The anchor who might beat Bill O’Reilly gets her eyelash extensions applied one at a time, with tweezers and dabs of glue, about 90 minutes before showtime, right after a motorized gun sprays foundation over her face, neck, shoulders, collarbone and sternum, wiping out a galaxy of light freckles that spreads across her —

Let me stop you right there.

Would you write this way about a man?

About O’Reilly himself?

At least that’s what Megyn Kelly might ask at this point. Kelly, 43, is the host of “The Kelly File,” a live TV program that airs weeknights at 9 p.m. on the Fox News Channel, where she interrupts and challenges guests whenever they resort to talking points or petty distractions. It debuted just over two months ago, and so far its ratings among 25-to-54-year-olds have exceeded those of “The O’Reilly Factor” six times. In November, her first full month in prime time after years in daytime, Kelly was second only to O’Reilly in the overall ratings, which means she’s the No. 2 person on cable news’s No. 1 channel.

“It’s like working on a supermodel every day — a brilliant supermodel,” says makeup artist Maureen Walsh, as she air-brushes Kelly’s skin from milky white to Technicolor.

The small makeup room is hot from the blow dryer. Pen in hand, Kelly, a former corporate lawyer, reads an article headlined “For Democrats in 2014, the Web site is still the problem,” her eyes zipping over text as Maureen smudges heavy plum-colored eye shadow on her lids.

Kelly asks a nearby hairstylist to dial a phone number. “So you see Greta’s lead?” she says into the phone, her eyes on a muted TV. Greta Van Susteren’s topic is, whose botched rollout has coincided with Kelly’s prime-time debut. Later that evening, in the third hour of Fox’s extended prime-time lineup, “The Kelly File” will lead with the headline it has flashed almost every night for the past two weeks: “OBAMACARE FALLOUT.”

In its first 30 seconds the show will quote Sen. John Cornyn (R-Tex.): “I think the current administration has taken lying to a new level.”

Her in-person guest Andrew Napolitano, Fox’s senior judicial analyst, will ask rhetorically: Could the president’s implementation of the law “lead to impeachment?”

“This law is terrible,” Karl Rove will tell her from Fox’s D.C. bureau. “And it’s going to get worse.”

This is Megyn Kelly, responsibly and aggressively covering the nation’s biggest ongoing news story.

This is Megyn Kelly, hosting a nightly rally for Fox’s anti-Obamacare crusade.

There are two sides to every story. She herself believes that old cliche. So there must be two sides to Megyn Kelly’s story, right? One unfolds on air, where she is Fox’s brightest star. The other has been unfolding off the air, away from her 2.5 million viewers, for much longer.

* * *

Now wait wait wait.

That sounds like typical journalist jargon.

Like you’re exaggerating for dramatic effect, or hiding an agenda under a veil of wishy-washiness.

Megyn Kelly is very easy to like.

Megyn Kelly is a good and decent person.

The story of on-air Megyn Kelly is the story of off-air Megyn Kelly.

End of story.

Start of another: She’s a former head cheerleader with tomboy tendencies. If the world was “Peanuts,” she’d be a Lucy — always the smartest, always in charge, but in a way that’s ultimately endearing.

“Poor Piers,” she says, as if she’s snatched the football away from her CNN competitor. She scrolls through an Excel spreadsheet of Nielsen ratings in her small office on News Corp’s 17th floor early last week. It’s near the close of business in midtown Manhattan, but Kelly’s workday is just beginning and, according to the numbers, she’s eating the competition for breakfast.

“The Kelly File” draws more viewers than Piers Morgan and MSNBC’s Rachel Maddow combined.

“We just do it better,” she says, legs crossed in dark-blue jeans and calf-high leather boots. Her hair is pulled straight back. Her crucial physical trait is not her Grace Kelly face but her Barbara Stanwyck voice, a deeper, authoritative register inherited from her mother, a retired nurse.

Her office is a taupe nook with jail-narrow windows overlooking 48th Street. Instead of an ego wall she has photos of her husband, three young children and 98-year-old Nana. A Post-It note over Kelly’s phone says “It’s All Going to Work Out!” even though it already has. She has a job she loves, a family she loves even more. Bliss.

Ten years ago, she had never been on television.

Now, in a way, she is queen of it.

“I swung and I missed a little bit with the law — I was good at it but it didn’t make me happy,” she says, referring to her nine years as a corporate litigator. “And I swung and I hit with this job. And I knew I would hit, and I did hit. And it felt good when I hit it, and I’m running the bases with aplomb.”

Before and after her show are O’Reilly and Sean Hannity, admitted opinionators who specialize, respectively, in cantankerousness and mongering. Megyn Kelly, whether she means to or not, markets herself as a break in the clouds, an interlude of lucidity, a host who protects her viewers by condensing complex issues into digestible bits, by cross-examining news analysis with zero tolerance for guff.

“Is this just math that you do as a Republican to make yourself feel better, or is this real?” she asked Karl Rove on the evening of Election Day last year, after the GOP architect said that Ohio was still in play despite data to the contrary.

“What makes you dominant and me submissive, and who died and made you scientist-in-chief?” she said to Fox contributor Erick Erickson in May, when challenging his controversial comments on studies of women as primary breadwinners.

The populace perked up each time.

Who is this woman?

She is a quick study, a true skeptic and a recovering perfectionist, ever since Roger Ailes, chairman and chief executive of Fox News, called her into his office seven years ago, praised her confidence, then said “Now who’s the real you?”

“I was sort of taken aback that he wasn’t buying the persona I was projecting,” says Kelly, who previously was a daytime anchor on Fox’s “America Live” and “America’s Newsroom,” with Bill Hemmer. “I really thought I was fooling everybody into thinking I was this together. My words were chosen so perfectly and the script was done just right, and it wasn’t until [Ailes] said, ‘First of all, that’s bulls---, and second of all, the viewers can smell a phony a mile away,’ that I realized I was doing myself and my viewers a disservice.”

* * *

The real Megyn Kelly, the Megyn Kelly you can see every weeknight, grew up the youngest of three in a vanilla suburb of Albany. No, she says, politics were not discussed in the Kelly household; “The Jeffersons” or “The Golden Girls” were watched more than the nightly news. Her upbringing was “standard” until her father, an education professor who traveled often, died suddenly of a heart attack when she was 15.

“I think that event had the single greatest impact on who I am as a person,” she says. “I do think it made me keenly aware of my own mortality, and I think in many ways that has been a gift. It’s forced me to change my life when I’m unhappy. I don’t know I would’ve gotten out of my law job or my first marriage if I hadn’t been keenly aware of that.”

She wanted to study journalism at Syracuse University but didn’t get into the communications school, so she majored in political science and then put herself through Albany Law School by taking out loans and teaching aerobics. Her 1995 law degree made her feel like she could command a level of respect otherwise unreachable by “a small-town girl who did not grow up in any circles of power.” She spent her 20s at the distinguished law firm Jones Day, mostly out of its Chicago office, defending and cross-examining Fortune 100 CEOs in federal trials, earning the reputation of a hard-working superstar, allowing her soul to be crushed by the grind even as it hardened her backbone to steel. At age 31, she wrote in her journal that she was destined for something beyond law and gave herself a year to get out. She moved to Washington, D.C., because of her first husband’s job and reconsidered her first calling. She cold-called news directors at local TV affiliates and talked her way into a freelance gig at WJLA-TV, which turned part-time in early 2004.

Before WJLA could sign her to a full-time contract, though, she went national. She had met someone at Fox who suggested she send a tape to Kim Hume, then Fox’s D.C. bureau chief. Hume had never seen such “sheer intensity,” “like she’s gonna come out of the screen and grab you by the neck.” On Fox, Kelly took a range of assignments and covered the Supreme Court, then Ailes brought her to New York in 2006 to become a daytime anchor with Hemmer. And now she’s following — and nipping at the heels of — O’Reilly, the big man himself.

“When Kelly first started [her new show], she came in and she was smart enough to ask me, ‘How do you drive an hour by yourself?’ ” O’Reilly says. “You can count on two hands who’s been successful at that. It’s very hard to drive an hour by yourself. I said, ‘Look, it’s all about the emotion of the day. You have to know what folks are talking about, and what they care about that day. So it can’t be all about you. It’s gotta be about them.’”

Kelly has listened. The words “anger” and “outrage” are used frequently on her program, as are vague references to “what is happening in this country.” Might this language, however justified on occasion, stoke and sustain a contentious discourse that ultimately corrodes the media and therefore the society it serves?

Hold on now.

You’re generalizing.

It doesn’t sound like you know exactly what you’re talking about.

“I hope not,” Kelly says. “I certainly don’t wanna be that force.”

She wants to address the feeling of powerlessness among viewers. When people don’t trust their media or their leaders — look at the congressional approval rating, she says, and the president’s crumbling credibility — they feel powerless. She views her program as a nightly attempt to wrest that power back.

“People feel validated when they hear their own emotions accurately described by someone on television,” Kelly says. “And I think when you ignore their genuine heartfelt feelings, they feel diminished. And I think it’s like scratching an itch, to hear someone in a position of power — somebody with a big microphone at least — give voice to what you’re feeling.”

* * *

There’s nothing fancy about the offices and studios at Fox News, which could use new carpeting, just as there’s nothing fancy about Megyn Kelly’s operation. A crew of five guys runs the show on the soundstage of Studio J. Her producers keep tabs from a nearby control room. It’s casual clockwork.

She positions her segment folders on her desk. O’Reilly can handle one folder at a time on his anchor desk, according to a crew member, and Hannity’s is usually a mess of folders. Kelly’s are orderly and alphabetized.

Her opening lines and segment intros are scripted, based on the research and reporting of her producers, but then she walks the high wire without the TelePrompTer, relying on the authority she honed as a lawyer and her study of the news of the day. She is smarter than most of her guests, or at least acts that way, and believes they are smarter than they often let on. Witness this exchange with Ben LaBolt, a former Obama campaign press secretary, on the chaos around

LABOLT: “The real accountability is, have we put in place a system that ensures that the program works?”

KELLY: “Come on. You don’t believe that.”

LABOLT: “They have brought in tech experts from Silicon Valley.”

KELLY: “Stop it. Come on.”

LABOLT: “A world-class management expert to make it work. They are taking steps to ensure accountability.”

KELLY: “Stop that. You are too smart to believe that.”

A conservative watching this might think, “Thank goodness she’s standing up for my principles,” to which Megyn Kelly would reply, as she did on her recent “Tonight Show” appearance, “You assume too much.”

“I enjoy covering the boxing match, but I don’t back a player in the ring,” Kelly says from behind her office desk after the show. “And that’s the truth. I’m not a political person and I never have been.”

Megyn Kelly is no one’s puppet. Megyn Kelly is Megyn Kelly whether or not the red light is on. She says so. Her husband says so. Friends and colleagues from different phases of her life say so.

And so it’s to this Megyn Kelly — the only Megyn Kelly who exists, the Megyn Kelly who seems incapable of a false move — that we address a question about Sarah Palin.

You had her on “The Kelly File” on Oct. 17, and she stumbled through warped talking points about how Barack Obama is dismantling the country by emboldening our enemies and bankrupting our economy. You tried eventually to corral her back to your chosen topic of GOP approval ratings, but the guff was already out there, unchallenged, on national television.

The Palin spot seemed, well, contrary to who you are and what you stand for.

“Everything she says is news, right?” Kelly says. “That’s why all the other channels are clamoring to get her on. It’s not just Fox. It’s not just me. You’ve seen that. Jake Tapper, all of them. But she comes on Fox with more frequency because she’s a Fox News contributor. So . . .

So you put her on your show with no qualms whatsoever?

Kelly pauses. Then says: “She’s been on one time.”

Right . . .

“And she made a lot of news. And she has a voice that doesn’t — that you don’t hear in many places. So there is a service provided in offering that occasionally. And that’s all I’ll say about that.”

A liberal trying to decode this response may think, “She’s one of us,” to which Kelly would respond, “You assume too . . .

Excuse me, what’s this about Sarah Palin?

We’re not talking about Sarah Palin. We’re talking about Megyn Kelly.

Don’t make me take your keyboard away.

* * *

She orders the spinach-and-goat-cheese omelette, “very easy on the goat cheese,” with egg whites. The husband orders the lemon-ricotta pancakes. The baby slumbers in a stroller to the side. The bay window of this cute cafe on the Upper West Side frames a still-life of glad, urbane domesticity. The baby is 4 months old and named Thatcher. The husband is 42 and named Douglas Brunt. His second novel is in the can and he’s finishing a third.

He calls her “Meg.”

She calls the baby “so awesome.”

The real Megyn Kelly is a mother. Sometimes the family — including 4-year-old son Yates and 2 1 / 2-year-old daughter Yardley — joins her commute, and picnics on the floor of her office. When her cellphone rang on the air a day before Thanksgiving, she silenced it out of frame, barely fazed, but didn’t ignore the tiny blooper. When the show resumed from a commercial break, she told viewers her turkey had just been delivered from FreshDirect.

“So, honey, if you could let them in,” she said into the camera, and you couldn’t help but feel a bit fonder of — and a bit closer to — Megyn Kelly. Partisan media watchers say this appeal is what makes her treacherous, that her stern-yet-inviting tone is the spoonful of sweet-and-sour sauce that makes Roger Ailes’s conservative medicine so addictive. Fox haters believe this, she knows, and Fox haters are wrong. She also knows that some people invest too much time and energy in television.

“I think if you’re watching TV at the expense of being with people — and conversing with real live human beings as opposed to just listening to the one talking at you — you’re in dangerous territory,” she says. “As with anything, moderation is the key.”

A moderate who craves nuance might take this statement as —

Let me just jump in and then I’ll let you finish your point —

No, we’re over time and have a final leap to make.

Moderation is a theme in Megyn Kelly’s favorite film, the 1971 “Willy Wonka and the Chocolate Factory,” a poster of which hangs prominently in her home. She loves the magic of it, the possibility of it, the I-can-change-my-life of it. She loves watching greedy little Veruca Salt disappear down the trash chute, another bad egg bound for justice.

Her slate-blue eyes widen, her nostrils flare and she begins to quote the movie.

“Don’t forget what happened to the boy who suddenly got everything he wanted,” she says with an edge, like it’s a warning, even though it’s really the set up for a reversal, and for a description of her life right now.

Update: On her Dec. 11 show, Megyn Kelly included a segment on Santa Claus that stirred up some controversy. Here’s more on Kelly, Santa and dealing with critics.