I have the same complaints about my legs. Even when I'm otherwise in good shape and at a healthy weight, my legs just don't look all that toned. I've never had that taunt, smooth skin of that some people have, not even when I was thinner than I should have been. My knees have always been kind of chubby; I hate that the most.

Now that I'm 40, they aren't getting any better. I'm not a sun bather, but I do use a lotion during the summer that adds a tiny bit of color. My skin is whiter than white, so that helps a bit. I have also embraced knee-length skirts, as my calves are at least okay. When my legs are at their best, it's because I've been doing a lot of walking. That, more than cycling, seems to tone up my entire lower half. Of course, running helps, but I hate running.

I agree that you should just embrace them. I'd encourage you to do whatever activities make you otherwise feel strong, healthy and energetic. If they improve the look of your legs, then great, but I wouldn't let you legs be your primary (or even secondary) motivation. When I focus on body issues as a motivator to exericise, it doesn't work--at least not for long--because when I don't see the changes I really want, I get discouraged. It's better for me to focus on my overall health, strength, stress relief and energy. I see results there.