Potato chips in hand, a beverage on its way, Britney Spears is settling in for a long afternoon’s rap.

She just as easily could be the teen-age girl-next-door, talking excitedly about what’s going on in her life, calling herself “dorky” when she catches herself in a mis-speak, prefacing many of her comments with “Honestly,” politely moving on to another subject when the one on the table seems a bit uncomfortable.

But this IS Britney, pop icon for her generation, perhaps even, dare we suggest, her generation’s Madonna. After all, Madonna herself is wearing Britney t-shirts, and her daughter is a major Britney fan.

Still, Spears, 19, probably could be the girl-next-door if the girl-next-door happened to have sold 40 million albums; wrote two books; hosted “Saturday Night Live”; just performed with Michael Jackson; signed the biggest soda pop-endorsement contract since the gloved one 15 years ago; is about to release her third album, do her first HBO special (debuting Nov. 18) and star in her first film (“Crossroads,” in February).

And, oh yes, she happens to have ‘N Sync heartthrob Justin Timberlake as her boy friend.

Spears is the first to tell anyone that she realizes she has been blessed — both in her life and her career.

She senses she is at a turning point in both. If this girl is not yet a woman, she seems mighty close.

She makes reference to “I’m Not A Girl, Not Yet A Woman,” one of the songs on her new and third album, “Britney.”

“There’s where I am right now, in-between stages in life,” she says.

For the first time, she has co-written five of the album’s 12 songs. As to what it means to be “not a girl,” but “not yet a woman” she says it all depends on what your definition of a girl and a woman is.

“To me ‘not a girl and not yet a woman’ means someone who hasn’t experienced life to the fullest potential yet, and is still growing. A woman has grown and gained all the wisdom she needs. She knows herself in and out. I think I’m kind of right in between there. I’m on the verge of being a woman.”

That’s not always the easiest place to be, she admits.

“It’s kind of hard growing up in the spotlight, people place things for you to be a certain way. People around you treat you in a certain way when you are 16-17. It’s up to you to say, ‘I need to do things on my own.’ It’s a matter of me standing up for myself.”

Spears believes a lot of teens can relate to that sentiment. “They may be going off to college and want to achieve some independence and their parents say, ‘I want you to be my baby forever.’ “

That’s not a superstar issue. “I think it’s a teen-age issue,” she says.

She is learning to say “no,” to be the one in control in her life and career, she says. “I used to hold things in. If I felt something I wouldn’t say it. I wanted to be nice. I’m still very nice and polite. But if I think someone is saying something to take advantage of me, I’m very open, I just speak up a little more and say what I feel.”

Spears says she really is just coming into her own in becoming the person she wants to be. “I don’t like defining myself. I can’t say what I will be, I just know who I am right now. Hopefully I’ll always be a good person.”

Which brings her back again to that internal and external debate about being thrust into a “role model” mode, especially for young children who watch and seemingly want to emulate her every move.

”I know when I was younger I looked up to people like Janet Jackson and Madonna. They were a major inspiration, but I also had my own identity and I knew who I was.

“I am very flattered for fans to look up to me, but they should know that we are all special, we are all beautiful human beings. It’s kind of lame when someone places a role model label on you. When I go on stage that’s my time to perform and express myself. Off-stage, I trip and burp and fart just like everybody else.” She laughs.

Parents need to get involved in putting what she does in perspective for their children, she says, referring to her sexy moves on stage and videos and her sometimes revealing costumes.

“It’s very flattering that such young kids look up to me. The innocence is really beautiful,” Spears says. “Honestly, though, it’s up to their parents to explain that I’m a performer, and that on stage is my time to perform and express myself. I don’t wear those clothes to the supermarket or ball game. It’s like when little kids go into their mom’s closet and dress up in mom’s clothes. It’s time to play, but it’s not what they are supposed to wear in the real world.”

In her world, Britney Spears is more than ready to test the waters in expanding her audience and her possibilities.

But she has no intention of leaving her younger fans behind. “Definitely not,” she says. “I just want an older generation to maybe pick up on it as well. It would be nice to have it all.” She laughs again.

As you grow as a person, you grow as an artist as well, she says. She felt she had to show creative growth for her third album.

”I couldn’t do ‘Baby One More Time No. 3.’ For me I had to change it up a little bit and just pray people appreciate it and think it is cool.”

The first single, “I’m A Slave 4 U,” is receiving solid reviews. The song was written and produced by The Neptunes.

”This album was inspired by a lot of hip-hop and R&B, going to clubs and stuff,” she says. “It’s music that is standing out to me. It suits me and who I am. The first single really just stood out.”

Spears admits that she was nervous when she entered the studio. “I thought, ‘Can I even write?’ “ She laughs.

“But it was a lot simpler than what I thought. I got with people who made me feel really comfortable. I had a lot of time with this album. On the last two I didn’t. This was the most laid-back process of making an album I ever had. I was blessed. It really wasn’t that complicated, except for picking out songs.”

She recorded 23 tracks.

”We all sat down and people would say, ‘I like this one. I like that one.’ “

Other producers and writers on the album include Justin Timberlake, Max Martin, Wade Robson and Rami and Rodney Jenkins.

Songs range from titles like “What It’s Like To Be Me” and “Overprotected” to “Cinderella” and her cover of Joan Jett’s “I Love Rock ‘n’ Roll.”

She sings the Jett anthem in a karaoke scene in her film, scheduled to be released in February. “I sing that song all the time. It just made sense for me to do that. I just love the song and I love Joan Jett. It’s a very girl empowering song. I just wanted to do it and so I did.”

Spears says she does not think she will ever be hardcore R&B, “but who knows what I will be like tomorrow?” “For this album I was really inspired by JZ and the Neptunes. I just love their tracks. I wanted to incorporate something that was a little bit nastier and funkier.”

Spears says her music is evolving into more of her own personality. So the simplicity of just calling her album “Britney” seemed appropriate. “I just think this album is a reflection of me,” she says.

She is aware that major sales of the album are being predicted, but she is cautiously optimistic. “It’s kind of hard to top something like ‘Ooops!...I Did It Again’ (10 million plus in sales) and ‘Baby One More Time’ (13 millions copies sold so far). I’m praying this album does something like that (in sales). I know this album probably will be a growth record for me. I want people to buy it and maybe and older generation too and just have respect for it.”

NEW

It’s one that is particularly special to Spears.

”It’s the first I ever really have written on and really took my time on. When I listen to the whole album it’s just that more special. I put my whole self in it. It’s like your baby,” she says. “When I rehearse it and get to sing songs I wrote it means so much more when it comes from you. I don’t know if I’m the best songwriter in the world, but I’ve had a lot of fun doing it. I’m getting better and I’ve grown.”

Spears also hopes to display that growth on stage on her new concert tour.

“This is my third album and I want people to see me in a different light. This music I’m singing right now is such a reflection of me and who I am,” she says. “I really think people will come to the show and just get a really good idea of who I am, and just come and be inspired and have a lot of fun. The main thing is I’d like people to leave being inspired and forget about their day and everything going on in the world and just have a fun time.”

She promises “an emotional roller coaster” in concert. “There are so many different levels to it, something people never really imagined, so be ready to be surprised.

“The tour will be really, really crazy. There are things coming in the show that will make it really, really entertaining. It’s just something to put your heart into.”

She loves a show to be very theatrical. “That’s my passion. I come from Broadway. That’s the first thing I ever did. The whole process for me is just magical. The most fun thing in the whole world is to come up with a concept, have this vision and see it come to life on stage and have people be excited by it.”

SIDEBAR:

Britney Spears on:

Her HBO Special Nov 18 (“Britney Spears Live From The MGM Grand Las Vegas): “Hopefully we have an amazing end product. There are so many amazing things that have never been done before. I told people working on the show to go into this place like a toy store and pick out whatever they can. I’m in playland when I do the show. It is so much fun. There are so many gadgets going on and beautiful, intimate moments. I sit down and play the piano. It’s a big show. I’m really, really excited.”

Her new CD: “I really didn’t have a concept going in. I was really inspired by a lot of hip-hop and R&B when I was on tour before I recorded the album. That’s why I changed producers a little bit, to incorporate that. Whatever vibe I was feeling at the time in the studio is how I kind of expressed myself.”

Her forthcoming film: “It was like my little project. I can’t just do a movie. I have to be really passionate about it. I felt like my heart was into it when I read the script. That’s why I really wanted to do it.”

If she believes she may be growing up faster than her fans: “It’s not something I really think about. I don’t know what I will be like tomorrow and I don’t know what they will be like tomorrow. I just do my thing and do what I love. Hopefully they will be inspired by me and listen to my music and love it.”

Performing: “When I’m on stage it’s like home for me. It’s a creative outlet for me. I love performing. Personally, when I go to shows it’s an outlet for me as well, sitting there having a good time and having that escape. It’s a beautiful thing. I hope people can see that and forget about everything and have a good time.”

Performing recently with Michael Jackson: “I didn’t realize what happened until after. I just went on stage and it was kind of surreal. Afterwards, it was ‘My gosh, I just performed with Michael Jackson.’ It’s something I can tell my kids later. It’s very cool he wanted to perform with me.”

Meeting Madonna: “She was very sweet. Her daughter came in to the waiting room and said, ‘Do you want to come see my mommy?’ Madonna was very, very cool, very sweet. Her show is amazing and I was very inspired, the way she handles her audience. My show is totally different from her show.”

Alice Cooper satirizing her in his concerts: “I don’t take myself that seriously. I just have to laugh it off when stuff like that comes up. I find it interesting they find me so interesting.”

Her boyfriend Justin Timberlake’s influence on her new album: “He is busy himself. I try not to bother him too much with stuff I do. If I have something to ask, his opinion means a lot to me. I’m always asking him something if it is weighing on my mind. He’s always there for me. He really didn’t have that much input on this record. Definitely next one hopefully a lot more.”

Critics: “I’m not really here to please the critics. I’m here to please my fans. I just want to please the fans and hopefully they will see beyond the critics and see me for myself.”

Whether the role of an artist has changed since the national tragedy of Sept. 11: “It’s definitely changed the way I view things, and kind of changed my perspective on a lot of things. It’s important just to embrace each moment and the people around you.

“I was on the way to Australia when it happened. I got off the plane and they told me what happened. I couldn’t imagine it until I saw it on TV. I said, ‘Is this like freakin’ ‘Independence Day’? I can’t be here promoting my album right now.’ I flew home just to be with my family. There’s so much petty stuff in life. It puts things in perspective. We should be thankful for each moment we have with our families and make more time for the people we love.

“I’d tell the world to embrace each other. The beautiful thing is how so many people have come together as a nation. People are opening doors for each other and saying ‘God bless.’ We need to do that, come together and love each other.

”I’m thankful for my family and boyfriend, and that bond we have together. If all this went away tomorrow, it would be fine. It doesn’t mean anything if I can’t share it with special people like I have. I’ve been so blessed.”