Cindy Margolis thought she'd get pregnant on her honeymoon. This supermodel, talk show host, actress and "Most Popular Celebrity on the Internet" knew all about success. That's why her first negative pregnancy test hit so hard, and her stress level only intensified as months passed with more and more negative tests. "I had a wonderful career and a great husband and four cats but that wasn't enough – I longed for a baby," she says. "Those negative tests every month made me feel like a failure, even though I tried to think positive."

Finally, Margolis and her husband, restaurateur Guy Starkman, were referred to fertility experts Michael Vermesh, M.D. and Snunit Ben-Ozer, M.D. at the Center for Fertility and Gynecology at Encino-Tarzana Regional Medical Center in California. "This sounds crazy but I wanted there to be something wrong with me so I could have surgery or take a pill and fix the problem," Margolis says.

The couple underwent a battery of tests, and after much poking and prodding, Margolis and Starkman were diagnosed with unexplained infertility. They could continue trying natural conception or use medical technology to up their child-bearing odds. "We decided to go for the aggressive approach," she says. "I didn't want to be in the same place without a baby in two or more years."

Margolis hopped on the infertility treatment emotional roller coaster, well-known to other couples already on board. "Guy had to give me shots every day and they made me so emotional," she says. "I'm lucky I had his love and support. I know of so many women with husbands that don't support their treatment or even single women going through this alone; I don't know how they do it!" The shots had to be given at the exact time every day – Margolis even left the Madonna concert early to keep her timetable intact.

Soon after, Margolis underwent in vitro fertilization (IVF). The couple had high hopes following IVF, but after three cycles of the procedure failed, it was hard to stay optimistic. "It was devastating not to be pregnant after undergoing the medications and the procedure," Margolis says. The couple decided to give medical science one more try before adopting a child.

For Margolis' last try, her physicians decided upon an innovative, aggressive combination procedure to boost the chance of pregnancy. IVF was combined with Gamete Intra-Fallopian Transfer (GIFT) – a procedure that transfers the egg and sperm into the woman's fallopian tubes for fertilization.

After the IVF/GIFT procedure, Margolis was afraid to take another pregnancy test. The test was scheduled on her birthday and she knew it could be her best birthday – or her worst.

"I went to the hospital and gave blood for the test, but I didn't stay for the results; I told them to call me because I was so scared," she says. As Margolis and Starkman were leaving, they heard happy screaming and turned back to find the clinic staff surging out to congratulate them. "I was so happy to finally be pregnant – it felt amazing!" she says.

Unlike many celebrities, Margolis isn't afraid to discuss infertility. "There are millions of infertile couples out there, and I want every one of them to know that there's hope with IVF and GIFT," she says. "I've had big name celebrities come up to me and say, 'What are you doing? You can't talk about this!'" But she obviously can.

Margolis wants to demystify infertility, pointing out the many female celebrities that enjoy sizzling careers and suddenly become pregnant around age 40 or older. "Many of them are getting help, and I've seen plenty of female and even male stars in Hollywood waiting rooms," she says. "I don't know why there's such a big taboo about infertility; it's absolutely nothing to be ashamed of." Margolis staunchly defends the technology that helps infertile couples conceive. "IVF is not some mad scientist experimenting in a lab," she says. "It's established medical science."

In addition to her candid views regarding infertility treatment, Margolis, one of Time and People magazines' "50 Most Beautiful People," isn't afraid to pose in public with her big belly – a huge celebrity don't. "I've gained 60 pounds, but if I gain 100 I don't care," she says. "It took me so long to get pregnant that I'm just so happy about it." She admits to sometimes startling herself when glimpsing her body in a mirror. "A couple of times I've thought, 'Yikes, who is that?'" she says with a laugh.

A former cover girl with all the right curves, Margolis has shirked exercise while pregnant. "Plenty of pregnant women workout every day, and they're perfectly fine, but I'm just not willing to risk it," she says. "I'll exercise after I have my baby." She tries to eat healthy but admits to occasional Coke Slurpee and Oreo sprees.

Margolis knows she's in for big changes soon, and she's ambivalent about filming an upcoming "A-list" movie this summer. "I'm older now, and I'm hoping I'll get back in shape, but, if not, I'll do other things in the industry," she says. "I have no idea how I'll feel when my son is in my arms. I don't know if I'll want to leave him at all, especially to film a movie where I'd have to work long hours."

At 35 weeks pregnant, she's on partial bed rest, but she doesn't mind since her moon and stars nursery is ready, and her laptop is within reach. She can run her Internet business from her laptop and she likes to answer her own fan mail, giving special attention to e-mails about infertility. "So many women pour out their hearts to me because they can't have a baby, and I want them to realize the procedures I had were nothing in comparison to how I felt when I heard I was pregnant," she says.

Margolis is excited to start playing mom, especially with attentive, thoughtful Starkman. She knew he was special from the first date. "We met on a blind date – my manager at the time kept trying to set us up and I kept saying 'no,'" she says. "I was eventually tricked into meeting Guy, and it was love at first sight. I was so mad I hadn't met him months earlier."

This couple prefers staying home to glitzy Hollywood nightlife. "Sometimes we go out, but we're homebodies," she Margolis says. "Saturday night with Blockbuster and dinner at home is our perfect evening."

Margolis was born and raised in California, and she credits her local support system (her mom, other family members and long-time friends) for her success on the Internet, in movies (Austin Powers, Chairman of the Board) and on TV (The Cindy Margolis Show, Ally McBeal, The Howard Stern Show). "I admire all of the people that move out here and make it big without knowing a soul," she says.

She loves to catch up with friends and family when Starkman is tied up with restaurant business. And when she's home alone, she likes to play with her four cats and surf the Internet – mostly visiting sites about babies and motherhood.

Even though Margolis realizes that she's lucky enough to have the means for a nanny, she doesn't want to go that route. "My friends with kids laugh at me and shake their heads, but I think I can do this," she says. "It's important to be with your child for the first couple of years if you can. My friends all tell me it's amazing to actually see your child for the first time – I can't wait to hold my baby!"