WHAT'S LIFE like after fame? It's hard not to wonder that while sitting in a hotel room talking to Meg Ryan, who back in 2000 earned about $15 million a movie and stood tall with Julia Roberts at the top of the list of actresses with the most box office clout. Then came the breakup with husband Dennis Quaid, amid her public fling with "Proof of Life" costar Russell Crowe, and a few poor career choices and then time off. Public sentiment seemed to curdle for the woman who once was perennially dubbed "America's sweetheart," mostly because she had the temerity to break from the stereotype that moviegoers had projected on her after her adorable turns in such films as "When Harry Met Sally … " and "Sleepless in Seattle." Her last film, "My Mom's New Boyfriend," went straight to DVD.

That's the whiplash of celebrity. Don't let the door hit you on the backside.

Not that eight years later any of it seems to matter greatly to Ryan, who now stars in "The Women," an update of the all-female 1939 George Cukor film based on the Clare Booth Luce play, which opens on Friday. At 46, thin and lithe in what appears to be a gold lace Prada dress and in curls, she doesn't look exactly as she did in her heyday, but on the regular-person scale, she's still gorgeous. And she's determinedly Zen about her professional vicissitudes and enjoying the unexpected liberty of life out of the limelight.

Up until the last year, when she made four independent movies, Ryan hadn't been working much. "I've been traveling," she says, both literally and, it appears, metaphorically. She adopted her second child, Daisy True, from China in 2006 and spends a lot of time with her and teenage son Jack. "I've been famous since I was a teenager. There are a lot of empty spaces in that," she says, elusively. "I just feel like I've been filling in the cracks a little bit. I feel very fortunate, very free. I haven't had any big desire to work." And she's conserved her money, so there was no pressure.

Her divorce from Quaid in 2001 was the catalyst for this downshifting of her public life, her work life, she says. "It was such a divorce in a head wind. I just didn't have any juice for fame. I'm not a wildly ambitious person to begin with, and it wasn't like there were all these parts I was turning down. It all happened, really, like it needed to happen."

"The Women" is actually a film that Ryan has been attached to for 14 years. In 1994, she and Roberts were going to team up to star in and produce the movie, a vitriolic poison-pen letter about upper-crust wife and mother Mary Haines, whose life implodes when she discovers her husband is having an affair with the perfume girl at a high-end department store. They hired "Murphy Brown" creator Diane English to write the script. And "Broadcast News" auteur James L. Brooks came on to direct, but eventually fell out. So English took over directing too. Over time, the project broke apart and reconstituted itself periodically with different casts and a budget that tumbled ever downward from $30 million. The new version ultimately cost $16.5 million to produce.

Every studio passed, says English, who kept the faith. "There was a tremendous fear that an all-female cast, not bolstered by Tom Hanks or Will Smith, would never be able to make any money at the box office," she says. English eventually raised the money independently, and Picturehouse picked up distribution rights in the U.S.

Clearly, the spirit of "Sex and the City" hangs over the whole enterprise. Thematically, English has made the "frenemies" of the original into real Carrie-Miranda-Samantha-Charlotte-type pals, and joining Ryan in the core quartet are Annette Bening, Jada Pinkett Smith and Debra Messing. "The old movie is very bitchy, very catty, very unkind to women. Sixty to 70 years have passed, and, hopefully, we have the same wit and the same taste and still make it more a celebration of women," English says. After "Sex and the City" stormed box offices this summer, corporate Hollywood was reawakened to the fact that there's a vastly underserved female audience. The studio upped the marketing budget for "The Women" from $8 million to $25 million and recently added 500 screens for its opening, English says.

The director believes that Mary Haines is a great "transitional" role for Ryan. "When I first met Meg, she struck me as extremely observant and very, very smart and clear on her ideas, and she still is that way. I think she brings a certain maturity to the role now," English says. "She gets to play an adult and she plays a mom. She's somebody who's trying to get something for herself."

English says it was Ryan who suggested a line for Mary Haines, a version of which her character now says to an agent (Bette Midler) she meets at a health spa: "I've spent a lifetime trying to be all things to all people, and somehow somebody is always disappointed."

"I definitely had my time with that, without knowing I was doing it," Ryan says. On a public level, she incited hostility when she stopped doing her sweetheart persona. But she also tried to please the people in her private life. "I did that in my marriage. I did that probably in the way I initially parented Jack. I definitely had that feeling for a long time that I was running around being a reactive person instead of a proactive person. Solving this problem. Putting out this fire, then exhausted at the end of the day. It's not a fun way to live and I determined that I didn't want to live that way anymore. I wanted to be seen for me by the significant people in my life, and I wanted to be happy and serene."

Ryan describes herself repeatedly as "a seeker," the Catholic-raised girl who read Herman Hesse's "Siddhartha" in seventh grade and was transformed. She was always raising her hand in catechism class to ask probing questions. "It's really an investigation. If you're a seeker, you're just a seeker. You name it, I probably investigated it. I just got back from India in April. I was there for a consecration of a temple in the south of India. It was cool and outrageous and scary – 750,000 people ended up amassing, and they were expecting 100,000."

Three-year-old Daisy went along with her, as she almost always does. Indeed, nothing really animates Ryan like talking about her children, whether it's a cool YouTube video she's watched with Jack, or how she found Daisy in an orphanage in China. She gets her wallet and pulls out the picture the orphanage initially sent her of the girl – she's a moppet with wisps of hair sticking straight up and a strangely piercing stare. "I always thought I'd do it," Ryan says of adopting. "It's such a deliberate act, this adoption, as opposed to getting pregnant sometimes. You have to be very, very awake."

The orphanage arranged for Ryan to meet Daisy in a hotel near Shanghai. Ryan waited in a rotating restaurant on top, while Daisy was in a conference room below, crying and crying for an hour and a half, before the officials came to get Ryan. "She had tons and tons of clothes on her, Teletubby long underwear, another layer, then this electric blue sweater. She was red-faced, screaming and crying." The officials passed her to Ryan and "Daisy stopped crying. I'm not kidding you. She checked me out and then she went to sleep. The next six to eight hours, she'd wake up and be very afraid and then she'd cry and then relax and play with you. I'd do the same thing. Just get really afraid, then really expanded. It was this metaphysical kind of labor, this crazy meeting."

Ryan says she never felt as if she was rescuing her daughter. "It wasn't that. I just saw that face and I knew we were just related. It taught me a lot about any expectations you have in life. Just toss them away. Throw them out."

rachel.abramowitz@latimes .com