AUTUMN OF 2002 MARKED THE official return of Bondmania. To celebrate the fortieth anniversary of the first James Bond movie, Dr. No, the documentary Bond Girls Are Forever premiered in America at the Chicago International Film Festival on October 15. Just over a month later, an entourage of Bond vets including George Lazenby, who played 007 in On Her Majesty’s Secret Service; Richard Kiel, Bond’s brace-faced archnemesis Jaws; and a host of former Bond Girls traveled through England, Germany, and France to help promote the national premieres of the latest Bond incarnation, Die Another Day, starring Pierce Brosnan and Halle Berry. Between those events, 007 buffs could bide their time digesting a new retrospective book, James Bond: The Legacy; witness the unveiling of a new Bondmobile, an Aston Martin Vanquish; or snatch up commemorative special-editionspecial-edition Dr. No trading-card sets.

For everyone excluding the series’ most die-hard fans, the fortieth birthday hullabaloo is just a thinly veiled marketing confection designed to create some fresh buzz for a series that lost its relevance sometime between the end of the Cold War and the arrival of a certain British-spy-movie parody franchise that racked up nearly half a billion dollars at the box office. But for Texas native Lois Chiles, the festivities couldn’t have arrived at a better time. Making worldwide appearances as a former Bond Girl might not be the ideal gig for the 55-year-old actress, but it provides a welcome—and lucrative—distraction while she ponders her next move in a film career that now spans more than a quarter century.

You may have only a vague idea of who Lois Chiles is. She possesses the kind of fame that you can’t quite put your finger on and the unique beauty that makes you certain you’ve seen her before. Born in Houston and raised in Alice, by the time Lois was 22, she was posing for the cover of Bazaar magazine and enjoying a thriving modeling career in New York and Paris. In the early seventies she was Hollywood’s hot new ingenue, starring with Robert Redford in The Way We Were and The Great Gatsby before dutifully matching wits with 007 Roger Moore as Dr. Holly Goodhead in 1978’s Moonraker. In the years that followed, she became a respected actress of stage and screen, and a pal, confidant, or lover to some of the most famous and interesting people of the twentieth century, including playwright Tennessee Williams, television mogul William Paley, rock star Don Henley, and actress Anjelica Huston. At one point, she even got in bed with Larry Hagman’s J.R.—and drove Sue Ellen back to the bottle—during a season-and-a-half-long stint on Dallas.

But that was a long time ago, and for a woman who once graced the cover of magazines, Lois Chiles is now—save for the occasional Bond event—conspicuously out of the spotlight. One reason is that in 2001, after nearly thirty years living full-time in Hollywood, the actress moved to Houston. It wasn’t entirely by choice. The death of her father, Clay, in 1999, after a heart attack and her own recent struggle with breast cancer created a desire to be closer to her remaining family, her mother, Barbara, and her younger brother, Bill. But the transition was also a somewhat inevitable career move. In a town that has an insatiable appetite for the latest young, beautiful thing, Lois was on the wrong side of fifty, and her fifteen minutes as Hollywood’s It Girl were long gone, along with the A-list acting parts she coveted. Back in her hometown, she’s taken a job teaching acting at the University of Houston’s School of Theatre, a move that allows her to search for new avenues for her considerable skills. As her longtime friend screenwriter Bill Broyles explained to me, “If you’re a beautiful woman in Hollywood, you have to invent your own second act.”

I FIRST MET LOIS CHILES a year ago at the wedding reception for a mutual friend in Austin. When I saw her across the room, I didn’t know who she was, but I was struck immediately by her beauty: her hair the color of polished redwood, emerald eyes, cheekbones and smile from Neiman Marcus. You can’t imagine her as anything other than a movie star. When we were finally introduced, she held my hand for a moment, and just like that, I was hooked. When you talk with her, she drinks you in with her eyes and makes you believe you’re the most important person in the world.

A year later, when I visited with her in Houston, I found her no less engaging. During our many conversations, Lois slipped comfortably from role to role—smart and funny, independent and stubborn, sexy and vulnerable—sometimes all in the same scene. At one lunch, over a plate of oysters, she recounted her favorite role, a turn in Tennessee Williams’ play Cat on a Hot Tin Roof as the passionate, sexually frustrated Maggie, whose advances are consistently thwarted by her alcoholic and apathetic husband, Brick. “Maggie and Big Daddy had a mutual appreciation,” she explained, setting up one of her favorite lines. “As a ploy to attract Brick’s attention and rekindle their love life, she lets loose with this line.” Lois pulled her auburn hair back from her face, closed her eyes, and slid into Maggie’s sensuous Southern drawl: “Sometimes he just drops his eyes down on my body and licks his ol’ chops. I think it’s mighty fine, that ol’ fellow on the doorstep of death still takes in my shape with what I think is deserved appreciation.” She threw her head back and laughed. She was Maggie all over again.

Lois still has it, but beauty and acting chops have never guaranteed a long, fulfilling career in front of the camera. Male stars like Clint Eastwood or Paul Newman somehow remain sex symbols and land choice roles well into their seventies. If you’re a leading lady, your bankability isn’t so enduring. With the rare exception, your career takes an all-too-predictable arc: You arrive in Hollywood on the heels of a blockbuster movie, and a media onslaught ensues. While you’re hot, you quickly grab as many roles as you can handle in the span of two years. Before you know it, you turn thirty, the roles dry up, and you politely move aside to make way for the next young starlet. Then you patiently wait until you’re old enough to play an aged district attorney, say, or an unhappy mother á la The Graduate‘s Mrs. Robinson.

Lois’ career hasn’t been too different. She was discovered by a modeling scout while she was in college and a few years later turned to acting. Her first film, 1972’s Together for Days, an obscure, interracial love story, was never released, but by luck its director, Michael Schultz, showed the movie to producer Ray Stark, who was casting The Way We Were, starring Robert Redford. Stark was impressed, and Lois landed a role as Redford’s college flame. The film, which also starred Barbra Streisand, was one of the nation’s top-grossing movies in 1973. Lois had no experience with Hollywood up to that point, and when she went to Los Angeles for the final two months of shooting, she was staying at the Chateau Marmont with her Great Pyrenees, Ursula. Dozens of Hollywood big shots were lusting to take her out. “I was the new girl in town,” she recalled. “I had ‘heat,’ as they say. It’s a game, a sport. Men want to be the first to take you out.” She says she refused all comers.

While she shot The Way We Were, Lois also read for the role of Jordan Baker in The Great Gatsby, a project that Paramount Studios was heavily promoting as its big film for 1974. She had impressed director Jack Clayton, who remarked that Lois “has a wonderful throaty voice, a certain . . . masculinity.” Gatsby starred Redford and Mia Farrow, and when it was announced in the press that Lois was given the second female lead, her arrival as a star seemed assured. Ready or not, after just two notable pictures, she was a major talent in films.

At the same time, she was also one of the hottest models in New York, making really big bucks for the first time in her career. Today, a star like Jennifer Lopez might cut a pop album, license a new fragrance, and design her own clothing line, all between roles in heavily promoted feature films. But in the early seventies, beautiful people were compartmentalized: An actress couldn’t model, not if she wanted to be taken seriously. “After Gatsby, I knew that this was what I wanted to do,” Lois said, explaining her decision to quit modeling. “I wanted to act. But I needed to ground myself in my craft, to develop a way of working. So I immersed myself in studying acting.”

The decision was probably a mistake. Rather than capitalize on her “heat,” Lois disappeared briefly from the spotlight and didn’t work again for four years. She reemerged in 1978 with Coma (playing a coma victim), followed a year later by the Bond flick Moonraker. In 1982 she landed the part of oil heiress Holly Harwood for a season on the hit television show Dallas. It was a role she was born to play. Lois’ father was a drilling contractor, and her uncle, Eddie Chiles, made a fortune as an offshore driller. The show’s season finale ended with Sue Ellen finding Harwood and J.R. in bed, but her character was discontinued the following year. After that, movie and television roles came less frequently and were not as good. “Suddenly,” she told me, “it was ‘Whoops! I’m in my late thirties and I’m getting only secondary parts.'”

ONE AFTERNOON LOIS DROVE ME around a part of Houston that she remembers well from childhood. She grew up in Alice, but her mother’s family was old Houston, and that was where she spent summers and holidays and where her roots have the strongest hold. We drove down narrow streets with giant houses sheltered by magnificent trees, then into a gated historic district—Courtland Place. In front of one of the grander homes, we stopped to read the plaque. It was the home of cotton merchant Sessums Cleveland and his wife, Virginia, Lois’ great-grandparents. They had three daughters, all of whom married well. Nora moved to New York and landed a Wall Street guy; Tina married Dudley Sharp, Howard Hughes’s boyhood friend (their fathers were partners in the development of a drill bit that made both families filthy rich); and Chiles’s grandmother and namesake, Lois, married William Kirkland, a successful Houston banker. “My grandfather Bill was the only liberal in our family,” she said. “I’m descended from him. When a nephew had a sex-change operation, my grandfather was the only one who accepted her.”

Lois has never been married or had children of her own. In 1965, after her freshman year at the University of Texas, her grandmother sent her on a cruise to Europe, and on the voyage she met a boy from Princeton. During the school year, they had a storybook romance: She traveled to Princeton, he traveled to Alice, and they vacationed at his family’s summer compound in Wisconsin. When he proposed a year later, just before Christmas, she said yes but broke it off five months later. It was one of those instinctual, independent-minded decisions that came to define her. “I really loved him,” she remembered, “but there was a force inside me, a pent-up restlessness, that could be destructive. He deserved a happy marriage with children, a home, stability, and I didn’t feel capable of walking in those shoes.”

In the mid-seventies Lois was taking a Pilates class in L.A. when she made eye contact with Eagles drummer Don Henley. He soon sent word with the gym manager that “Don Henley would like to take you out.” “I said, ‘No thanks,'” Lois recalled. “‘The last thing I need is a rock star.'” But Henley persisted, and after a few weeks they began a stormy relationship that would last four years. Some of Lois’ friends believe that Henley was the love of her life, but the affair eventually collapsed under the weight of two conflicting careers. “He couldn’t be what I needed him to be, and I couldn’t be what he needed me to be,” she told me. “I was crazy about him,but the rock and roll lifestyle—Lear jets, limos, waking up at four p.m.—I was getting away from my reality.”

Lois talks repeatedly of this need to “ground herself.” I can’t help but wonder if some of that desire stems from the absence of a life partner. But whatever she lacks in terms of stability in her love life, she seems to make up for by throwing her energies into her relationships with friends and family. She is famous for her dogged loyalty. The cottage in Santa Monica Canyon that Lois rented for 22 years was nicknamed Heartbreak Hotel by Hollywood friends because that’s where many of them stayed while waiting out divorces. Over the years Lois became a godmother to many of her friends’ children, including Broyles’s daughter Katie.

She has also always been there for her own family. In 1975 Lois learned that her 25-year-old kid brother, Clay, was suffering from Hodgkin’s lymphoma. He would die four years later. There were tears in her eyes when she talked about Clay. “This was my first experience with death,” Lois said, biting her lip. “I’d been in Paris, Venice, and Rio for seven months, shooting Moonraker. Then I learned that Clay had taken a turn for the worse, that his body had quit producing blood. After Moonraker I was flying to Texas every ten days to give platelets.”

Lois sat at his bedside in his final days, Clay slipping in and out, sometimes talking to people on the other side, at the terminal of death. At last a calm settled over the young man, and he was able to let go. “Up to that point life had been a fairy tale,” she said. “Life hadn’t really happened to me, nothing really difficult. Nothing deeply felt. But my brother dying and all the heartbreak with Don Henley, those were real life-changing events.”

THERE WAS A WONDERFUL LEGEND making the rounds in the mid-seventies that illustrates the narrowness of Hollywood perception. Someone had asked the great movie mogul Samuel Goldwyn what he thought of the idea of Ronald Reagan as president. Goldwyn shook his head and said, “No, Jimmy Stewart as president, Reagan as his best friend.” The story helps explain Lois’ career after Dallas—forever cast as the best friend, the pretty face in the background. Lois had studied under such notable directors and teachers as Roy London, Sandy Meisner, and José Quintero, but it never occurred to the film industry that she could act. “Lois has a specific kind of beauty,” Anjelica Huston told me. “Perhaps that’s why she was overlooked for the more character-driven roles, bad girls and such. I feel she has a lot more going on underneath than meets the eye.” Lois worked regularly in the late eighties and early nineties, but increasingly, her jobs were for television or minor roles on the big screen. During that period, Sharon Stone, whom she had worked with briefly on a Roy London film, advised Lois how to turn her career around. “You need a scandal,” Stone counseled. “Stay out of magazines like Vogue and Bazaar. You need to be in National Enquirer.” Stone explained how she had used the formula herself. Tired of playing secondary roles, she decided that what Hollywood needed was a Blond Bad Girl. So she hired a publicist, posed for Playboy, and got on the Carson show. A short time later she hit it big, playing the slutty mystery writer in Basic Instinct. “I thought about finding my own scandal,” Lois explained, “but I couldn’t find one I could live with.”

It’s not difficult to see why. At one point, Lois and I had drinks and dinner with her mother, Barbara, who at 81 is still feisty and attractive. Lois lives within thirty minutes of her mother, and it’s clear that Barbara’s approval is still vital to her. To that end, she is extremely protective of her reputation and how her personal life is perceived by the media. (On more than one occasion, she expressly asked me not to write about certain events from her past.) Lois led me through her mother’s house, showing off dozens of family photographs, including a huge collage of pictures of five generations that she had put together. “This is the part of me I want you to understand,” she said, touching my arm. “Not the Hollywood stuff.”

To this day, Lois remains guarded about a brief relationship with William Paley, a legendary social lion of the twentieth century who built the CBS radio and television networks. The two first locked eyes in 1985, ten days before Lois was to go to Miami for rehearsals for Cat on a Hot Tin Roof. Lois was in New York to get her hair cut and was attempting to hail a taxi when she spotted an aged but handsome and elegant gentleman in front of the Plaza Hotel. It was Paley, but Lois didn’t know it at that moment. “I had a psychic reaction,” she recalled. “To my surprise, I could read all this information: charming, an empire builder, not married, a twinkle in his eye. He looked at me approvingly. I walked a few steps and turned around and saw the look again.”

Some months after the play closed, she was in the Hamptons, playing the wife of a college president in the film Sweet Liberty, when she heard that Bill Paley was joining the cast for lunch. When the two were introduced, Michael Caine was on his left, Michelle Pfeiffer on his right. Lois mentioned their encounter at the Plaza and told Paley that she had used it as motivation for her relationship with Big Daddy in Hot Tin Roof. Following lunch, he asked her to drive him home, where they had tea with Yul Brynner’s first wife, Doris Kleiner, his houseguest. After that Paley telephoned several times a day, asking her out. She says she refused, worried what her parents back in Houston would think of her dating a man in his eighties. “Good Lord,” a friend told her, “one of the most interesting men in the world is asking you to dinner and you’re worried what your parents will think?” Finally, she agreed to lunch, and they became a regular item.

In Sally Bedell Smith’s biography of Paley, In All His Glory, the author paints a slightly different picture. “Within days [of their meeting, Lois] was on his arm at lunch and dinner. Their relationship lasted through the autumn and she spent a great deal of time with him at his apartment, although she stopped short of moving in.” But sixteen years after the relationship, and over a decade after Paley’s death, Lois still seemed worried about what her mother might think when I related this version. “I never spent a night there,” she insisted in an exasperated voice. “Never!” Whatever she and Paley did in private, she would sooner die than tell, and it’s pretty clear that Lois was never cut out to jump-start her career with a scandal.

It may not have made a difference anyway. By the time Lois reached her late forties, film offers were rare. She made her last major film, Speed 2, in 1997. During the shooting, not only did Lois agree to work for one third of her normal pay, but she also was forced to cling to a lifeboat hanging from the side of a ship for nine consecutive nights while the crew sprayed her with a fire hose. Ahh, Hollywood. Most of that scene died on the cutting-room floor.

CONSIDERING THE REPEATED HUMILIATIONS THE film industry can unleash on aging actresses, you might think Lois would want to say good-bye to the business for good, but the friends of hers I talked with assured me repeatedly that she’s not done yet. She’s a survivor, they said. Several pointed out how, in 1998, she signed up for a course in directing under Jim Pasternak in Los Angeles, thinking the new skill might come in handy. Lois told me she thought of directing as a means to pull together her various talents and interests and maybe provide future security. “I could feel myself shrinking,” she said. “I wasn’t getting good parts. I wasn’t growing. My life in L.A. wasn’t as much about what I was doing as it was about hair appointments.” In October 2000 she spent a month back in her home state. “I thought of it as a location trip,” she explained. “The lure of Texas had always been there. Maybe in Houston, I would find a story that I was passionate about.”That dream was put on hold later that month when she traveled to Houston’s M. D. Anderson for an appointment with Dr. Eva Singletary, one of the world’s premier breast-cancer surgeons. Singletary determined that a lump Lois had discovered in her breast was cancerous. She performed a mastectomy, then later took flesh from Lois’ abdomen to construct a new breast. Lois survived the cancer, but the cut across her abdomen destabilized a degenerative disc in her back, a condition that was discovered while doctors were running tests for cancer. She’s now dealing with the back problem and praying the cancer doesn’t return.

If that wasn’t enough to persuade her to come back to Houston for good, the decision was sealed in 2001 when the family that owned her Santa Monica home finally decided to sell. Lois wasted no time, purchasing a two-bedroom red-brick house near the Rice University campus and soon thereafter taking the job teaching acting at the University of Houston. Lois already had a contact at U of H. Sidney Berger, the director of the school’s theater program, had lured her to his campus about three years ago to be part of a tribute to her former acting teacher José Quintero, the co-creator of the legendary Circle in the Square Theatre School in New York. Berger had previously attracted such talents as Pulitzer prize-winning playwright Edward Albee and Tony award-winning director Sir Peter Hall to teaching positions but had found no one to teach film. “Then Lois walked into my life,” said Berger. “As soon as we met, I felt I’d known her forever.”

According to Berger, students at the university adore her, and her classes fill as soon as they are announced: “She is very connected to her students. Not someone who lectures or tells anecdotes of her career but someone who enters their lives and becomes part of their growth and development. Teaching can matter a great deal to the next decade of her life.”

Still, the work is not full-time. Her next class isn’t scheduled until the spring semester of 2003. In the meantime, between her Bond-related appearances in Europe this fall, Lois continued studying to improve as an actress. Last year she sat in on Berger’s Shakespeare class.

When I spoke with Berger, I mentioned Lauren Bacall, another Hollywood actress who managed to revive her career after years away from the spotlight. Lois never had the star power Bacall enjoyed, but I suggested that she may be able to similarly reinvent her career in a new era. Berger nodded and added, “Bacall came from a modeling career too and went into acting with no experience. She got better and better, and now she’s the best she has ever been.”

It would be the classic ending, certainly better than trading on her fame as a former Bond Girl. And although Lois is obviously settling down in Houston, it was quite apparent that a triumphant return to Hollywood was something she’d imagined. Before I left Lois and returned to Austin, she was unpacking books in her new home and debating where to place a dining room table that her mother no longer needed. I then followed her out the kitchen door to the small back yard, where I stood in the shade and watched her hack away old vines, then weave strands of ivy to cover the naked sides of the carport.

The brief bit of homemaking was interrupted when her cell phone rang and she paused to take a call from someone on the West Coast. The cord is not cut yet: Her cell phone area code is 310 (Santa Monica), she still has an agent, and if a good acting role comes along, she’ll jump on it. How likely that is remains unclear, but her new boss understands the scenario. Berger told me he has backups standing by.