She just keeps on bouncing back

ked sweater and long skirt, matching boots and, as usual, her heart on her sleeve and a quip on her lip.

This is the lady who matches diamonds and emeralds with T-shirts and jeans and smart remarks with demure glances.

She's lived her life with the fickle abandon of a 21st century Scarlett O'Hara but at this moment Cybill Shepherd is more interested in Scott Fitzgerald's take on life than Margaret Mitchell's: ``He said there are no second acts to American careers but I

feel like this is my third act.''

Or is it fourth?

We're on the set of, appropriately, Cybill her new television series which is a runaway success in America and is now being seen in Britain on satellite. She used to bicycle from her Colonial-style two-storey home across the Sepulveda Pass while she was m

aking Moonlighting but now its a flat run - by limousine - along Ventura Boulevard to the CBS TV buildings in Studio City.

You find her on Stage 15 - at the junction of Gunsmoke Avenue and Newhart Street - where she is the star and executive producer of what the television executives call ``a bawdy adult comedy''.

Cybill Shepherd does good bawdy. And body.

It's on uplifting display on her hit TV series in which she's Cybill Sheridan, a fortysomething actress who is the single mother to two daughters (Zoey Woodbine and Michelle Pfeiffer's sister Deedee) by different fathers.

The series, she smiles, is ``loosely based on my own life''. Indeed, she says it is the life she would have had if not for the worldwide success of the extravagantly delightful Moonlighting. Except she would have had ``a bunch of different kids by differe

nt men. Not just two.''

She went from home in Memphis, Tennessee, where she dated Elvis (``It was mythic. He looked great. And he smelled great'') to magazine covergirl to movie star in what seemed like a deep breath between 1968 and 1974. That included her turn as the icy cool

blonde in Peter Bogdanovich's landmark 1971 film The Last Picture Show. Bogdanovich became her lover (it lasted seven years) and mentor (he still is) and together they went on to make a series of films which flopped. She became a box office pariah. And th

en The Comeback Kid.

Along the way she married hometown boy David Ford and their daughter Clementine is now 15. During the filming of Moonlighting she met the ``other Bruce'' - to distinguish him from her co-star Bruce Willis - the chiropractor Bruce Oppenheim and they have s

even-year-old twins Ariel and Zachariah.

She's now living with her children and musician Robert Martin, 46, (''the best sex I've ever had'') who she met 18 months ago when he joined her cabaret singing tour. At 45, Cybill Shepherd has a lot happening in her life.

There's the children, the ex-husbands, the nannies, the boyfriend, the high profile careers (acting and singing). It sounds like a television series. There is one sure fire comparison - Cybill is the boss on and off screen: ``I'm my own person. No-one's t

rying to tell me what to do.''

She explains what she is trying to do with her TV series: ``I wanted to deal honestly with a woman character who is in her prime - sexually and in every other way. My age is the best time there is to be a woman. It used to be middle-aged woman simply vani

shed. Look at me, I'm a spokesperson for a hair care product. I'm less of a sexual object. It's kind of a relief not to be recognised just for my sexuality and beauty.

``They used to say 35 was a woman's sexual prime. Listen, 40 is when it really starts to get good. For me it was about getting over the fear of saying what excites me. It was about finding a man you can feel safe with and tell what you like, who will tell

you what he likes.

``It's only taken me 20 years to figure all this out. Twenty years to figure out how to be myself.''

And that is what she's being. She has a pair of plastic breasts stuck to the ceiling of her dressing room. Her own are equally noticeable.

``My first ex-husband asked our daughter if I'd had a boob job after he saw the pilot show and I thought that was wonderful - especially since I hadn't had to go to all that trouble. It was just one of those amazing Frederick's bras that was very reasonab

le. Eighteen dollars. They're great. It's called The Captivator. Or The Procrastinator. I don't know. Well, you could procrastinate while you're captivating I guess. I strongly recommend them.

``I went through a period when I saw myself ageing. I'm certainly more aware of ageing than ever before but beauty is as beauty does. That was drilled into my head as I was growing up. I work out but its never gotten so bad where I'm living on only aspara

gus. I've never been anorexic. You can tell by looking at me. When I was modelling they had to tear the clothes to get them on me. I'm a big American girl.

``But you have to work out unless you go through one of those gruesome tummy tucks which they say is so painful. And once you start where do you stop? Fix your stomach and what are you going to do about your ass?

``I hate the idea of plastic surgery. I don't want to say never but it's important to me to learn to love the physical aspects of ageing myself.''

It's taken her a long time to love Bruce Willis. Now she is philosophical but during the four-year run (from 1985 to 1989) of Moonlighting there was much turmoil and an ongoing feud between the co-stars. Her memory is selective for a moment as she says of

the series that brought her back from the dead: ``I loved every moment of it.'' Pause. ``What am I saying?'' You want to know which minutes I didn't love, right? It was like the best of times and the worst of times.

``We used to have fights before we had fights on screen and that went on for a year and half before we realised that was our method of acting. I became a success as a model when I was 18. But on Moonlighting Bruce was going through that first success and

I had to pay for it. I took the success for granted. For Bruce to suddenly go from not being successful to appearing to get everything that you want was very stressful.

``I've never had a problem standing up for myself but it was like what Bette Davis said - and man does that and he's admired, a woman does that and she's a bitch.

``But he got actually very nice at the end. I think his marriage to Demi Moore just had a wonderful influence on him. I don't fight with him anymore. We had a wonderful conversation about three to four months ago and he offered to come on the show and do

a little part. The hatchets are buried. The water is under the bridge. What other cliches can you think of?

``I'm ready to do Moonlighting: The Sequel but I don't know. I think I'm the only one. Anyway why are we talking about Bruce Willis? He needs more publicity? He's certainly not making enough money......''

On Cybill her alter ego is on the lookout for a man if not a full-time mate. What she calls ``the husband part'' is confused. ``It's not so much the marriage part that I want to knock. I didn't do too well at it. But just because I failed at it and am qui

te leery doesn't mean never again. I certainly wouldn't like to warn other people off. I think Peter Bogdanovich and I were the first unmarried couple to appear on a major publication some years ago and we were thoroughly trounced.

``How dare they say that not being married is sexier ..... I don't know about the sexiness part. My marriages coincided so close with giving birth and giving birth is not the sexiest thing in the world.''

Bogdanovich she credits with being one of the few people who realise ``my brain isn't blonde''. She resents not having had children with him. She says there were emotional difficulties over the years but now all is calm.

``It's really self-knowledge. I don't think I figured out anything until after 40. I really don't. This has to be the best time because you just really know yourself. You make the same old mistakes - you don't suddenly become perfect. But we change. We gr

ow and need different things.

``Suddenly, for me, I got far more particular. I figured out really what I wanted and for the first time in my life was prepared to wait for it. No man was better than the wrong man. There was a period where I went to all my events by myself and it was ve

ry difficult. It's hard for women. The ultimate status symbol in our culture, we are taught as we grow up, is a man on your arm. And you are only as good as the man that you're with so to break away from that takes a lot of courage and it didn't happen to

me overnight.''

She is changing. In upcoming episodes of her series being screened in America she is to become a grandmother. A glamorous granny?

``That was my idea and producers said: `We admire you - you're so brave.' As if I was saying I was going to cut my head off or something!

``Grandparents and raising children! First of all the fastest growing group in America is over 60. Our whole world has changed radically in terms of ageing. It's just a totally different world and we're shooting ourselves in the foot not to develop the re

sources of our elders.

``I think the fact that I have this job at all and do what I do has a lot to do with our changing world and the way we treat our elders. The whole cult of youth is so destructive for everybody including the young.''

For a world class, outrageous flirt like Cybill Shepherd this is thoughtful stuff. She realises it.

Much more telling is the trivia that her star on the Hollywood Walk Fame is outside the Roosevelt Hotel which is but a hip-swivel away from the shop of the original sex-in-lingerie people Frederick's of Hollywood.

Was it the Procrastinator? Or the Captivator?

Uplifting no matter what you call it.