Megan Fox

Megan Fox trudges onto a soundstage on the outskirts of Santa Fe, New Mexico, dressed like a college student: sweats, hiking boots and a puffy jacket, its fur-rimmed hood pulled tight over her head. She would blend in perfectly on campus—the soundstage is inside the theater of a community college—were it not for the words “Patricia Field” scrawled in gold rope along the back of the jacket. And were it not for the fact that Field herself gave Fox the jacket, during the second season of Hope & Faith, the sitcom on which Field served as costume designer and Fox portrayed a sullen, sexy teenager. After the New York–based series was canceled in 2006, the Florida-raised actress hightailed it to Los Angeles, where she has been living ever since. The gold-adorned puffer remains her only winter coat.

Fox is in Santa Fe to film the movie Passion Play, in which she’s one third of an unlikely cast triumvirate alongside Mickey Rourke and Bill Murray. On this Monday, her day off from filming but not from being Megan Fox, she enters the building and quickly disappears into a back room, emerging 45 minutes later in a more recognizable form­—tumbling dark locks, painted lips, a low-cut blouse. Quietly, with focus, Fox rolls through a series of shots with a photographer. In person she is diminutive, nearly tomboyish with long, thin limbs, and a small face, yet on the monitors, her delicate features pop as full and exotic. The camera’s affection for her makes things easy: With plenty of images to choose from, the shoot wraps two hours early, and Fox strides back to her dressing room, head down, entirely disinterested in the thousands of dollars’ worth of chiffon and leather and bedazzled duds in her path.

“I feel intimidated by fashion,” Fox says, placing a steaming mug of green tea on a makeshift table and tugging on the loose beige T-shirt she has changed into. “I hate doing photo shoots,” she adds, not so much dismissively­ as anxiously. Meanwhile, all around her, assistants pack up bag after bag of what will likely be the spring season’s most sought-after pieces, from Lanvin floor skimmers to Giorgio Armani boyfriend blazers. Fox eyes them briefly before kicking a foot up on the table, revealing a silver-studded Bess biker boot. “These are rad. [The crew] just gave them to me,” she says, breaking into one of her only smiles of the day. Contrary to public perception, Fox is not a stiletto girl.

Technically, though, Fox is here to talk fashion, as last fall she signed a reported­ seven-figure deal to become the face of Emporio Armani underwear and Armani jeans. The black and white ads, shot by Mert Alas and Marcus Piggott, will no doubt cause a few taillight scratches when they land on billboards in March, since they reveal what the actress has offered glimpses of over the past few years in her film work and in lad mags: namely, a whole lot of Fox-y flesh.

Stripping down to her skivvies initially had her worried. “There are some women you could put in underwear and photograph them, and it looks really classy and it doesn’t necessarily provoke a pinup image,” Fox says with a sigh, flopping her boot back on the floor. “But with me it does, immediately, as soon as I’m in underwear. I’m a Vargas girl. So they were really conscious of that on set, trying to make sure that it didn’t look like we were doing a Victoria’s Secret campaign or a men’s magazine. They wanted it to look like fashion.” Fox shrugs. “Which is hard to do with me.”

Giorgio Armani, for one, isn’t concerned that the images are too va-va-voom. “Megan has an amazing figure,” the designer says. “I’ve never seen lingerie look this good.” As celebrity Web site surfers may know, Fox also has the kind of body that looks great in an old T-shirt and jeans, which is exactly what she wears nearly every day. Rather than expressing herself through conspicuous clothes, Fox opts for tattoos (it has been reported she has eight); she is planning to get another the evening we meet, based on a drawing by a friend from the movie’s hair department who moonlights as a graffiti artist.

“Being super fashion-forward and always stepping out in the latest whatever is out there, being a constant fashion plate, like a Rihanna or whoever—that, to me, seems exhausting,” Fox says. She is in awe of Armani, whose Privé show she attended­ in Milan last July, and likes Stella McCartney’s pieces—they’re comfortable—but her favorite article of clothing right now is a pair of Ulla Johnson shorts she suspects are about eight seasons old. “She knows when she likes something,” says her stylist, Petra Flannery. On the red carpet, “she is very trusting to try new things.” But in her regular life, Fox says, fashion is “part of your marketing, and I don’t want to market myself as a high-gloss magazine cover every time I walk out of the house.”

Throughout our conversation Fox is talkative, but she has trouble looking me in the eye. Perhaps her hesitation stems from her discomfort with holding forth on an industry that intimidates her, or perhaps it is part of a concerted effort to “pull back” (as she told an interviewer she planned to do late last year) from the no-holds-barred persona that she has—by all appearances intentionally—projected since her big break in 2007’s Transformers. She looks down; she stares at the table; she glances past my shoulder, toward a table piled with jewelry. She wraps a piece of her long dark hair around a finger. There’s nothing spacey about Fox, but the steely, blue-eyed gaze of a woman armed with a thousand sound bites is nowhere to be found.

On this day Fox, who is 23, seems less the grand media manipulator that she has been given credit for and more like a young woman who won the looks lottery and is trying to figure herself out amid a flurry of work, cash and flashbulbs. She claims that her fame is a burden. “It’s an immense amount of pressure, celebrity itself,” she says. “I didn’t create that. I didn’t sign up for that; I didn’t know that was going to happen. It created itself.” Fox halts, suddenly aware that a great many of her own choices—telling a men’s magazine in 2008, for instance, that her (made-up) stripper girlfriend “smelled like angels”—make such denials sound a little ridiculous. “[It’s happened] with my assistance, obviously,” she quickly adds. “Whatever. But it’s so big and it’s so much. Such a good portion of it is so negative. I think that if you are receptive to anything, if you feel anything ever, it’s impossible not to let it affect your life.”

Fox has found her recent escape to the New Mexican desert from Los Angeles to be a huge respite. “When you first get here, you’re like, Holy f—ing s—, there’s nothing!” Fox says, laughing. She had previously been to New Mexico to shoot a part of the second Transformers film, which Fox now says—despite the headlines suggesting serious tension between her and the crew, most notably director Michael Bay—was one of the most fun working experiences she has had. “I’m toying with the idea that because I come from an Indian background, Cherokee Indian, that maybe there’s something about the land [here] that is comforting to a past life I’ve had, ancestors or something,” she continues. It’s a rare moment of spiritual-speak for Fox, and she pauses, as if mentally conjuring the headline. “I like it here,” she finishes. “I don’t know if I could live here, but I do like it here.” While the quiet is a relief, Fox misses her boyfriend of five years, Nineties heartthrob Brian Austin Green, and his seven-year-old son, Kassius, both of whom live with her. (This winter she bought a house in L.A.’s Los Feliz neighborhood—“That’s really all I’ve spent my money on so far; it’s all in the bank,” she says drily.) Fox has been in Kassius’s life since he was two, and though Green and Fox reportedly ended their engagement last year, they are very much together. “No one believes me when I talk about this, but I’m really, really maternal,” she says. “I worry that because I’ve always wanted [kids] so much, as the world goes sometimes, I won’t be able to have them, even though I would be able to provide them with such an amazing environment.” Fox twists her hair back into a knot and looks up at me. “And you know, the people who hate kids and don’t want kids always end up having 50 of them.”

Passion Play, a drama written and directed by Mitch Glazer in which Fox plays a circus performer who sprouts wings in puberty, is by far the most serious movie of her career, and Fox is entirely cognizant of the impact that even a decent performance will have on the public perception of her. She is working hard to overcome the anxiety that she says hinders her work. “My main weakness is nerves,” she says, taking a long sip of her tea. “I have no confidence, and because of that I’m always second-guessing myself. That allows you to be false, and you can’t do that. You have to be honest; you gotta believe what you’re about to say. So once I get through the nerves, if ever, and sometimes it does happen, that’s when I’m able to have genuine moments.” Fox says she rarely goes on the Internet, not out of disinterest but out of fear about what she will find there; she knows what the critics have written about her past work with and without animatronic machines. She is quick to offer that she doesn’t believe acting is her biggest talent; she says she’s “marginally talented at a lot of things.” Yet she’s allowing herself to hope, albeit cautiously, that Passion Play will cast her in a different light, that her vulnerability in this role will strike a chord with audiences. “It’s not something they see often,” she acknowledges.

For someone who has pursued acting so aggressively—when she was 15 she convinced her mother to take her to pilot-season auditions in L.A.—Fox’s matter-of-factness about her own skills is confusing: Is the self-criticism a means of cutting critics off at the pass or of tamping down expectations? “There’s a million people I could name who are more deserving of the parts that I get and the life that I’m living,” she says. Asked if she’s envious of anyone in Hollywood, Fox raises her eyebrows, as if the answer to this question is obvious. “Everybody, maybe? Anyone who’s got any sort of legitimate accolades.”

These are the kinds of things some young women—women who might relate to Fox when she says self-loathing has been a part of her since childhood—would hash out over a couple of glasses of wine on a girlfriend’s couch. But Fox says she doesn’t have close female friends, save for one from high school, who still lives in Florida and is a mother now (Fox is also on good terms with her own, look-alike mother, who is 56, and, the actress proudly notes, is dating a man 16 years her junior). “I don’t trust people in this industry, but I especially don’t trust girls in this industry, because it’s incredibly competitive, and I’m just not interested,” she says. Her friend from Florida is different: “She’s not judgmental; she’s really accepting; she’s not competitive.” Because Fox is objectively beautiful in an industry that values a specific type of beauty above everything else, including talent, and because she has capitalized on that beauty, she seems to think that women nearly universally resent her. But if Fox misses those female connections, she isn’t about to say so—which probably alienates her even further. “I really enjoy my time alone,” she insists. “I need it. It makes me so happy to have silence and to be able to just do exactly what I want.”

Fox glances down at her mug; she has run out of tea, and the tables of baubles and rolling racks around us have disappeared. She will try to get that new tattoo this evening, and then is due back on set early the next morning. Shortly after Passion Play wraps, she will return to green-screen acting in Transformers 3. Fox plans to work as much as she can; these are, after all, her prime years, and with two other films in the can and her name attached to the Mexican drug-smuggling thriller—and star vehicle—The Crossing, she seems acutely aware of the need to strike while the offers are hot. “I wasn’t born with a talent for doing this,” she says. “I just was born with a need to do it.”