There is an inevitable moment during every Michelle Pfeiffer project when the actress tries doggedly to get herself out of it. “I’ll be like, ‘Oh, I can’t possibly do this for some crazy reason,’” she confesses, “some insurmountable thing that’s really not insurmountable, and my agents always see it coming.”

Pfeiffer typically comes around, and she’s gotten better at managing her fears, too. It took 20 years, but she no longer shakes her way through the first day on any new set and she’s finally stopped obsessing over daily footage of her work. She used to watch cuts to make sure she was acting in the right movie; but at this point in a career that’s earned her three Oscar nominations and $7 billion at the global box office, if Pfeiffer still doesn’t know if she’s in the right movie, “I deserve to be made fun of,” she says. Plus, watching herself had become a form of torture that she didn’t need to put herself through anymore.

“I’ve always had this very love-hate relationship with acting,” she acknowledges over tea in a Santa Monica hotel suite in early April. At the height of Pfeiffer’s fame, somewhere between her starring roles in Scarface and Batman Returns, she flirted with the idea of walking away from it all. And for a stretch, when her children were younger, she actually did. Along the way, she’s agonized over every role, whether she should do it or not, and then how to do it, and if she’s doing it right. She has routinely twisted herself in knots, then deluged her collaborators with questions and ideas — some of them have been welcomed; others, particularly when Pfeiffer was still an ingenue, were not. “I’ve been yelled at more than once,” she says, and sometimes she has yelled back. “Other times I’d just go off and cry.”

But before Pfeiffer ever gets to that place, she’s already tried to back out or, worse, get herself fired. In fact, it’s such a regular part of her process that her representatives have nicknamed her Dr. No, which is why the ease with which she jumped into her latest project, the Showtime series The First Lady, which premiered April 17, was surprising to everyone in Pfeiffer’s orbit, herself included. The offer came from director Susanne Bier, who’d worked with Pfeiffer’s husband, TV writer David E. Kelley, on the HBO thriller The Undoing. She wanted Pfeiffer to play former first lady Betty Ford in the series’ 10-episode first season, which would weave together Ford’s story with those of Michelle Obama (played by Viola Davis) and Eleanor Roosevelt (Gillian Anderson).

“I told her that Betty’s this really complicated person: She’s wonderful and fun and very charming, and she has a big black hole of pain that she’s just barely keeping inside her,” says Bier, who’d been struck by how enigmatic and how stunning Pfeiffer is, two qualities that she felt would serve the character well. “I also get from Michelle that she has access to some pain.”

For the first time in memory, Pfeiffer didn’t so much as hesitate. It was the kind of meaty role she never anticipated at this phase of her career, and she’d be surrounded by other formidable women in front of and behind the camera. The more Pfeiffer learned about Ford, an outspoken feminist who destigmatized matters of mental health and substance abuse, the more besotted with her she became. And slipping into the role, even the scenes in which Ford utterly unravels, came easier for her than it almost ever does.

Cathy Schulman, who was tapped to run the anthology series, says that Pfeiffer was precisely what the project and the character needed. “Our thing was, ‘Who’s going to be able to be completely courageous and a leader but also break all the way apart?’ And we felt that Michelle was that actress,” she says, suggesting Pfeiffer is that woman as well. “She’s so strong and so brittle at the same time.”

***

Pfeiffer was born 63 years ago to Richard, an air-conditioning contractor, and his wife, Donna, who raised Pfeiffer and her three siblings in a blue-collar pocket of Orange County, California. In early profiles, Pfeiffer described herself as a “rotten kid” who’d regularly beat up the boys in class. “I was like the Mafia don of my elementary school,” she joked at the time, though Pfeiffer was also ruthlessly teased by kids who said her lips were too big or her walk too duck-like. She ultimately found her way to a high school theater class, mostly as a means to gin up credits, though she was happier there than she’d been in almost any other place.

As is now the stuff of Hollywood lore, she was working the cash register at a neighborhood Vons when she had her epiphany. As a customer bitched about cantaloupes, Pfeiffer, until then an aimless 18-year-old, asked herself what it was she really wanted to do with her life. Acting was her answer, so she entered a beauty contest, where she successfully scored herself an agent (and was named Miss Orange County). Bit roles, largely as bimbos and bombshells, followed. It’s the kind of tale that gets embellished over time, but Pfeiffer insists it hasn’t been. “Nope,” she says, “I really owe my career to that woman who was upset about her cantaloupes.”

Pfeiffer’s introduction to the darker side of Hollywood came a few years later, when she fell under the spell of a controlling L.A. couple. She was young and desperately seeking answers, and the pair seemed to have all of them. “There was a lot of mind-fucking and brainwashing,” she says, and a lot of money handed over to them, too. It was her future husband, Peter Horton, who finally extricated her. He was prepping for a movie about cults, and asked Pfeiffer to join him for a meeting with a real-life deprogrammer. There she was, listening to them talk about the psychological manipulation that goes on, when it clicked: “I’m like, ‘Oh my God, I’m in a cult.’ It was like a light bulb went off, and I never went back.”

She married Horton in 1981, and landed her first big break, as Stephanie Zinone in Grease 2, while they were on their honeymoon. The marriage lasted less than a decade, but Pfeiffer still credits the Thirtysomething star for believing in her long before she knew how. “And nobody ever writes about that, so feel free,” she tells me, and then provides examples, like the time she was considering some “sexy role” for TV, and he made her see that she was worthy of more. “I was doing my normal torture dance, whether or not I should do it, and he just read it and went, ‘I never really saw you this way, I always pictured you more like Katharine Hepburn.’ And it stuck,” says Pfeiffer. “I realized that I did, too, I just wasn’t confident enough to see that through.”

It was also Horton whom Pfeiffer continually turned to as she was struggling her way through her second major role, as coke-addled ice queen Elvira in Scarface. “I was with this group of incredibly seasoned actors and only one other woman, who I didn’t even work with, and I was just waiting to be fired the whole time,” she says. “I would go to bed every night crying.” Thirty-five years later, she appeared on a panel with director Brian De Palma and her co-star Al Pacino, where she was asked by a male moderator not about her performance but rather about her weight during the production — a question that was met with audible groans from the audience. “I mean, I was playing a cocaine addict!” she jokes now, though at the time she spoke candidly about “living off tomato soup and Marlboros.” When I tell her how impressed the internet seemed to be by her ability to gracefully shrug off the sexist query, she cocks her head and smiles: “I’ve had a lot of practice.”

Shy as the actress purports to be, Pfeiffer has rarely struggled to speak up for herself or her characters, which she says contributed to a few chilly director relationships early in her career. “And then you develop this distrust, and I’m probably distrustful to begin with, it’s sort of my nature,” she says, though age and experience have softened her, which isn’t the same as making her less exacting. In fact, Bier describes a meticulousness from her First Lady star that borders on obsessive, though the director insists she found it intoxicating. “If I was being picked up at 5 a.m., I’d wake up at, like, 3:30 a.m., and at 3:45, I’d get the first text from Michelle: ‘How about we don’t do this one line?’ And it continues like that all day,” she says. “And if it’s the first day of the weekend and I haven’t heard from her, I’m like, ‘Whoa, I wonder if she’s not feeling well.’ “

Pfeiffer is as discerning with her choices, too, turning down roles long before she had options because she wasn’t interested in letting her looks define her. And yet it’s almost disingenuous to write about Pfeiffer without remarking on her beauty, if only because it is, without exaggeration, one of the very first things that anyone you speak to about her brings up. Paul Rudd, who’s made four movies with Pfeiffer, comes the closest to acknowledging that looking the way she does can be both a blessing and a curse. “She’s so beautiful that people forget how talented she is,” says the actor. Even her closest friends admit that her looks can be distracting. “I say it to her all the time, it always takes me a minute to get over her beauty, especially if I haven’t seen her in a while, and then it’s, ‘OK, OK, I’m in,’” says Kate Capshaw, who’s been part of Pfeiffer’s inner circle for close to 40 years.

Still, she found her way. Scarface led to The Witches of Eastwick, then Dangerous Liaisons and The Fabulous Baker Boys, and before Pfeiffer knew it, she was one of the biggest, most sought-after stars on the planet. “And suddenly everybody knew who I was, and it terrified me,” she says, acknowledging how ill-equipped she was for fame, then and now. She resented all that came with being a public personality, save for the work itself. In fact, she once said of the unwanted attention: “Every minute of every day, you feel as if a million eyes are on you. You’re never allowed to just be yourself. And for me, it’s not worth it. I don’t know how long I can take it. I don’t even know if I want to.”

***

Pfeiffer may have wavered on her career, but never on wanting to be a mom. By the time she’d hit her mid-30s, she had been in a series of high-profile relationships, but none that had endured. So, at 35, she decided to adopt. She told only her lawyer, who’s been with her since Scarface, and the producer Marty Bregman, whom she considered a mentor and father figure in her life (he died in 2018 at 92). “I wanted to check myself that I was doing it for the right reasons,” she says now, “and they were both so supportive.”

Claudia Rose arrived in early 1993, but not before Pfeiffer agreed to a blind date with Kelley and fell hopelessly in love. The two tied the knot shortly after, and she was pregnant with their son, John Henry, the following year. Pfeiffer continued to work when the kids were young, hauling them from one film shoot to the next. “They went everywhere with me,” she says, and she loved it. So did they. Dakota Fanning remembers meeting the Kelley kids, who were right around her age, when she and their mom were making I Am Sam. It was Fanning’s first film, and it was memorable largely because of Pfeiffer, she says, who made sure that Fanning, who turned 7 on the project, would still get to be a kid.

“I’ll never forget, for my birthday, Michelle decorated my trailer and gave me this whole Barbie set that we then played with in her trailer,” says Fanning. “And it was a lot of little things like that that meant so much to me and so much to my mom, and it taught me a big lesson at a young age about how much that can mean to somebody.” Twenty years later, she was back on set with Pfeiffer, this time playing her daughter on The First Lady. After they’d wrap for the day, Pfeiffer would often host the younger actress and their castmates at the house that she and Kelley were staying at during the Atlanta shoot. Adds Fanning, “The Barbies were replaced by wine, but she’s still that same cozy, fun person.”

In time, Pfeiffer’s own children grew up and had their own lives, and packing everyone up was no longer so easy. She didn’t want to pull them out of school or disrupt their routines, so it became, “‘Well, I’ll only shoot in the summer, and I’ll only shoot here, and I’ll only blah, blah, blah, blah,’ and finally it was just too much trouble to hire me,” she says, and she wasn’t remotely resentful. She stayed busy parenting, painting and laying the groundwork for what would become her clean fragrance company, Henry Rose. Then she and Kelley moved the family north to the Bay Area, and Pfeiffer became so consumed by settling in that five years flew by without her even realizing it. “I would start to hear that I had retired,” she says, “and I’d be like, ‘Wait, no.’”

Reflecting on the move now, Pfeiffer says it was the uglier aspects of fame that drove them out of Los Angeles. Navigating things like paparazzi on her own had been infuriating, but trying to do so with children drove Pfeiffer mad. “I just couldn’t bear seeing photos of me picking them up in carpool for public consumption,” she says. “And then they’d follow me home with them in the car, which was terrifying to me.” It doesn’t take much for the painful memories to come flooding back, including the time Pfeiffer took her kids to paint pottery, only to be ambushed as they left the studio. “There were cameras right in their little faces, and it traumatized them,” she says, angry all over again. Her children had no sense yet for what was happening — at that age, they couldn’t possibly comprehend just how famous their mother was.

That lesson came a few years later, when Pfeiffer’s oldest was in the second or third grade, still in L.A. “My daughter came home from school one day, and she said, ‘Mom, I know when someone’s coming up to talk to me because they want to be my friend or because you’re my mom,’” says Pfeiffer. “And I asked, ‘How?’ and she said, ‘Well, if they’re older and they talk to me for too long, it’s not because they want to be my friend.’” It was enough to send any parent packing, though Pfeiffer came to realize that, in her effort to protect her children, she may have done them a disservice: Her kids’ friends knew more about a significant part of their mom’s identity than they did. So, she sat them down and showed them Grease 2, the only age-appropriate thing on her résumé at the time. “And I had maybe 20 minutes of their attention, and that was the end of that,” she says, laughing now.

To this day, she insists her children have little interest in their mother’s oeuvre; they’ve devoured many of their father’s shows, however, just as Pfeiffer has, and often in real time like everybody else. In fact, her friends famously tried to get her to cough up clues about the murder plot in The Undoing, but Pfeiffer, they’d learn, was watching it for the first time herself. Next year, she and Kelley will celebrate their 30th wedding anniversary, and keeping their professional lives separate may just be their secret. Sure, they’ll give each other scripts to read, she says, and if Pfeiffer’s agonizing over a project for too long, she’ll elicit Kelley’s help. But they both stay busy with their own things. Still, given the sheer number of juicy roles Kelley has written for women over 40, on everything from Big Little Lies to Nine Perfect Strangers, one can’t help but wonder if she’d star in one of his shows. “I would,” says Pfeiffer, and then seems to walk it back: “But I never want to risk damaging our relationship, which is a little sacred to me, and I think it’s a risk that you take if you work together.”

***

Now that both of Pfeiffer’s kids are full-blown adults — her daughter with a cadre of degrees from Ivy League institutions, including a Ph.D.; her son steeped in the tech world — she and Kelley have returned to L.A. He’s got a dizzying number of TV projects scattered across the marketplace, and she’s back to managing a Tetris-like schedule of projects in between her myriad obligations to her 3-year-old fragrance company, equal parts passion project and “brain suck,” which she runs with the help of eight employees.

“The kinds of roles you’re offered change as you get older and, in many ways, they’re a lot more interesting now,” she says of being a 60-something actress in today’s landscape. It doesn’t take long to see how uninterested Pfeiffer is in imagining what could have been, had the industry been more progressive earlier in her career — at least not with a recorder on. “I don’t look back,” she tells me, and then swiftly refocuses the discussion on what’s now, remarkably, available to her: “Like, I’m in Marvel world, who would have thought?”

Playing the original Wasp, Janet Van Dyne, who was introduced in 2018’s Ant-Man and the Wasp, marked Pfeiffer’s first time dabbling in comic book fare since she won over legions of fans, critics and her co-star Michael Keaton with her take on Catwoman in 1992’s Batman Returns. “She pulled off the almost impossible combo of sexy, ironic, tragic, dangerous and just plain good,” the actor says via email all these years later. And like Keaton, who’s set to reprise his Batman, Pfeiffer says she doesn’t rule out revisiting the cat suit: “It would depend on the context but, yeah, I’d consider it.” (For the record, she had wanted to go see Zoë Kravitz’s rendition in The Batman, but she wasn’t yet comfortable returning to theaters.)

Rudd, her Ant-Man co-star, tries to put Pfeiffer’s star power in context by recounting the day that all Marvel’s stars convened to shoot the funeral scene for Avengers: Endgame. “It was the first time a lot of people were meeting each other, and it’s a pretty impressive collection. I know I was going around, like, ‘Oh wow, there’s the Guardians crew,’ and ‘Oh my God, there’s the Black Panther crew,’” says the actor. “And when our crew showed up, and we had Michelle Pfeiffer, it felt like, among all those Avengers, we had the coolest group. And I remember walking around at the little mixer afterward, and having, like, [Mark] Ruffalo and [Chris] Hemsworth go, like, ‘Holy shit, it’s Michelle Pfeiffer.’ And there was a lot of that. Everyone’s just looking over at her and everyone’s a little bit nervous.”

Pfeiffer can still be a ball of nerves herself, of course, though not in the way she used to be when her entire identity was wrapped up in every role. “I guess I feel like I have less to prove,” she says, “and I’m always sort of one foot in, one foot out.” We meet before the reviews for The First Lady begin trickling in, not that she would have been particularly interested in discussing the critical exuberance over her latest performance (though critics have found much else about the project underwhelming). Without explicitly citing any of her other recent work, including her widely praised turn in the 2020 dark comedy French Exit, Time magazine called the actress “a masterly portrayer of women with demons who’s in the midst of a marvelous second act.”

As Pfeiffer stares down another birthday, she’s still trying to make sense of how her plate got so full — and she’d love to do more, even try her hand at directing, she says, if only she had the bandwidth. Any free time that Pfeiffer has now is devoted to Henry Rose, which has consumed her in ways she never anticipated. But then she’s a lot like Betty Ford that way, she says: “I jump in feet first and then I realize what I’ve gotten myself into, but I refuse, refuse, to allow myself to sink.” In fact, her latest plan is to take the remainder of the year off to focus solely on the company. But who knows? The offers keep coming, and they’re enticing, even for Dr. No.

This story first appeared in the April 27 issue of The Hollywood Reporter magazine. Click here to subscribe.