasts, and there was a raucous sense of completeness to the meals. "To sit around and have everyone together, it was wonderful," says Grant contentedly.

For a while she was a laissez-faire parent. "I thought that everything Dinah did was okay," Grant says. "I didn't check her homework, I didn't insist that she clean up her room." One day, when Dinah was 14, Grant was driving along listening to the radio and heard the announcer say that liberal arts graduates could find work only as janitors. She stopped the car, turned around, went home and announced to her daughter that from now on there would be rules. "It was, 'Oh, no,' " recalls Dinah. "I went right into rebellion."

Grant rounded up Dinah's writings and had her enrolled in Cal Arts. "My mother is widely respected," says Dinah Manoff, "for her talent and for her courage. By me, as well as her peers. She gets what she wants. And she got my butt moving."

The movie roles were not always classic, but Grant left her imprint on every one: as the widow in the Heat of the Night, as a Jewish refugee in Voyage of the Damned and on the smaller parts as well. Always, she left a vivid impression in her wake. "She's a wonderful teacher and director," says Shelley Winters, who worked with Grant on a couple of movies. "I don't always agree with her, and I often get mad at her. She tells the truth when she could lie. One New Year's Eve I had a new dress. She said, it's great, but you're still fat. Lose the weight.' " In Staying Together, Lee Grant directed her own daughter. "Every once in a while, when I was telling Dinah how to play it, she had this look in her eye, like I was saying 'Go make your bed.' "

By 1973, with her only daughter grown, Lee and Joey decided to adopt a 2-year-old girl in Thailand. "We were in a hotel in Bangkok," she says. "I was having an anxiety attack that she wouldn't love me. Joey said he was going to film it. He wanted to document an anxiety attack. It brought me back to reality. Of course he was right—Belinda loved me." Still, there are gaps in her life. Dinah, 31, has gone to California and TV stardom; Belinda, now 18, has packed off to Florida and the College of Boca Raton. Grant's mother died 10 years ago, Fremo died three years ago, and her father died last year. There are empty places at her table.

But along with losses, there have come lessons. "When we moved back to New York City from California, I was up in the middle of the night," she says. She was in the grip of nameless terrors, beyond the reach of sleeping pills or hope. She heard those distant hoofbeats once again. She started to wake Joey, but then something stopped her. All the dread vanished, conquered by that old workhorse ethic of the Method: "I can use this," she told herself.