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Barbara Hershey, elbows on the kitchen table, is sifting through the past and thinking about transitions. ”When you start acting when you`re young–I started when I was 17,” she says, ”there is either going to be a transition or there isn`t.” She measures her words like spoons of ground coffee.

”Either you get through it or you don`t–in terms of getting roles. Some actors don`t make it. They don`t succeed once they`re adults. I changed into a women, I think, long before the business` perception of me had, but there was this transition, this little nebulous line that had to be crossed.”

Barbara Hershey crossed it with ”The Stunt Man.” Certainly in terms of the roles that would follow. Certainly in terms of the way she`d been perceived. She was in her early 30s then, in her second decade in the business, and while she was ready–even anxious–to face the future, Hollywood could only see the past. Not the past of films like ”Last Summer,” ”The Baby Maker,” and ”Boxcar Bertha,” but the past of the public flower child. The live-in romance with David Carradine. The name change to Seagull. The daring to be different. Hollywood couldn`t understand that–counter-culture was something Hollywood could play at, like ”house” or ”doctor,” but, the bottom line, it wasn`t playing at box offices in Peoria–so Hollywood decided not to understand her. It simply turned its back and made believe she wasn`t there.

And then ”The Stunt Man.” The transition. As an actress, as a woman, as a presence. There, opposite Peter O`Toole, was a character she could disappear in. And a director, in Richard Rush, who would buck the prevailing breeze and offer a hand when others only offered cold shoulders. Barbara Hershey had more than a crossed the line. Barbara Hershey was suddenly back in the picture.

With the succession of performances since, it`s hard to think she was ever really out of it. ”The Stunt Man” led to ”The Entity,” then ”The Natural,” ”The Right Stuff,” ”Hannah and Her Sisters,” ”Hoosiers,” and the just-released comedy from Disney, ”Tin Men.” Complex films with complex characters, all of which have let the essential Hershey seep through. Seductive. Elusive. Vulnerable. Shy. A little dreamy. A little gauzy. The kind of image men thread through their nocturnal projectors.

Sitting in the kitchen of the Santa Monica house she`s just moved into, Barbara Hershey, backlit by the afternoon sun, will blush an almost imperceptible blush and tug on the sleeves of her loose red sweater when you bring up these qualities to her. If that is the on-screen Hershey audiences perceive, it is something she has no control of; she carries incandescence with her. It is more who she is than what she does. What she does is something else again.

”If there`s anything I`ve attempted to do for myself, it`s to do a variety of roles,” she`ll explain. ”To really play different characters.”

And, through herself, and her craft, dissolve the line where the actress ends and the character emerges.

”I really do think that if you look long enough and hard enough within the same body and the same face and the same mind we could be in entirely different circumstances and it`s just a matter of finding the part that can do what the character does.” Which is when the character begins to take over.

”My favorite part of acting,” and she lights up at the thought, ”when you finally do get a great role, a role that you can hang your hat on, is when the character starts doing it for you. I`ll notice I`m sitting differently, or my vocabulary is different, or I`ll have different thoughts and I don`t know where they came from. It`s like opening a door.”

For Nora, the wife caught in the middle of husband Danny DeVito`s war against rival scammer Richard Dreyfuss in ”Tin Men,” writer-director Barry Levinson`s wry ode to the world of aluminum siding salesmen in early `60s Baltimore, the door opened later than usual.

”I wasn`t in love with my character right away,” she admits. ”I thought it was a nice character, but there was no immediate visceral reaction to her. What I did love was the script. And the dialogue. I loved the sound of the dialogue, how people misunderstood each other and bumped into each other verbally.” Then, during filming, something kicked in. ”I found out she could be my friend.”

What finally woke Hershey to Nora was Nora`s own awakening. ”She was struggling to become better. There`s honor in there, a nobility that she begins to find about herself. I never talked to Barry about this, but I`m sure Nora`s meant to represent a whole bunch of people who changed right about that time, a whole nation that needed to change and was about to change. That`s what Nora has to find out about herself. She has to fall in love with herself, and maybe that`s what happened to me when I was playing her.”

She also had the advantage of working closely with a director she not only knew–he directed her in ”The Natural”–but a director who was mining the shafts of his own experience. First with ”Diner” and now with ”Tin Men,” Levinson has begun to erect a small cottage industry–no aluminum siding necessary–from his memories of growing up. One ”Tin Men” sequence was actually shot in the house he had lived in. In a sense, ”Tin Men” is the flip side of ”Diner,” side populated with the flim-flammers and con-men in the next booth over, the ones the heroes of Levinson`s earlier film were both fascinated and awed by.

”He really is examining himself,” says Hershey of her director. ”And there`s something wonderful about lending yourself to his vision and becoming a thread in the tapestry of his life.”

In the tapestry of her own life, the strongest thread, the one woven through the whole, is the one that`s allowed her to be herself through being other people. It`s the thread that guides her through the day-to-day labyrinth, the one she relies on and draws strength from.

She was originally named Barbara Herzstein, the youngest of five children of a Jewish father and a Presbyterian mother. He was a gambler from New York, a columnist for The Daily Racing Form. She was from Arkansas. They met in Los Angeles, and settled in Hollywood. There was always a little Hollywood in their youngest daughter.

”I`d go act out movies or act out books,” she remembers. ”That`s what my play would be. I was always passionate about it. That`s where I lived the strongest. It`s still the same. I live the strongest when I`m acting. There was a great advantage to having that kind of passion about it because, whether or not I ever got to do it, to know what I was meant to do in my heart was a big strength.”

A high school drama teacher matched her with an agent. She guested on

”Gidget,” and then starred in a series, ”The Monroes.” Then the movies:

Frank Perry`s ”Last Summer,” Jim Bridges` ”The Baby Maker,” Martin Scorcese`s ”Boxcar Bertha,” William Wyler`s ”The Liberation of L.B. Jones.” And the fall from grace, a time she`s likened to the witch-hunts, when a kind of celluloid McCarthyism unofficially blackballed her.

It`s a time she doesn`t like talking about, but the days weren`t altogether dark. She gave birth to her son Tom. And found the resource to keep going in the one constancy she`s always relied on. ”The only thing I can really say that`s been concrete in my life and kept me going are my love of acting and the fact that I was trying. Whether I was succeeding then or not, I was trying. Just that effort makes you feel good. In terms of the results of your efforts, that`s Russian roulette and always will be. Either you succeed or you fail. And it really hurts when you fail. But at least you know you`re trying. At least I`m not going to go to my grave thinking I didn`t try or I didn`t live.”

And then Richard Rush held out his hand. ”He cast me when no one else would. He fought for me when no one wanted me. I`ll be forever grateful for that.”

Last year, there was something else to be grateful for–a film with Woody Allen, and serious talk of an Oscar nomination for her work as one of Hannah`s sisters. She didn`t get the nomination, but she got something else. ”Woody taught me about simplicity,” she says. ”He has strong ideas about what he wants and is very uncompromising in that he won`t settle for less. He had very definite ideas about Lee. I wore no makeup. I had never shot with no makeup. He kept dressing me down. And every time I elaborated in any kind of gesture, he said no. I realized somewhere along the line that the name Lee–boom, Lee

–even the simplicity of the name was significant. He wanted her simple. He made me cut out the extraneous acting, which is hard to do because you depend on the little things you know that work. To go without them is to be a little more naked, and a little more, `Oh, am I going to be boring if I`m not performing?` It was a great lesson.”

It also was a great role, a complete role. ”That`s what was so incredible,” says Hershey. ”People keep talking about Woody`s writing, that he`s a woman`s writer, but he`s really not. He`s a human being writer. He writes women as human beings, and he writes men as human beings. It`s so rare to pick up a script and see that.”

If Allen forced Hershey to stay close to herself, perhaps project herself, her next film, ”Shy People,” scheduled to roll out next fall, takes her to a different realm. It`s a culture clash film set in the Louisiana swamps, directed by Andrei (”Runaway Train”) Konchalavski, in which Hershey co-stars with Jill Clayburgh. Hershey describes her character, a bayou woman, as an ethical woman, ”but it`s her own ethics and her own morals. She doesn`t have the civilities taught to us. They`re her own, the ingrown variety.”

She proffers a still from the picture. In it, her face is weathered, and her hair is tightly wrapped. Her eyes are pained and pressured. ”I went obviously very far out. Emotionally, I just had to go very far away from me. Coming back was like coming back from Mars.”

In some ways, a much simpler journey than some of the others Barbara Hershey`s had to make.

”It`s funny,” she says, ”I guess it`s like there`s always another mountain. There`s always something left to climb. On film”–and one suspects beyond it–”I may be satisfied with the effort or the process, but I`ve never yet looked at myself and said, `Boy, I`ve succeeded.` I`ve never been able to. And I don`t even know if it`s necessary so much as that the road`s been taken.”