1999-09-06 04:00:00 PDT Beverly Hills -- The sun is shining in Coldwater Canyon, the posh neighborhood where Esther Williams sits near her backyard pool and defends "The Million Dollar Mermaid," the amazingly candid autobiography that's brought her more attention than she's had in decades.

Sipping from a glass of lemonade, the former MGM star says she was simply telling the truth when she revealed that Jeff Chandler, the actor she nearly married in the late '50s, had been a closet cross-dresser.

"I couldn't marry anyone who, every time I got dressed in something divine, would want to be wearing it instead of me," Williams explains.

As with most of her remarks, Williams says this casually and without embarrassment, but with a slight grin that betrays her appreciation of a juicy anecdote.

When Esther Williams worked at MGM in the '40s and '50s in a series of swimming musicals, movie stars didn't reveal the truth about themselves or their co-stars. Secrets were guarded, bodies stayed buried and studios paid off police when actors got out of line.

That's all changed, and so has Williams. Once a leggy paragon of American wholesomeness, the star of "Bathing Beauty," "Neptune's Daughter" and "Dangerous When Wet" is now a 77-year-old woman with little to lose by telling the truth. Smart, zestful, uninhibited and wise, Williams is like a bawdy aunt who cuts clear to the bone, but never with malice.

Even her attire is borderline naughty. Ever the bathing beauty, Williams is dressed for her interviews in the shortest of shorts and a sleeveless nylon jersey that says "Pro Spirit." Lots of leg, lots of chutzpah.

When she made the book deal with Simon & Schuster, "they said, 'See if you can write a page-turner.' " So she delivered: "The Million Dollar Mermaid" doesn't pirouette around the truth but lays it down with amazing candor.

It's all there: the family friend who raped her when she was 13 and 14; her 1959 doctor-supervised LSD trip; second husband Ben Gage, an "alcoholic albatross" who blew $10 million of her money; third husband Fernando Lamas, a vain egotist who made her drop her career; a brief affair with Victor Mature; her scrapes with death while making her series of swimming musicals during her 15 years at MGM.

But it's the Chandler revelation, excerpted by Vanity Fair in its September issue, that's gotten the most attention. A popular action star of the '50s ("Broken Arrow"), the 6- foot-5-inch Chandler was deeply in love with Williams -- and hoped that she would accept his passion for designer gowns, wigs and high heels.

Instead, she broke off the relationship the day after she discovered his habit. "I froze at the bedroom door and started screaming," she writes when describing her first glimpse of Chandler in chiffon. "I screamed and screamed, with shock and disbelief and a refusal to comprehend."

Williams knew that some people would resent her dredging up the past. Gossip columnist Liz Smith scolded her in print for outing Chandler 38 years after his death and wrote, "You didn't have to do it, Esther."

So why did she? "Well, Jeff's been gone a long time," she says softly. "He told me (about his cross-dressing), and (his prior wife) Marge knew. So I figured his two daughters knew, too."

At one point Williams had decided to leave the Chandler bit out of the book. But when she called her daughter, Susan, "she said, 'Mother, I don't think anybody's capable of being shocked anymore, after Bill Clinton and Monica and the thong and the knee pads.' "

Susan, 45, lives in Marin County and works as a nonprofit administrator. "I loved the book and read it straight through," she says. "Mom speaks her mind. . . . She's a wonderfully vital woman."

DEMANDING HUSBAND

The Chandler chapter is getting all the attention, but Williams devotes far more space in her book to Lamas, the Argentine actor who insisted that she bag her career and devote herself entirely to him before he would commit.

"When he asked me that," Williams recalls, "I said, 'I could (retire) if you'd stop fooling around.' I think I said the f-word. I said, 'Aren't you getting tired of these half-assed relationships?' And he said, 'Yeah, I am getting a little tired.' "

Lamas, who remained with Williams 22 years, until his death from cancer in 1982, had an old-world concept of marriage. It was nothing to him that Williams did all the housework and the cooking, then got up from the sofa when he ordered, "Get me a Coke."

His machismo was so out of hand, Williams says, that "he once went through my scrapbook without my knowing it. He tore out ev ery picture of my first husband, of Ben, of Jeff, of anybody that was in my life. Then he made a funeral pyre of them and burned the pictures in my backyard."

"I said, 'What did you do to my life's memories?' He said, 'I don't want to think there was ever another man that touched you.' "

Worse yet, Lamas refused to allow Williams' three children from her marriage to Gage into his life. When her second son, Kim, was seriously injured in a motorcycle crash, Lamas wouldn't even drive Williams to the hospital.

To compensate, she devised a five-year plan of spending afternoons and evenings with her children in Santa Monica, then leaving them with her sister and driving to Lamas' Bel Air home to spend the night.

The mind boggles. How could a strong, accomplished woman -- a national swimming champion and box-office star -- submit to a bully and allow her children to suffer her absence? Why would a woman who had faced down the powerful MGM mogul Louis B. Mayer and performed dangerous water stunts on skis, outriggers and 50-foot hydraulic lifts suddenly relinquish her will at midlife?

"You men all ask the question," Williams says. "No woman ever asks it. When you're a single parent and you need a roof over your children's heads, you manage it and arrange it however you can. It was the only way I could do it and stay married to Fernando."

In the book, Williams extols Lamas' lovemaking ("God knows he'd had enough practice to have earned a black belt in the bedroom arts.") and refers to the pride he took in his genitalia ("He talked about his penis as if it were a dear and talented friend."). But it was more than sex that drew her in, she says. "He loved me so intently. It was wonderful . . . He lost his father when he was 1, and his mother when he was 4. And he was looking for that woman who would fill that empty place in him."

When Lamas died, Susan says, her mother was saddened but also free to enjoy her children in a way she hadn't. "It just opened a door for us to be together and rediscover each other. That was when I moved in with her and had my son, who is now 16.

"Fernando dragged her down. If you're trapped in a cage for 22 years and you're suddenly let out, the sun looks a little brighter and the sky a little bluer."

HAPPILY MARRIED

Williams is happily married today to Edward Bell, partner in her swimming pool and swimsuit businesses. Ten years younger, he is a large, friendly man who indulges his wife and seems amused by her candor.

Ten or 20 years ago, she says, she couldn't have written "The Million Dollar Mermaid," "only because I hadn't analyzed (my life). I was too busy living it. But I have a very happy, secure marriage now with somebody who's very intelligent and understands women as well as men."

She sees her book as "a positive force" and hopes to write a sequel, called "Continuum," that shares more of her philosophy and psychic beliefs, and offers solace to women.

"Nothing happens to you that you can't handle," she says. "Doubt is the dogma that somebody taught you."