It was one of the most miserable nights of Catherine Zeta Jones's life - on February 12, 1995, at a television festival in Monte Carlo.

The Welsh-born actress, then 25, was there to promote a downmarket mini- series, Catherine The Great, which included scenes of her naked, making passionate love to actor Paul McGann on screen.

It should have been a happy event for the young star who earlier that day had admitted for the first time that she was engaged to actor Angus MacFadyen, one of the stars of the TV series Soldier, Soldier.

MacFadyen was in the audience; McGann was at Zeta Jones's side on stage. But she looked self-conscious and uncomfortable.

Her unease was due to the rumours surrounding the exact nature of her off-screen relationship with the married McGann - and pictures of them kissing in a car had already appeared in a newspaper.

MacFadyen was livid. Not only did he feel humiliated, but he was furious that he'd had to spend the day fending off the amorous advances made to his beautiful wife-to-be by wealthy, older men.

Catherine had never felt so desperate. Her career had taken a well-publicised nose-dive since her heady days as the nation's sweetheart, Mariette Larkin, in the hit TV series Darling Buds Of May.

Now she was trying hard to smooth over any suggestions of a relationship with McGann for MacFadyen's sake. (A year later, MacFadyen dumped Catherine over the phone.)

Contrast that scene to this week's events at the Monte Carlo World Sports Awards where Catherine - secure in her new life and marriage to a member of Hollywood royalty, actor Michael Douglas - was a picture of blissful happiness as she swivelled her hips on the dance floor to Tom Jones's hit Sex Bomb.

Now she has a husband who adores, protects and supports her - and who is even prepared to stand guard outside the lavatory door as she fixes her make-up and hair in a nightclub.

Catherine, who now commands £5 million a movie and has homes in Los Angeles, Aspen, Bermuda and New York, looks like a teenager in the throes of young love as she fawns over 57-year-old Douglas.

It is apparent to all who witnessed those scenes in Monaco on Monday night that the council house girl from Swansea has finally achieved the things she always dreamed of when she was a little girl singing Shirley Bassey songs in front of her bedroom mirror.

So how exactly has the ambitious young daughter of a sweet-shop owner managed to combine what many couples in Hollywood find so impossible - a great career and a perfect marriage?

The secret, say her friends, is Catherine's new-found confidence as a result of her marriage to Douglas and the birth of their two-year-old son, Dylan Michael.

One family friend, who has known the actress since she was a child dancing on her granny's kitchen table, explains: 'Catherine is a completely different person now she is with Michael. She genuinely believes she has the perfect life and she often wonders to herself just how she managed to do it.

'When she was starting out as an actress, she never seemed happy within herself. She was constantly trying to change the way she looked, the way she behaved and the way she spoke because she thought it would help her get on.

'She was never totally at ease when she was with her other boyfriends, like Angus. And with John Leslie (the former Blue Peter presenter) she was verging on neurotic.

'The reason she and Michael are so happy is because they make time for each other. They try to make sure they're not both away on location filming at the same time so one of them can be with the other and look after Dylan.'

When they do spend time apart, Catherine has an exotic reminder of her husband in the form of a glittering pendant, which takes pride of place around her neck. It is diamond and sapphire studded, intertwined with the initials C and M, and topped with a crown of rubies and yet more diamonds.

'Catherine and Michael are genuinely in love,' says one friend. 'She never stops talking about him when she comes home and they just look so good together.

'She never complains about him. All she does is talk about how fantastic he is and how well they get on.'

Any observer who had witnessed the body language between the pair at the awards ceremony in Monte Carlo would agree with those comments.

'She was all over him like a rash,' says one eye-witness. 'She kept grabbing his hand, dragging him on to the dance floor, and she was planting kisses on him all the time.'

At 32, Catherine is still desperately ambitious - she didn't have to risk her reputation by taking on a role in the movie version of the musical Chicago alongside Renee Zellweger. But she no longer feels the need to prove herself to everybody.

Her life with Douglas, meanwhile, is more luxurious than she could ever have imagined. Two months ago, Catherine decided she wanted to buy a giant, antique mirror for their Central Park apartment, and rather than trawl around shops herself, the actress hired an interior designer to find her one.

The designer pulled together eight mirrors, all in the region of £30,000, and brought them to the apartment for Catherine to choose one. It is a practice to which she has become accustomed.

When Donatella Versace and Gucci designer Tom Ford have their new collections ready, they make special arrangements for the actress to get first glimpse - before they make it onto the catwalk and into the shops.

At the home she shares with Douglas in Los Angeles, Catherine has a colour- coded walk-in wardrobe with electrically driven rails so she can instantly find whichever outfit she wants.

Each of her hundreds of pairs of shoes are packed neatly in boxes with polaroid pictures of them on the lid so that they are kept in mint condition and easy to find.

There is no expense spared when it comes to home furnishings either. Catherine buys only the best white linen, and she buys new towels each month so they remain fluffy and soft, while throwing the old ones away.

'Catherine lives the life of a fairytale princess. She can have anything she wants, and people come to her all the time with clothes, shoes and things for her houses,' says a pal who has known Catherine since her days in Darling Buds.

'She knows she is lucky and she has managed to avoid becoming a prima donna over it all, but all her friends are jealous.

'When she went on a trip on Michael's boat in Majorca, she had a masseuse on board to help her relax and fall to sleep. She told one friend on the boat: "I have a massage to get me to sleep once a week."'

Catherine's other secret in creating and maintaining an idyllic lifestyle is that she has surrounded herself with her family.

In the past, she has suffered from paranoia, brought on by exboyfriends and friends revealing information about her to newspapers.

When she first began dating Douglas, and the pair were under intense media scrutiny, she retreated into her shell and trusted no one. One source, who knows the actress from LA, says: 'Catherine was really paranoid that all the publicity might scare Michael off.

'He wasn't used to being subjected to such scrutiny. American newspapers treat their stars like royalty.

'She suddenly stopped trusting people and became suspicious of absolutely everyone around her. The only people she felt able to trust were her immediate family.'

Catherine has always been extremely close to her paternal grandmother, Zeta, after whom she was named, and her parents Dai and Pat. Her father, Dai, who once ran a confectionery business near the family home in The Mumbles, Swansea, now works as her business manager, advising her on her financial affairs.

She also employs her brother Lyndon, 27, to run her film production company, Zeta Films, and her other brother, James, works as her personal assistant.

They have permanent rooms at the home Catherine owns in the exclusive beachside resort of Pacific Palisades. She rarely stays there now, as her main LA residence is Douglas's enormous apartment on the Avenue of the Stars.

Just two months ago, the actress instructed her brother Lyndon to find her a carpenter she could trust to fix locks, windows and security to her home in Pacific Palisades.

Rather than employ a local firm, Lyndon hired one of his friends from Wales to do the job.

Dan Whalley, 23, was flown out to LA first class, at a cost of £7,000, to work as Catherine's handyman - much to the envy of his friends and colleagues at his old shopfitting firm.

'Catherine felt much safer that Dan was looking after the house for her,' says one family member from Swansea. 'She didn't want someone who was going to snoop round while they were away. Catherine is very strict about her security and privacy.

'She's also very proud of her home country and she likes to be surrounded by people she knows from home. Her parents go everywhere with her, and her dad oversees all the projects she works on.

'Catherine wants her son, Dylan, to be proud of his heritage, too, and she makes sure he spends as much time as possible with his grandparents. She also hired a Welsh nanny for Dylan.'

Welsh speaker Judy Cole, 42, will look after 20-month-old Dylan six days a week at the various family homes. She'll be giving him lessons in Welsh language and culture, as well as tuition on British table manners and etiquette.

Dylan has made only a few brief visits to Wales and friends of Catherine say she's worried he'll grow up knowing nothing about his Swansea roots. 'I have very strong roots in my home country and I want my son to know those roots,' Catherine said.

Her next film project is even set in Wales and will be filmed at the rugby club where her uncle works. The film, Coming Out, is a comedy set in the club, and Catherine's production team have been on the ground in Swansea searching for appropriate locations.

The girl from The Mumbles has come a very long way and finally got what she always wanted: a movie star husband, a child she adores, and a glittering Hollywood career. And now, it seems, she's going to enjoy it.

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