Let history record that exactly 33 hours before the end of civilization, Madonna remains firmly in charge.

It is three P.M. on December 30, 1999, an unseasonably cool day in South Beach, the unreasonably cool section of Miami Beach. All day long, news trucks have been negotiating the crowded streets, trolling for signs of impending doom, and policemen, wearing tight smiles, have been arranging barricades and assuring German tourists that everything is under control,’ a television in an open-air restaurant is tuned to CNN, which flashes regular Y2K updates, and one fellow has been Rollerblading up and down the neighborhood’s main drag, Ocean Drive, with a holiday message smeared across his shaved chest in yellow body paint: WE’RE ALL FUCKED.

At the quiet southern end of Ocean Drive sits Joia, a charming restaurant whose hostess spends the afternoon telling callers that she can happily ofTer them a dinner reservation at "6 or 12:30." Madonna, who has a large home in nearby Coconut Grove, is a regular here. So is her dear friend Rupert Everett, the retro-dashing Englishman who stole the show in the 1997 comedy My Best Friend’s Wedding. Everett, who co-stars with Madonna in the new comedy The Next Best Thing, eats lunch at Joia several times a week. He lives just a few blocks away, and that makes sense. If South Beach is the new Riviera, then Joia is the Hotel du Cap.

Everett arrives first, trailed as always by his ll-year-old black Lab, Mo, who, panting and rheumy-eyed, quickly disappears beneath the table. An impressive figure, Everett-a muscular six feet four, hair perfectly windblown, untucked shirt open to reveal rosary beads dangling mid-chest. Within seconds, he is explicating his taste in films. "Well," he says in a perfect English upper-class accent, "I really like documentary, and when I first … "

His eyes widen, and he stiffens noticeably at the sight of Madonna. (Watch Madonna enter a room and you see a lot of this.) "Hel-loooo," he says, flashing a broad, slightly puzzled smile. "You’re early."

Madonna is standing a few feet away, near the entrance to the restaurant’s empty back room. She is wearing a gray overcoat; her hair is long, curly, and reddish-blond-the Pre-Raphaelite style she has worn since her well-publicized foray into motherhood, Jewish mysticism, and yoga.

"No, I’m not," she says mock-dramatically. "You’re early." Like Everett, she often speaks in italics. "God … God."

The waiter freezes. For a moment, it’s a Mexican standoff. As always, though, Madonna proves victorious. (And not without some justification: thanks to a scheduling mix-up, Everett has arrived late, and Madonna has actually arrived one minute early. She is nothing if not precise.) "Want me to wait out there?" she offers playfully, gesturing toward the diners in the main dining room, but Everett is having none of it. "Are you hot in the coat?" he asks. "Are you hungry?"

"A bit," she replies, picking up on Everett’s accent.

"They are. at first glance, an odd pair. By Everett’s own admission, he’s lazy and unpunctual; by Madonna’s own admission, she’s hopelessly meticulous and tends to arrive and leave early. He is the picture of casual bonhomie: charming, inquisitive, so seemingly at ease with himself that when he lies across the banquette and eats with his fingers, silverware suddenly seems primitive and vulgar. He tries to put you at ease. "Whenever I interview someone," says Everett, who has occasionally written for this magazine, "I find it very ofT-putting actually doing the interview. Because you know what you’re going to say, really, and people sometimes complicate issues rather than clarify."

Madonna, who has also written for this magazine, is all business. She sits bolt upright, arms folded. When a busboy asks to take a picture, she firmly asks him to wait till later. When an air-conditioning vent is blowing too hard, she firmly asks that it be shut off right now. Even when she is talking to someone else, she fixes her gaze on Everett, whom she clearly adores. ("We’re both minorities," she says, referring to her gender and Everett’s homosexuality. "And we both love to shop.") She makes it clear that she doesn’t suffer fools. More than once she rolls her eyes, smiles, and says something like "Oh, that’s a horrible question-ask something else." She’s Madonna. She’s intimidating.

"Not intimidating," Everett says by way of correction. "Right," Madonna says.

"Very intimidating."

"Oh, bull."

"Yes-intimidating in a way," Everett says, referring to his first Madonna experience. "You were very intimidating."

"Really?" Madonna says. "Mmm-hmm. Totally."

"I’m always shocked to hear that." "Really?"

"Because 1 don’t feel like I’m tragically intim-" "But you have avery strong energy."

He wags a finger at her. She shrugs. "Mmmm-hmmm," she says.

"And that can be-if you’re not feeling your best, that can be intimidating."

Regardless, Madonna’s demeanor, by turns steely and playful, is effective; it always keeps you off kilter. One moment, she’s dead serious: When she is asked why so many straight women fall for Everett, she says, "His sense of humor." When it’s suggested that perhaps his physical appearance also plays a role, she says, "Well, yes. He’s gorgeous. But, 1 mean, 1 wanted to go a little bit deeper." At another point, she’s playful, almost girlish: "There are plenty of gorgeous homos that we don’t fantasize about being with,"~ she says, speaking for all womankind and using the terms "homos" and "fags" as honorifics. "We know a lot of fags who are open about their sexuality. It’s not about that. He just has that certain something. He’s not obviously gay, and he’s got a really macho vi be about him. He seems genuinely interested in women, and on top of that he’s really smart and very funny. We like a clever boy."

Everett, during a later conversation, is quick to explicate his friend’s strong personality. "I think she’s as tough as she needs to be," he says. "Women in show business-either you succumb or you become as strong as men on their own terms. And that can sometimes seem extremely tough on the outside. 1 think she’s not all tough. But she certainly is a very formidable woman." He thinks for a moment and, with a kind of charitable half-laugh, adds, "She has a lot of vulnerability, but it wouldn’t necessarily be directed at you."

To some degree, and through no fault of their own, Madonna and Rupert are different from you and me. Whereas we might spend New Year’s Eve swilling nonvintage champagne while dozing in front of CNN, they will be at the nearby Versace mansion, sipping from jeroboams and table-dancing with Donatella, Gwyneth, and various others whose fabulousness long ago obliterated their surnames. (Indeed, the crowd that night was so fabulous that the actress and singer Jennifer Lopez, who has yet to become known only as "Jennifer," was considered a B-list guest.) Both Madonna and Everett speak of home in the plural, given that each has residences in numerous A-list places: Miami, Manhattan, London. (Actually, Madonna recently put her London house up for sale because of security concerns.) Everett’s homes are modest by comparison with Madonna’s-"rooms," he calls them-but he nevertheless fits seamlessly into Madonna’s universe. To wit: the subject of traveling with a young child when you are the most famous woman in the world. "I don’t really like the idea of going on a commercial airline with my daughter around," Madonna says, contemplating the inevitable crush of gawkers and autograph hounds. "I just can’t bear the idea of it."

Everett, finger pointed skyward, responds: "How about the Warner jet!"

He’s kidding, up to a point. But still. They speak their own language. And they don’t converse. They banter. As in:

"He drops by my house," Madonna says. "I’ve never been invited to any of his houses."

"You have,"~ Everett says. "Always." "Bull!"

He tosses her one of his knowing, Rupert-y looks.

"Bull-oney!" she cries. "When is the last time that you invited me anywhere?"

"What?"

He had me over for dinner once in L.A., and it was horrible, and it was bad, and he burned everything."

"Right. I didn’t see you for four years after that." "He burned everything, and his dog was humping my leg."

”I’m not a very proficient society host, and I thought, Oh, I’ll get it together. And I invited Sandra Bernhard, [filmmaker] Alek Keshishian, Candice Bergen, and Tony Richardson. Everything at this dinner party went completely wrong. First of all, there was a howling gale."

"And the shutters were banging," Madonna interjects.

"I light us a fire and the whole house got enveloped in smoke, and Madonna arrived with Alek, and you both left after an hour. I remember everything. The food was disgusting."

"O.K.," Madonna says. "There were three things that annoyed me. I was starving and everything was burned. Second of all, your dog kept grabbing my leg like a human being, and thrusting his you-know-what against it. And he’s just humping madly, and it wasn’t just me. He was humping everybody else, and it was insane. And the storm and the rain and the lightning and the thunder and it was just-you couldn’t breathe. You couldn’t breathe. And it was just not pleasant."

Everett nods. Shame creeps into his voice. "It was hideous," he says. It’s been this way since they met back in the mid-1980s-two gifted, ambitious, unvarnished live wires set loose in Hollywood. Fabulousness and great shoes were not the only thing they had in common. Most significant, both were raised in deeply conservative, devoutly Catholic households, albeit in markedly different environments: he 100 miles outside of London in Norfolk, she in Rochester, Michigan, a distant suburb of Detroit. It’s no great leap to say that their development, both as performers and as people, stems from their respective rebellions against a perceived rigidness and orthodoxy. Madonna’s rebellion has for years been a matter of public record: cheerleader, mourning her late mother, angry at her father, refuses to shave her armpits, wears titillating outfits, was kicked off the squad, sneaks out to gay dance clubs in downtown Detroit, finds her muse, dreams of escaping to New York, which she does after one year in the dance department at the University of Michigan.

Adult Madonna on Younger Madonna: "It was just the rules.

There were so many rules, and I just could never figure out what they all were. If somebody had given me an answer, I wouldn’t have been so rebellious. But because no one did, I was constantly going, ‘Well, ***CENSORED*** that and ***CENSORED*** that and ***CENSORED*** that,’ you know? My father had all these rules and regulations: ‘You can’t wear makeup, you can’t cut your hair, you can’t, you can’t.’ So I went to the extreme … and that just continued, because I was rebelling against-what’s the word I’m looking for?"

"Values?" Everett offers.

"Value system. Exactly. The same kind of rigid, patriarchal point of view about how women are supposed to behave. Listen, if I’d grown up in Manhattan and been exposed to things and had a more liberal upbringing, I’d be a completely different person."

Asked if she misses any part of her youth, she flashes a weary smile and says, "Absolutely-I miss my tragic childhood."

"It’s the same type of thing for me," says Everett, who spent his youth dreaming of Montgomery Clift. "But different, kind of. I grew up in a military family. Very English, very right-wing." He turns to Madonna. "Was your family right-wing? My family was so right-wing."

"My father was the only person in the universe who was not interested in John Kennedy," Madonna says.

"My childhood," Everett says, ruminating a bit on the word. "I had a nice time. You know, my mum loved me. But when I was sent away to boarding school at age seven, that, I think, was the biggest event of my whole life. That rejection-which wasn’t rejection, actually, because that’s how English people were brought up: they were sent away to school-it calcifies your heart somewhere. And you can never-something in your heart closes, I think. England had an empire, and they didn’t want any wimps."

"I’d die," says Madonna, a trace of the empire slipping into her accent. "I’d go mad with loneliness."

"I can remember the crying when my mother was leaving. My crying and hers. It was just the most unpleasant thing. But now I’m grateful for it."

The upshot being that while Madonna and Everett occasionally go home-they love their families and keep in touch-they can never truly go home.

"I feel too weird and freakish there," she says. "I feel like an alien," he says.

The world’s two most fabulous outcasts dovetailed when the rebellious 26-year-old Everett, fresh off his remarkable performance as a gay schoolboy in Julian Mitchell’s 1984 drama, Another Country, was hanging out with a rebellious 24-year-old bad boy who happened to be dating Madonna. "I met you through my ex-husband?"

Madonna asks Everett.

"Yeah," he replies, eyes flickering with recognition. "Yeah. Fifteen years ago. You had red hair."

"Red?"

"Yeah." Pause. "Actually, I’m not sure. Sean Penn asked me to go to dinner and there was Madonna." They both dissolve into laughter. Everett explains: "It was right in the middle of Madonna’s first big wave of success-around ‘Like a Virgin.’ I loved it."

Madonna, needless to say, was not intimidated by her newfound celebrity. "It was just at the beginning of my fame," she recalls. "My record had just come out and was doing really well and I’d just met Sean and begun dating him. I’d just come up to Hollywood for the first time. I was like a kid in a candy store, and my head was spinning. My mouth was hanging open-"

"Actually," Everett whispers, "it was usually attached to his, as I recall."

She pretends to ignore him. "I was in awe of Sean as an actor and"-she winks at Everett, who nods obligingly-"you as well. To me, it was an honor." She shrugs. "So, whatever."

When, they are asked, did they truly become friends? "Never," Everett says.

"Last week," Madonna says. "Last week. Last night."

"I don’t know. There was a chunk of time when we really didn’t see each other very much."

"Right."

"Because you’d moved back to Europe and you were there pretty much most of the time."

"I went to be miserable."

"Yeah," Madonna explains, referring to the period when Everett, frustrated that his success in Europe hadn’t translated to success in Hollywood, absconded to Paris, where he would eventually write two semi-autobiographical, gay-themed novels-Hello Darling, Are You Working? and The Hairdressers of St. Tropeznotable for their sexual candor and ferocious wit. (The opening line of the former novel reads, "By the time he was eight he knew he would never be a Great Actress.")

Madonna says, "He kind of disappeared to be this kind of, you know, wandering, tortured artist and writer."

"I was depressed," says Everett, who until his mid-20s had played down his now celebrated homosexuality. (During his early adulthood, he briefly worked as a male escorta "rent boy," as they say in England.) "All through this time, I was a miserable, whiny kind of character. 1 never enjoyed my 20s at all, really …. The 80s in Hollywood were very, very American. There was nothing in The Breakfast Club or St. Elmo’s Fire for me, so I think that in Hollywood I kind of crashed."

"Era of John Hughes," Madonna says. "Yeah. You get so affected by the rejection," Everett explains. "I was excessively egocentric. Too wimpy. 1 was too wimpy."

Madonna, despite her runaway success as a pop singer, was then experiencing her own Hollywood fin de siecle. Her film career began promisingly with her winning performance as the streetwise hussy opposite Rosanna Arquette in the 1985 hit Desperately Seeking Susan. Then the wheels fell off. She stumbled through a series of god-awful messes, including Who’s That Girl? and Shanghai Surprise, the disastrous adventure picture she filmed with the irascible Penn, whom she married in 1985 and divorced after three combustible, well-publicized years. The latter movie was the nadir of her Hollywood life. "1 had just gotten married," Madonna recalls. "It was still really new to me, and my ex-husband was really kind of railroading his way into the whole project." She laughs nervously. "Because 1 was in such awe of him, 1 kind of let him make a lot of the decisions that 1 shouldn’t have allowed him to make. 1 was so green. 1 just found myself in a situation where 1 felt completely bullied and out of control, and 1 didn’t know what was going on, and it was not pleasant."

Another thing Madonna and Everett have in common: the period from the mid-80s to the mid-90s was kind to neither, cinematically speaking. Each played only one memorable role-she as the scrappy ballplayer in Penny Marshall’s comedy A League of Their Own, he as the boorish lover in Mike Newell’s eerie Dance with a Stranger: She co-starred as Breathless Mahoney in Warren Beatty’s underperforming Dick Tracy and as a dirty-bird ingenue in Body of Evidence, the comically exploitative rip-off of Basic Instinct; he endured Cemetery Man, in which he played an addled gravedigger, and Dunston Checks In, in which he broke the cardinal rule of Hollywood: Never co-star with a monkey.

Then, around 1996, their fortunes began to turn. Madonna landed the role of a lifetime, as the Argentinean matriarch in Alan Parker’s Evita-a role, it is often said, that was a perfect fit for our very own pop-culture queen. And it was. Months later, Everett resurfaced as Julia Roberts’s droll gay confidant in My Best Friend’s Wedding, which grossed more than $298 million and proved once and for all that in order to playa homosexual character an actor doesn’t need to mince to get a laugh. Everett began receiving seven-figure offers, appearing in such literate, high-profile costume dramas as Shakespeare in Love, A Midsummer Night’s Dream, and An Ideal Husband, and generally serving as the film industry’s unofficial Ambassador of Gayness. "It’s frustrating in one way," Everett says cheerfully. "But I suppose it’s my gimmick, isn’t it? You have to go with it, you know?"

Which brings us to The Next Best Thing, a romantic comedy about an unlucky-in-love single gal (Madonna) who, after an ill-advised night of carnality with her droll gay confidant (Everett), becomes pregnant and persuades him to raise the child with her, parents-style. Trouble ensues. The film, a departure for director John Schlesinger (Midnight Cowboy, Marathon Man), will inevitably draw comparisons to My Best Friend’s Wedding, and not without some justification. There’s the whole gay-confidant angle, and at one point the characters break into a cover version of "American Pie," Don McLean’s famous 70s anthema scene suspiciously reminiscent of Everett and Julia Roberts’s sing-along of Dionne Warwick’s "1 Say a Little Prayer" in their gay-confidant movie. More to the point, viewers will draw comparisons to Madonna and Everett themselves, since her character is a yoga-lover with a young child, and his character is-well, his character is a charming, droll Englishman who happens to be gay but who doesn’t bear the slightest resemblance to Paul Lynde.

"There are definite similarities between the characters and us," Madonna says. Although originally written as a swimming instructor, her character, Abbie, was transformed into a yoga teacher because Madonna loves yoga and disliked the idea of spending hours in chlorine. At one point, Abbie looks into the mirror and pushes up her breasts. "Nineteen eighty-nine," she says. Then, releasing the breasts to gravity, she says, "Nineteen ninety-nine." "Humiliating," Madonna says, actually blushing. "1 do that in real life, but 1 don’t want anyone watching me do it."

"I don’t think the characters are exactly us," says Everett, "but I think there’s-certainly from my perspective-a lot of myself accessed in it. Like in our friendship-the particular kind of banter we have."

And therein lies a story. The film’s original script was written by (and remains officially credited to) Tom Ropelewski, but somehow the press began reporting that it had been written by Everett for Madonna. Ropelewski was understandably irritated. In fact, Everett, Madonna, and Everett’s writing partner, Mel Bordeaux, "personalized the script," Madonna says. "The script fell into Rupert’s hands and then Rupert brought it to me."

"In defense of the writer, it was a great story and very well written in a particular genre," Everett says. "Originally, I really liked the story, but I thought the gay character was very stereotypic. He was flub by. Whenever they had a problem, they resolved it with a foodfest. He didn’t have a sex life. He was just a token queen, really."

"And my character was the stereotypic fag hag," Madonna says. "Pissed off at men."

So, the stars say, they added the "American Pie" bit and a number of Rupertesque flourishes, as when he looks at Madonna and, spurning her interest, says, "You are the woman I’d most like to … be." There is no sex scene in the film, and none was shot. It’s old-fashioned that way. And, by the sound of things, it’s really not autobiographical. Yes, they both confirm, they have at one time or another been, shall we say, entangled with members of the opposite sexual persuasion. Asked if they can actually conceive of conceiving together, Madonna and Rupert get a little edgy. "I’d have to be in a much more desperate state,"~ Madonna says, grinning.

”I’d have to be more desperate, too,"’ says Everett.

"First of all, I don’t think Rupert is truly ready to have children."

"For me and my particular issues with intimacy,"’ Everett later says, "the wild night with a woman probably wouldn’t be happening with my best friend. It would have to be with someone a rung underneath that. Or maybe two."

"Before I had a child, I would have considered it more," Madonna says. "But now that I have a child and am a single parent, I know how difficult it is. I want to have another child, but now my whole attitude is, 1 want to really be sure I could envision myself being with this person for a very long time and raising this child together." Here she alludes to her former boyfriend Carlos Leon, with whom she conceived Lourdes in 1996. "I was in love with the father of my daughter the whole time, but I wasn’t really thinking, you know? I was thinking in a passionate way: Oh, well, if it doesn’t work out, I’ll be all right. And I am all right. But, you know, it’s hard work, and I don’t have any fantasies about it now."

The conversation turns, as it inevitably must, to sexuality-Everett’s, in particular, and that represents something of a watershed: a celebrity whose sexuality inspires more conversation than Madonna’s. "Talking about being gay suddenly, at age 40, feels very strange,"’ he says. "It’s not anything you normally talk about. You don’t go to dinner parties and have people ask you, ‘How does it feel to be a gay man?’" He laughs. "It’s difficult to make it sound interesting and not boring, because there’s nothing very interesting about being a gay man."

Despite his own moral victory, he’s not the type to urge other gay actors to come out. Neither he nor Madonna takes kindly to a recent article in The New York Times Magazine, in which writer Andrew Sullivan pressured certain public figures, such as former New York City mayor Ed Koch, Ricky Martin, and Rosie O’Donnell, to define their sexuality. "I hate that type of person," Everett says, referring to outers of all stripes.

"I don’t think you should be defined by your sexual preference,"’ Madonna says.

"I can’t stand those hideous people, trying to call people out."

"That’s really fascist behavior. Horrible." "Right."

Madonna puts down her fork. "Ed Koch is gay?" she asks.

The new millennium finds Hollywood’s favorite noncouple in constant motion. Madonna is working on the film’s soundtrack and enjoying the company of her current love interest, Guy Ritchie, the 31-year-old Englishman who directed 1998’s hyper-stylized cult hit Lock, Stock and Two Smoking Barrels. "I’m an Anglophile," she explains with so-shoot-me candor. "Who knew? I’m from the Midwest. It’s the weirdest thing. It crept up on me." And then there’s the full-time job of raising three-year-old Lourdes, whom Madonna is slowly acclimating to the paparazzi universe. Madonna, who learned how to handle the media vulgarians "when my ex-husband kept beating up on them," is refreshingly candid when asked how she is preparing Lourdes for the life of a superstar’s daughter. "Fortunately," Madonna says, "most people I know are celebrities, so she just thinks everyone in the universe is famous."

Everett, who admits to severe pre-moviepremiere jitters, will star in P. J. Hogan’s forthcoming comedy, Unconditional Love-in which Everett helps Kathy Bates find the murderer of a slain pop idol. In the meantime, Everett and Madonna banter.

"He gets on my nerves all the time," Madonna says gamely, eyeing Everett. "He did during the movie."

"She’s very, very-if you have to fight with her, good luck to you."

"Rupert, you know what? Don’t try to paint that kind of picture. You have just as strong a personality as I."

"Almost. Not quite." She gives Everett a look.

"The thing about Rupert and me is that I get mad really quickly, but I don’t stay mad. There’s no way. I can’t bear to-it’s too boring. I don’t want to stay mad at him."

"How could you?"

"He gets in a snit every once in a while," Madonna says a bit later. She mayor may not be referring to the time years ago when Everett, appearing in The Vortex on the London stage, responded to a theatergoer’s nasty letter by mailing her a pubic hair. ("The letter arrived on a matinee day," says Everett, relishing the memory. "Matinee day in the theater-you can’t imagine how depressing it is, because it’s when you do two shows. And the matinee’s full of old people. It’s very exhausting, and so I was in a bit of a mood.")

"Yes," Everett says, nodding. "I do snit.

Just because, you know-" "Because he’s Rupert."

"And because she’s unable to process the word ‘no.’ She’s never learned it."

Madonna, nearly vibrating with oneupmanship, is asked if she disagrees with Everett’s assessment. "Of course I do," she says, and, as always, that’s that.

© VANITY FAIR