By Michelle Tauber and Alexis Chiu
Updated December 19, 2011 12:00 PM

After days spent grinning through celebrity interviews on the red carpet, playfully bantering with colleague Ryan Seacrest and dissecting stars’ fashion choices, Giuliana Rancic was getting ready for bed in Los Angeles when reality finally hit. In less than two weeks she would be losing both her breasts in a double mastectomy. “I started crying, and Bill pulled me into bed and was holding me,” the E! anchor says of her husband of four years, who now gently squeezes her hand as the pair sit side-by-side at Manhattan’s Trump International Hotel & Tower. “I didn’t think the surgery was really ever going to come.” Nor could she absorb the hard truth that the breast cancer she’d been diagnosed with almost three months earlier had not vanished, despite a double lumpectomy performed just two months ago. “I thought it was going to disappear,” Giuliana admits. “It was embarrassing to say out loud, because what fool would think it would disappear? But I kept saying it in my head and crying.” After breaking down that night, she summoned her resolve. “I said to Bill,” she recalls, “‘I’m really ready to do this.'”

Now, as she heads into what she plainly calls “the fight of my life” in the wake of her shocking cancer diagnosis, Giuliana, 37, is steeling herself to undergo a bilateral mastectomy, followed by reconstructive surgery, at L.A.’s Cedars-Sinai Medical Center on Dec. 13. Facing the radical procedure, “am I scared? Absolutely,” confesses the TV personality, who arrived at her decision after learning that cancer in her right breast remained. (The disease was “in the early stages and had not spread,” says Bill.) The operation caps a hugely challenging year for the couple, who have documented their three-year struggle with infertility-during which the cancer was discovered-and a heartbreaking miscarriage last year on their Style Network reality series Giuliana & Bill. But Giuliana’s cancer fight has rocked their world like nothing else before. “You go from one minute being in the best spirits,” says Giuliana, who was her usual unflappable self chatting on-camera with Angelina Jolie just hours after publicly announcing her mastectomy decision, “to an hour later you’re crying on your living room floor.” The impact of the ordeal “has changed our marriage,” says Bill, 40. “The little stuff doesn’t matter.”

But the big stuff has been painful. Faced with the choice of whether to remove one or both breasts or undergo another lumpectomy combined with radiation and anti-estrogen therapy, Giuliana admits she was initially terrified by the thought of a mastectomy: “I felt like, ‘That means I’ll be disfigured. That means I will lose what makes me a woman.'” Bill quickly soothed her fears. “He looked at me and said, ‘I want you to know that I could not care less about the physical aspect of this. I need you here to be my wife, and I need you here to be the mother of my children one day,'” she recalls. In fact, the couple’s long-held desire to become parents weighed heavily in their decision-making as well: Opting for a mastectomy also means Giuliana will not likely have to undergo any further treatments that could have induced early menopause or take any medications that would have been disrupted by future fertility treatments. Bill, a motivational speaker who won the first season of The Apprentice, also put his analytical skills to work. “He said, ‘Honey, we’re gonna make a list of the pros and cons of a mastectomy,'” says Giuliana. Adds Bill: “Sometimes your mind can catastrophize things. On paper, it makes a lot more sense.”

Although survival rates for women who undergo lumpectomies and mastectomies are comparable, “in some circumstances, recurrence in the breast is higher with a lumpectomy,” says Giuliana’s oncologist Dr. Armando Giuliano, codirector of the Breast Center at Cedars-Sinai’s Samuel Oschin Comprehensive Cancer Institute. For the Rancics, a decreased risk of recurrence was as important as an increased peace of mind. Patients who undergo lumpectomies require regular mammograms, “and you’re always looking over your shoulder,” says Bill. Adds Giuliana, who does not have the hereditary BRCA mutation that can carry the disease: “I felt like, ‘Get it done.’ I’m realistic.”

But even for this “tough Italian woman,” as Bill affectionately calls his wife, there are moments of deep grief. Anxiety-stricken when she’s alone at night, she now prefers to stay in hotels when Bill is away and can no longer listen to her favorite “sad music” like Adele. “Usually it’s 2 in the morning, and I’ll turn around from Bill so I don’t wake him up, and I just cry,” confesses Giuliana. “I sob and think, ‘How did this happen?”‘ Counters Bill: “She’s been a lot braver than I would’ve been.”

She also has retained her sense of humor. Looking at photos taken at the hospital just before her lumpectomies, “I thought to myself, ‘Wow, I should keep these pictures. I don’t have pictures of my breasts. I’ve never been in Playboy or anything!'” Now, as the mastectomy and reconstructive surgery approach, “I feel like, move forward. It doesn’t really matter what my breasts looked like yesterday.” Yes, she’ll have scars, “but I think scars tell such an incredible story. I’ll always look at them and think, ‘Wow, I made it through that.'”

Turning another “negative into a positive,” Giuliana views the couple’s three-year fertility struggle as an unlikely source of gratitude. Ordered to undergo a mammogram before her latest round of IVF, “had I not been trying to have a baby, I wouldn’t have found [the cancer],” she says. Nevertheless, plans for a baby (see box) are “on hold for a little bit. I just have to focus on recovery.”

That recovery is expected to take two weeks. “It’s going to be more pain, because I’m getting the reconstructive surgery [immediately after the mastectomy], but it’s one less surgery so I’d rather do it,” says Giuliana. She’s already planning her return to TV on New Year’s Eve in Times Square, where she’ll be covering New Year’s Eve for E! and appearing on the Nivea Kiss Stage. “I have a lot of things I want to accomplish and a lot of good times that are still to be had,” she says. “This is the biggest thing in my life I’ve ever had to overcome. But I’m going to come out better than ever. I truly believe that.”