TOM CRUISE has a plan. He's always had a plan, and now that he's about to turn forty, he has a plan for that, too. But he believes there are forces that would try to undermine him. Dark forces . . .

The eyes say it all. Only a moment ago, they were an easy blue-green, like a Ralph Lauren sweater, an accessory chosen to match that smile. But the conversation darkened, and the color was sucked, all at once, into a pair of angry black pools. "They whisper and separate," Tom Cruise says for the second time, his voice husky with emotion. He is talking about Hollywood. The treachery and manipulation. The schemers who slip between a pair of artists, sowing doubt and suspicion in order to make space for themselves. Would-be advisers who exaggerate career dangers, undermining a star's confidence to justify an expected percentage. "I spend a lot of time watching," says Cruise, his eyes completely black. "It's fascinating. Really fascinating."

We are alone in the Grand Suite at the Hotel Bel-Air in Los Angeles, ignoring a lunch buffet that could easily feed ten. He must leave at precisely 2:45 P.M. He's got to pick up his children, aged seven and nine, from school. Time's up. He should really be going. Yet the thirty-nine-year-old superstar is still trying to scratch some itch, reaching for something that obviously needs to get said. It's an uncomfortable moment, as if Tom Cruise, the self-assured golden boy, has unexpectedly stepped out of character, never mind the trademark baseball cap, sweatshirt, and three-day growth.

"Someone's sitting there wondering, Why the fuck is this happening? Why does this feel so bad? They don't realize someone's stopping them," he says, referring to humans in general, grappling to explain what he's learned about success and failure. The talk turns to negative forces, the hidden hand. "There can be no conflict without a third party," Cruise continues. He is paraphrasing Scientology founder L. Ron Hubbard's "Third Party Law,"

as outlined in Hubbard Communications Office Bulletin, December 26, 1968: A third party must be present and unknown in every quarrel for a conflict to exist. "That's where Hubbard and his teachings have helped me so much in this business," he suddenly blurts out. "Some of the technology is so good at getting to the bottom of these things."

So it's out on the table, this nexus between stardom and the quirky church that Cruise and more than a few other Hollywood players believe helps them keep their personal and professional lives in order. In Scientology's terms, "technology" refers not to gizmos but to the methods of application of an art or science as opposed to mere knowledge of the science or art itself (Hubbard Communications Office Bulletin, September 13, 1965). Applied knowledge. Systematic thinking. A simple key, perhaps, to the brilliance with which Thomas Cruise Mapother IV--the kid who did the underwear dance in Risky Business--has created what is surely the most valuable career in moviedom.

CRUISE TURNS FORTY this summer. And as he psychs himself up for yet another run at the record books, this time with Minority Report, he is acutely aware of inhabiting that most dangerous space--the very top of a business that loves to devour its own. "You know what, it becomes easier to fail at certain points," he says, rocking on the edge of the sofa. "I know that sounds weird. But there are more pressures. There are more pressures. There are more things that are misinterpreted, miscommunicated. When you make a film, it's going to be looked at a lot tougher."

The pressures are only heightened by Cruise's personal credo, which demands that he take ever-increasing amounts of responsibility for his own choices. He has always worked with an internal master plan that he believes has carried him, step by step, to the top. In the latest stage of his development, Cruise became a serious movie producer; his company was credited on his three latest films. But his deliberations about Hollywood are edged with dark observations about those who block progress. "There are people who create and contribute to the motion of something, and there are people who stop that contribution," he warns.

"At this stage of my life, there's a certain amount of power to get things done. Along with that power, there's responsibility. And to forget about that responsibility can be dangerous."

It's impossible not to marvel at what the very systematic Cruise has made of his life so far. In the twenty-one years since he earned the Screen Actors Guild minimum for a turn in Taps, he has relentlessly evolved into the perfect commercial actor. Seemingly untroubled by generous critical attention to his limitations (Pauline Kael's famous mot said, "The look goes all the way through"), he has occasionally pushed his range with adventures like Magnolia and Eyes Wide Shut. But mainly he has stuck with the middle zone, cultivating an audience reliability rivaled only by that of Julia Roberts or Tom Hanks.

In the 1990s, the trend of his work converged with the needs of an increasingly corporate Hollywood that was happiest when its stars stayed close to type and allowed themselves to be framed by big action and big effects. In the last ten years, seven Cruise vehicles (most recently Vanilla Sky) have topped $100 million at the U. S. box office, and one, Mission: Impossible 2, went well beyond $200 million. More remarkably, Cruise has taken control of his own career by self-producing--in partnership with his former agent Paula Wagner--both Mission: Impossible films and also The Others, which grossed nearly $100 million on a $17 million budget and starred his now-ex wife Nicole Kidman.

To produce was an inevitable step for Cruise, who trusts no voice quite so much as his own. "I depend on other people, but there's a point at which I know it's my decision," he says. "The agents and Paula are people that I respect. I want to hear their point of view. But ultimately it's my decision. It's my life and what I want to do with it."

Minority Report, a grand collaboration with Steven Spielberg, set for release in June, was also born at Cruise's production company. Fox, which had the script, sent it as a possible vehicle for Cruise. "I sent it to Steven," Cruise says matter-of-factly of a dynamic that reverses Hollywood's natural order. The great Spielberg generally hires his actors; they don't hire him. But Cruise had never done full-out science fiction and was fascinated with this story by the late Philip Dick (the author of the novel that inspired Blade Runner), so he brought the industry's most successful director on board and began swapping script notes. Spielberg's Amblin and Cruise's C/W Productions will share credit on the finished picture. But the filmmaker (Wagner carefully calls him Mister Spielberg) is holding fast to his prerogatives: As of a few weeks ago, Cruise had been permitted to see just one full reel. "He was only going to show me a little piece, and I kept saying, 'More, more, more!' " he recalls.

CRUISE WAS RELATIVELY unscathed by the ravages of the takedown decade of the nineties, which saw iconoclastic audiences smash idols as powerful as Arnold Schwarzenegger, Kevin Costner, Jim Carrey, and Meg Ryan. His rare professional missteps in that time both involved Kidman. Far and Away, their laughably misconceived Irish period piece, collapsed at the box office in 1992, and not even the magic of Stanley Kubrick could put audiences at ease with their misalliance in Eyes Wide Shut.

He also had a close call with Vanilla Sky, yet another self-produced film, in which he costarred with his new lover, Penelope Cruz. The picture, directed by Jerry Maguire's Cameron Crowe, started slowly with audiences, who seemed befuddled by its cross-hatching of past, present, and a mysteriously illusory future. (At a matinee in Midland, Texas, according to a friend's account, the theater usher actually walked down the aisle volunteering apologies and refunds.) But Cruise fought for the film with a promotional ferocity for which he offers no apologies. "An audience wants to be challenged," he insists. "There's a language that maybe some people are not up on. It's okay to open that dialogue. It is rewarding." The dialogue, and a very public discussion of his post-Kidman love life, helped make the picture yet another $100-million hit, Cruise's career ninth.

Minority Report, the next step, is another story about the paradox of time. Cruise plays a cop accused of a still-uncommitted murder in a future in which precognitive mutants identify crimes before they happen. Dick's cult tale plays with an ancient puzzle: Would a future event still occur if our knowledge of it allowed us to change the course of events? In its cinematic form, Minority Report will also test the central paradox of the contemporary movie business--that stars consistently overwhelm their own pictures. It generally takes an unfettered movie star to create a disaster like The Postman or Waterworld, not the reverse. And Vanilla Sky carried more than a whiff of this problem. Virtually every scene focused squarely on Cruise, denying that little bit of breathing room that even die-hard fans eventually demand.

If Minority Report succeeds, it will validate Cruise's instinct to seek a powerful director to counter his own personal force. Still, it's hard to escape the sense that Minority Report, however successful, has much in common with Cruise's other recent work. Although the hero has his complexities, the picture once again trades on visual sizzle and a big dose of kinetic energy, so it's far less likely to shock audiences with an all-new Tom Cruise than to reassure them that their slightly aging wonderboy can still get through the drill. Thematically, moreover, Minority Report is exactly in line with the Mission: Impossible films, Vanilla Sky, and even Eyes Wide Shut. They all share a determined but ambiguous sense of paranoia. (Weirdly, each of the last four involves his wearing a mask at key moments.) And all of them center on a protagonist caught in the toils of an all-powerful, unseen organization.

TO HEAR CRUISE TELL his own story is to realize how naturally his best instincts have lined up with L. Ron Hubbard's sometimes exotic theories of orderly progression toward enlightenment. In a sense, Cruise was his own best "auditor" long before his first ex-wife, the actress Mimi Rogers, introduced him in the 1980s to the Church of Scientology, with its well-known practice of monitoring, or "auditing," the mind-body progress of its members. At the age of eighteen, having finished his first bit part in a piece of softcore teen porn called Endless Love, Cruise already realized the extraordinary potential power of single-minded purpose. Problems, he says now, are often caused by the presence of some person "who's off point, who really wants to be doing something else." But Cruise has always been completely on point; he knew even then that he wanted to work exclusively on the big screen, not small. (It helped, by his own account, that a casting agent told him early on, "You're not good-looking enough for television, and you're too intense.") And he was already forging his own path toward ever-higher professional levels. Cruise turned down an Amityville Horror clone because it didn't move him up the professional Tone Scale. He accepted a role in Losin' It, an early Curtis Hanson film, and immediately regretted what he saw as a haphazard process that contributed little to his development.

"You learn to recognize the limitations of the environment," Cruise says today of the Hanson experience, using a term of art to which he returns repeatedly in discussing his work life. In the world according to Hubbard, "environment" is critical. Bad people prosper by making an environment seem more dangerous than it really is. Smart people avoid such players and "knock off" threatening elements in a bad environment. As a grown-up producer, Cruise spends valuable time "casting" his own movie crews, because "you want that creative environment; you want someone who's going to bring their game." Occasionally, it's necessary to improve the environment by removing a negative force.

Actors destroy themselves, warns Cruise, by "not really recognizing the parasitic environment in which they live." With genuine passion, he continues: "They need an awareness of their environment that they're severely lacking. I've just been aware that layer upon layer of people don't want someone to know about something. They don't want you to understand: Let me handle this for you. Let me communicate to these people. Let me make decisions for you."

The remedy, Cruise says, is to take ever more responsibility for choices. In a hostile environment like Hollywood, responsibility diminishes those who would, as he puts it, "claim to be working the room for you." It cuts through the show-business bullshit to "true, accurate information." (Cruise explodes laughing at the thought of agents who perennially try to lure him from CAA--"Oh, yeah, they ask," he says.) And it neutralizes operators who "whisper in the ear" of an artist to separate him from another, then "move into the space and take over."

ALL OF THOSE LIFE LESSONS--the focus, the self-observation, the wary avoidance of schemers and manipulators--have come to bear on Cruise's search for a picture to take him into full maturity. Cruise--who talks about the importance of what he calls his "transition game"--clearly sees his next film as more than a routine transition: "I hope I would be evolved enough to know there are certain moments in your career that you know, this is make or break for me."

One such moment came just after making Born on the Fourth of July, the stretch-for-the-limits performance that drew Kael's nasty jibe. "I remember thinking, I just gave it everything, and at that stage I couldn't have done any more. It's a marker. Where am I? Am I evolving? Am I learning anything?" says Cruise. That time around, he followed with Days of Thunder, which seemed a kind of retreat toward the safety of his cocky-kid, Top Gun persona.

For the moment, Cruise is thinking a lot about all the senior men with whom he's worked--Dustin Hoffman, Paul Newman, Gene Hackman, Jack Nicholson, George C. Scott, Robert Duvall. "As a young actor, I was always looking forward to this age, because you look at the great performances . . ."

So--saying he's not ready yet to direct--he plans the next stage of his evolution. This means roles that rely less on a pretty face (hence the ritual mutilation of Vanilla Sky?) and stories he won't be able to resolve with a Jerry Maguire moment, just grooving along to a Tom Petty song. It also brings a new conundrum: With a $25 million quote, will studios be willing to pay for the ongoing evolution of Tom Cruise? In short, this transition involves risk, the more so because of his carefully accumulated past successes. "They beat you down," he says, his voice lowering to a whisper. "There are so many different things out there that can get you. There are so many. There's a lot of invalidation. . . . When you become successful in any type of life, there are people who are not contributing to the motion."

Yet Cruise insists he is perfectly at ease with the hazards. "I've had an instinct for it," he says, "and it's been clarified as the years go on." So maybe he has the tools--the technology--to remain master of this game, to beat back the negatives (the whisperers) that would undermine him, and finally to find the enlightenment he seeks. Even in Hollywood.