Brooke Shields is very glad that it took a while to develop "Lipstick Jungle." If it had gotten on the air any more quickly, she wouldn't be one of the show's stars.

Shields was "passionate" about Candace Bushnell's book and was interested in starring in a TV adaptation even before one was in development. She was in discussions to join the cast in late 2005 "and all of a sudden I found out I was pregnant," which precluded her involvement.

Shields was "thrilled" about her pregnancy, but "crestfallen" that she wouldn't be in "Lipstick Jungle," which airs tonight at 9 on Ch. 5.

"I thought, 'Well I'm just going to have to be fan then. I'm going to have to watch it instead of be in it,"' Shields told critics in a conference call.

But "Lipstick Jungle" didn't get off the ground. Some changes were made to the script. "Then, actually, I had my baby and became eligible again," Shields said. "And then as the fates would be, I was able to come in and play Wendy."

Her second daughter with husband, sitcom writer/producer Chris Henchy ("Spin City," "Entourage"), Grier Hammond, was born on April 18, 2006, joining Rowan Francis, who turns 5 in May.

Shields admits she was somewhat torn between being a full-time mom and accepting the role.

"I had to be honest about wanting to be an actress," she said. "And you can't let something like the (working) hours get in the way of wanting to do really good material."

So she and her family relocated from the West Coast to the East Coast and, as is the norm on hourlong dramas, found herself working hours that "are quite insane," but said it's all worth it "to actually be a part of something I really believe in made it worth it."

"The timing probably couldn't have been more perfect. It's been difficult, but rewarding. And I've got my kids with me, so it seems to be more balanced than I anticipated."

AN UPCOMING storyline on "Lipstick Jungle" is amusing for reasons that have nothing to do with the characters on the show.

Movie studio executive Wendy (Shields) is dead set against a teenage actress starring in a sexy movie — something the youngster's mother is pushing.

Waaaay back in the late '70s, 12-year-old Shields starred as a child prostitute in the controversial, sexy film "Pretty Baby." And there were all sorts of reports at the time that her mother had pushed her into it.

It's nice to know Shields has a sense of humor about herself.

THERE WAS A SCENE in last week's "Lipstick Jungle" premiere when 6-foot-tall Shields towered over a male colleague as she was making a point — a rather amusing juxtaposition.

"In that scene in particular, it was fun to sort of step over him and give him a piece of my mind but have my mind be so far above his," Shields said with a laugh.

The 42-year-old actress long ago adjusted to being taller than most women and a lot of men.

"I don't think I ever wished I was shorter. The tall jokes have been a part of my life ever since I was a child," Shields said. "And if there's one thing both my mom and my dad taught me, it's to just embrace everything you have and think positively about it.

"So if it can be used for humor, then I'm the first one (to agree), even if it's self-deprecating."

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E-mail: pierce@desnews.com