DID YOU HEAR HIM TRY TO SELL ME ON that slimy sea urchin?" asks an animated Charlize Theron, sitting in the back booth of Sushi Roku, a noisy West Hollywood Japanese restaurant, drinking sake out of a bamboo flask The 25-year-old accress has just nixed the waiter's suggestion of several suspiciouslooking sea critters, opting for raw oysters instead. When the half shells arrive, Theron leans in and jokingly remarks, "We're having our little oyster aphrodisiac, so I guess we're gonna have sex now, right?"
Gulp.

OK, it's clear that Theron is a woman with a flair for the dramatic --onscreen and off.. Need fitrther proof? After ordering gobs of raw fish, she calls my relatively skimpy portions "pathetic and weak," and at one point she screams so loudly with excitement that the entire restaurant turns and stares.

But Theron doesn't notice --or she just doesn't care. In fact, pretry much the only thing that rivals the impact of her coltish 5' 10" physique (outfitted today in practical black pants and a cotton knit cardigan) is her bravado-something that's helped her hold her own in the company of costars like AI Pacino and Keanu Reeves (1997's The Devil's Advocate), Matt Damon and Will Smith (2000's The Legend of Bagger Vance), and Robert De Niro (2000's Men of Honor). Still, unlike her contemporary Gwyneth Palttow, Theron has never really scored a spotlight role. "Charlize has played everybody's wife," points out Taylor Hackford, who directed Theron as-you guessed it-Reeves' wife in The Devil's Advocate. "She has to flnd a film that's about her role."

Don't worry-she's on top of it. In this month's romantic drama Sweet November, Theron reteams with Reeves. But this time the movie revolves around Theron's character, Sara, a free spirit who dates men for only 30 days at a time because she has nonHodgkin's lymphoma and doesn't want the men to know that she's dying. "I did this movie because I thought the idea of a woman who never really axplains herself is so powerful," Theron notes. "I never expected to get so much joy out of playing her "

But preparing for the role wasn't quite so enjoyable: To play the ailing character, Theron had to shed 20 pounds (she did cardio exercises and yoga, and followed a starchfree diet), and she had trouble adjusting to her eatherweight frame. "Being skinny, I felt like if a gay was messing with me, I couldn't defend myself," confesses the usually curvy actress. "That bothered me-because I don't want somebody to do that for me."

Theron learned self reliance early, while growing up on a farm, in Benoni, South Africa. The only child of Gerda and Charles Theron (owners of a road-construction business), the young Charlize was fiercely independent-a fact that helped her ace a modeling contest and win a contract to go to Milan at the tender age of 16. "Everything felt possible," she says, "and that was at a time when everything was so shittÿ in my life."

No kidding. Just two months before Theron's modeling triumph, her mother shot and killed her father in the family's house after he reportedly attacked her while drunk. Gerda was never charged with a crime, and Charlize's youthful optimism helped her survive the ordeal. "My mom and I are very close. I was just telling her that if the things that happened to me at that age happened to me today; I don't know how I'd get through it," she admits, adding that Gerda lives just minutes from her.

But the Theron migration to the West Coast, the actress's home now, Theron moved to New York City, where she took classes at the Joffrey Ballet School (she began studying ballet at age six) until suffering a knee injury. She shifted her focus to acting "purely for survival reasons," she recalls. "There was a lot of money in commercials. I was like, `Give me a pimple cream commercial-I'm ready!" But the offers didn't pour in, so two years later she decided to pursue a movie career. She headed to Los Angeles, where she was discovered by a talent managet while arguing with a bank teller.

As she fought for film roles, the greencard-toting Theron found love: In 1998 she met Stephan Jenkins-now 36, lead singer of the rock band Third Eye Blind backstage aftet a concert. "Like any relationship, you work at it and know that you love each other, " Theron explains. "But fame makes it hard, because everybody wants to know about it. It's like living in a small town; and everybody's trying to guess who's sleeping together. And you know what?" She smiles coyly. "It's never the right guess."

Just to keep 'em guessing, Theron always brings the parry with her--especially when she's carousing with costats. "The great thing about Charlize is the fact that, at the end of the day, we'd all go to De Niro's trailer and drink apple martinis," relates Men of Honor director George Tillman Jr. Jordan Brady, who directed Theron in this coming April's infidelity comedy Wakin' Up in Reno, recalls: "The first time I met Charlize, she was rollin' with the guys; yukkin' .it up. I wouldn't be surprised if she could burp the alphabet."

But Theron is weary of being characterized as a frat boy in a goddess's body. "When I read about myself as the swearing, motocycle-driving, tough glamour queen, I think, Wow, who's that chick?" she says. "You're either the princess or the proper girl or the rebel-and I don't want to be any one of those people all the time."