Plus other confessions from the lips of Hollywood’s new favorite temptress

Megan fox has her fingers in her long black hair, and as she tosses her head this way and that, she runs her hands slowly down her face and onto her neck and chest. She’s panting as if undergoing some very heavy exertion. “My daddy’s in prison,” she heaves. “Sam! Sam! We’re not leaving without Bumblebee!”

Fox is having breakfast in a H๏τel lobby in San Diego, and this “Sam! Sam!” bit is her impression of her work in Transformers—the movie that launched her career in 2007 and earned her such dubious honors as the Sєxiest Woman in the World. She’s not exactly proud of the performance. “It’s like: ҒUCҜ. ҒUCҜ!” she says. “Every time that movie is playing on a plane, I pull my hat down like blinders.” It’s been a year since Transformers director Michael Bay had her bend her denim-skirted body over the hood of a ’76 Camaro, a moment that’s since blown up on the Web and made Fox into Farrah Fawcett for the Internet-video age. But lately, Fox has begun to see all the attention coming her way as a problem. “I don’t want to be famous right now,” she says. “I’ve done one movie. And it’s not a movie I want to stand on as far as acting ability goes. I mean—I’m not going to win an Oscar anytime soon. I’m not Meryl Streep.”

There are, she says, all sorts of perils in becoming famous at 22 without having earned it. There’s the anxiety (“Before I go onstage anywhere, I take a Xanax now”), the endless gossipy attention (“The other day, I said I eat a lot of cake, and _that _was the top story on Yahoo!”), the comparisons to older actresses whose biographies even remotely resemble hers—in Fox’s case, Angelina Jolie (“I don’t even consider her human; she’s like a superhuman goddess”). More than anything else, Fox is worried that all the hype might cause everything to fizzle out before she’s given a chance to, you know, act. “I want people to know me through the movies I do,” she says. “I want to be judged on that. If you start becoming famous for your personal life, that’s when your career goes away.”

She is here in San Diego for Comic-Con—an annual convention that draws more than 125,000 admirers of all things superhero, sci-fi, and fantasy—in part because her fiancé, Brian Austin Green (of original 90210 fame), is participating in a panel on his latest TV show but also because she’s been into comic books since she was a kid. Our plan for the day is this: After breakfast, Megan and I—along with a former Marine turned security guard named Anthony—will head out onto the Comic-Con floor, where Megan wants to meet some graphic artists whose work she admires and shop for a Teenage Mutant Ninja Turtles T-shirt. It seems straightforward enough—except for the fact that there’s likely no greater concentration of Megan Fox fanboys anywhere on the planet. After hearing what we’d be doing, the first question the security firm that Anthony works for asked was: “Do you want your guard armed?” (Um, no guns, please.) A friend and Transformers fan with some appreciation of how the crowd might react to Fox described walking around with her as akin to “chumming a shark tank.”

When Megan fox was 19, she posed half-naked for a magazine pH๏τo shoot and boasted in the accompanying interview that she possessed “the libido of a 15-year-old boy.” (She also described a tattoo she’d gotten of her boyfriend’s name as being “next to my pie”—not exactly the kind of thing you say if you’re hoping to keep a low profile.) At that time, Fox was filming the third season of ABC’s Hope & Faith, a family-friendly sitcom starring Kelly Ripa that’s best summed up by its eventual fate—syndication on the WE network—and she was fed up with playing the coquettish yet chaste teen. The show was repressing her, she says, tamping down her Sєxuality: “Sєx is something that everyone does, so why can’t I talk about it?” Sєxual double standards make Fox angry, and when conversation turns to tabloid-flamed scandals surrounding other teen stars who’ve been pH๏τographed in various stages of nudity and seminudity, she goes off: “With any of the Miley Cyrus sнιт, or any of that Vanessa Hudgens sнιт—I would never issue an apology for my life and for who I am. It’s like, Oh, I’m sorry I took a naked, private picture that someone is an ᴀsshole and sold for money. I’m sorry if someone else is a dick. No. You shouldn’t have to apologize. Someone betrayed Vanessa, but no one’s angry at that person. _She _had to apologize. I hate Disney for making her do that. ҒUCҜ Disney.”

Can I get that on the record?

“Yeah. ҒUCҜ Disney.”

There goes your career.

“Yeah, that was probably a bad move—they own everything. But it’s not right. They take these little girls, and they put them through entertainment school and teach them to sing and dance, and make them wear belly shirts, but they won’t allow them to be their own people. It makes me sick.”

It seems like the closest you’ve come to a controversy like that are those paparazzi pH๏τos of you reaching under the table to grope Brian at a restaurant.

“I don’t understand why they’re so scandalous. When they first came out, it was like, Megan Fox was giving Brian a blow job in pub—I mean, uh—a hand job in public. First: Who gives hand jobs? Who’s given a hand job since seventh grade? Not me. And who does it at a café on a public street? I touch him all the time. It’s just like, if you have a girlfriend, you grab her ʙuтт or whatever. That’s all it was, but it became a big deal. I don’t know why. For me, touching Brian’s dick for two seconds—that’s not part of our Sєx life. That’s me playing around; you know, you just cup it a little. For a few seconds.”

Fox must be aware that these are the kinds of statements likely to explode all over the gossips—the “ҒUCҜ Disney,” the “cup it a little”—but most of all, even with her minimal exposure to Hollywood decorum, she recognizes that Serious and Respected Actors have become serious and respected precisely because they don’t say this sort of stuff. But she seems almost consтιтutionally unable to hold herself back. Ever since she was a little girl growing up first in Tennessee and then in Florida, the best way to get Megan Fox to do something has been to tell her not to. She was the rebellious one, the bad girl who’d sneak out in her mother’s car to visit her boyfriend, who’d wear black bras that showed through her strict Christian school’s compulsory white shirts. “I was on lockdown constantly,” she says.

Fox was brash, showy, and flirtatious—the kind of girl all the teenage boys love to pal around with…and all the other girls hate. As a kid in middle school, she’d sometimes take her tray into the bathroom so that she could eat lunch without being pelted by mustard and ketchup packets; in high school, the preacher’s daughter mocked her mercilessly. “One year she came to Halloween dressed in a black catsuit, and everyone was like, Who are you?” says Fox. “And she was like, I’m Megan Fox!” (What’s that girl doing now? “I don’t know—working at Toys “R” Us?” Fox says.)

At 14 she scored a role as a bitchy rich girl in the Olsen twins’ straight-to-video Holiday in the Sun; at 16 she persuaded her mother to move out to Hollywood. Mom relocated with her, and they lived together and hustled for work (including a rich-bitch reprise opposite Lindsay Lohan in Confessions of a Teenage Drama Queen) until Fox turned 18 and Mom went home. Her first year living alone in L.A. was a reckless one. That’s when she started getting her tattoos (she now has seven) and exploring all the city’s weird, dark, and dangerous little corners. “I was just careless,” she says. “I would get myself into situations that were very bizarre—situations any logical person would not have gotten themselves into.”

Like what?

“Well, that year my boyfriend broke up with me, and I decided—oh man; sorry, Mommy!—that I was in love with this girl that worked at the Body Shop [a strip club on Sunset Boulevard]. I decided that I was going to get her to love me back, and I went out of my way to create a relationship with this girl, a stripper named Nikita. I was there all the time—I would go there by myself. I bought her things—perfume, body spray, girlie stuff. I turned into a weird middle-aged married man. I felt like I had this need to save Nikita. I’d get lap dances so I could get to know her, and I’d give her what I thought were great little sound bites of inspiration—like You can do it, you’re better than this! I didn’t want her to be there.”

Why her?

“She smelled like angels.”

Seriously?

“No. Well, she did smell good. Like vanilla. She was sort of a tough badᴀss, but she’d do these beautiful slow dances to Aerosmith ballads. She had really long stick-straight hair and was Russian. I just liked her. She was really sadistic and sarcastic and funny.”

How long did it go on?

“Not very long. You know when you’re pushing something and it escalates much too rapidly and it explodes after only two weeks?”

It’s at this point that Fox becomes self-conscious—she seems, for the first time, to have recalled that she’s supposed to be on guard about her personal life—and she starts talking less about Nikita and more about how people are going to judge her for saying she had a relationship with a Russian stripper. “I don’t want it to come off as a Lindsay Lohan vibe. You know?” she says. Then, with greater concern: “Are you going to push an ‘Is she a lesbian’ angle? Oh man, you are going to do that to me.…” She pauses. “Look, I’m not a lesbian—I just think that all humans are born with the ability to be attracted to both Sєxes. I mean, I could see myself in a relationship with a girl—Olivia Wilde is so Sєxy she makes me want to strangle a mountain ox with my bare hands. She’s mesmerizing. And lately I’ve been obsessed with Jenna Jameson, but.… Oh boy.”

The look on her face says: Can we go now?

Out on the comic-con floor, we’re surrounded by Batmen, Catwomen, imperial stormtroopers, and dozens of other sci-fi and fantasy characters too obscure to identify. Surprisingly, Fox is having no problem keeping a low profile. In part, that’s because she’s short and walks with her eyes down and her hair covering her face, but it also helps that those attendees who do recognize her are typically stunned for just long enough—Is that…? No…wait!—for security guard Anthony to hurry us out of pH๏τo and autograph range. We stop by the booths of two of Fox’s favorite comics companies, and the publisher of Top Cow Productions tells Fox he’d really love to see her play Witchblade in the film adaptation of the series. Then we head over to a T-shirt vendor that has plenty of TMNT T-shirts for sale, but none in the size Fox is looking for: children’s.

“That place smelled like milk farts,” she says as we walk out.

Fox seems in her element here: She marvels for nearly ten minutes over comic legend Michael Turner’s Batman sketches and, at one point, scolds me for an offhand comment about the nerds being out in full force. “They’re not nerds,” she says. “They’re just pᴀssionate.”

Fox adores superhero and fantasy films. “If I get stuck doing comic-book films for the rest of my life, I’ll be really happy,” she says. “I love those types of movies. And I don’t mind being Sєxy—if it’s a character with a backstory and an arc and something progresses.” But of course, comic-book movies aren’t known for complex character development, and when I ask Fox if she has more of a character in Transformers 2, which is now filming in L.A., she answers by stating the obvious: “Transformers 2 is directed by Michael Bay.”

Did they at least figure out a way to make the robots seem more human this time?

“You weren’t concerned about them making the humans seem more human?”

Much as she sometimes enjoys mocking it, Fox knows that the success of Transformers (more than $700 million worldwide) has made her highly marketable—and now the trick becomes picking projects that can help broaden her career. “I think it’ll be good for her to play against type as much as she can,” says the British actor Simon Pegg, who stars in this month’s comedy How to Lose Friends & Alienate People, Fox’s first film since Transformers. (In it, Fox plays a brainless young starlet who’s about to make the big time; it’s a funny role, but also a familiar one, and there’s just not really much for her to do other than act ditzy.) “Slobbering all over her was really quite fun,” says Pegg. “But I hope she doesn’t get sucked in by those people who only want to see her in her bra.”

“The greatest revelation for me on Megan Fox was how funny she was,” says Juno director Jason Reitman, who’s producing next year’s Jennifer’s Body, in which Fox plays a member of a high school flag team who becomes possessed and begins seducing, and then devouring, everyone in her school. Hanging out with Fox, you can see what Reitman means: She’s naturally funny in a lewd way, and you can imagine her more than holding her own with Seth Rogen’s gang of raunchy sidekicks in Knocked Up. But the comedy world continues to be something of a boys’ club, and Fox hates the fact that her frank talk is supposed to be career-damaging while foulmouthed male actors are just considered funny. “I should be able to talk about Sєx the same way any man can,” she says. “Women are supposed to be beautiful, we’re supposed to be Sєxy—but we’re not supposed to talk Sєxy or talk about Sєx, because that’s gross. I don’t want to play into that.”

Ultimately, Fox is still figuring out what she wants. “I booked Transformers having no clue what I was doing,” she says. “And then, all of a sudden, it was like: You’ve got to get your game together fast. It sucks, but I’m trying.” The starring part in Jennifer’s Body will be her first opportunity to show what she’s learned, and the role should play to her strengths. “A lot of the time, you meet these young actresses and they’re just very eager to please, very wispy,” remembers Oscar winner Diablo Cody (Juno), who wrote the film. “But Megan—it felt like she was in charge the entire time. That’s what we wanted.”

“my publicist is going to hang herself knowing what I’ve told you. She’s going to quit the business and open a taco stand.”

We’re back in the H๏τel, and I’m urging Fox to tell me more about what, exactly, went on with that Russian stripper: “You do realize that you’ve given me just enough for people to suspect the worst,” I say.

“I promise you that what comes afterward is not going to make my situation any better,” she says. “The problem was that trying to move the friendship outside of that location became uncomfortable and weird. It was like trying to marry a porn star. But I get it. This is colorful, and you want something to write that people will want to read. I get bored reading typical celebrity sнιт also.”

She’s done talking. Which is fair. But there’s something maybe a little sad in this: You get the sense that she knows the story is hilarious but just can’t get past the perception that telling it would be a bad career move. And she’s probably right. At some point, critics and audiences will decide whether or not Megan Fox can act, and, ᴀssuming she can, some agent or producer or manager is going to persuade her to tone things down. To quit it with the “ҒUCҜ Disney” and “ball cupping” stuff. And then, not long after that, she’ll grow up and stop speaking freely and getting tattoos, and maybe she’ll host a roundtable at Davos, or take up adopting orphans.

But for now, it’s hard not to wish for a world where everyone in Hollywood talked like this no-bullsнιт Megan Fox. This one who is convinced that she’s secretly a man (“If my mom were to tell me that I’d been born with male and female genitalia and that she had to make a choice, I would believe her”). This one who’s not afraid to talk about her life at home, where she and Brian spend most of their time watching movies and playing ox together. She’s even up for just sitting there all day watching him play Gears of War.

“That’s the upside of dating a woman who’s almost a man,” she says. “She likes the same things that you like, but she has a vagina!”

And then: “Don’t print that—that I said vagina.”