Over 40 and still smoking hot! The mother of two reveals the secrets to her success.

BROOKE SHIELDS proves that age is nothing but a number -- and beauty is truly all about the right attitude!

In the new Fitness magazine -- on stands now -- Brooke shares her fitness tips and adds some insight to developing real beauty, inside and out. With her career in full swing (she stars in the new series "Lipstick Jungle") and two young girls (ROWAN, 4, and GRIER, 16 months) -- how does she manage to stay fit?

"I try to do an hour of something everyday," she says. "It's almost impossible when I'm working, because I'm on the set for 14-16 hours ... But on days when the baby has woken up four times during the night, putting my sneakers on is the last thing I want to do. I'd rather have four cups of coffee, and, after the caffeine wears off, take a nap with her! I used to have a very type-A lifestyle, but being a mom changed all that."

Even so, Brooke has found a way to balance her schedule and still get in a workout. "I multitask: I'll take a Spinning class or a hike with a girlfriend, so we can exercise and catch up."

"Exercise helps me beat stress," she adds. "Having a beer also helps me decompress -- though it's hard for me to say that, because I come from an alcoholic family."

Although she was a superstar as a child, it wasn't until she started her family that that she felt satisfied in life.

"I always wanted to feel fulfilled, but I wasn't always convinced it was going to happen. But now that I have my husband [TV writer/producer CHRIS HENCHY] and my kids, I am. That makes me feel younger than I am -- like life is just beginning for me."

After working basically her entire in an industry where physical appearance plays heavily into one's career, Brooke has a very insightful approach to beauty.

"The process of doubting ourselves starts at a very young age," she says. "Rowan used to be so sure of herself, but that changed since she started school. She'll say, 'Will I be more beautifuller than you, Mommy?' I don't know where she gets that -- I sure don't put it into her head! So I'll say, 'How do you feel?' And when she says she feels good, I tell her that means she is beautiful."