He knows me, I suddenly thought. He’s looking right down into my soul.

As I stood in front of Gene’s desk, I felt swept away on a cool ocean breeze; my knees so weak I could hardly stand…

He was the best friend of my soon-to-be husband. I wasn’t supposed to be feeling this way about another man; and yet, there was something intoxicating about Gene that’s hard to describe. I had never met anyone like him before, and I seriously doubt I ever will again.

On a warm, September day in 1980, I was working as the Avis-Rent-A-Car girl at the Rancho Bernardo Inn. I hated my job--utterly detested it. But I’d dropped out of college a few months earlier, and had to do something to appease my parents…until I found a way out of their home.

I was dreaming about being in some other place at some other time, when a dashing, silver-haired gentleman came by. “Excuse me, where is the gift shop?” he asked.

“Over there,” I said, pointing to my right. And then he took off in that direction and I went back to looking bored.

When he came back by a few minutes later, he smiled at me with a dimpled grin. “They don’t have film,” he said, shrugging.

A few minutes later, he walked by again and waved. Then he came by a fourth time, asked what my name was, and the other formalities a guy wants to know when he’s coming on to a girl. But this guy was as old as my dad—around 50 or so. Still, he was dressed in an expensive suit and was draped in gold jewelry, which made him very appealing to a hapless twenty-year-old woman.

And then he mentioned that he was a record producer from Hollywood. My ears perked up right away. “I sing!” I said. “I was a voice major in college.”

He whipped out a business card and handed it to me. “Why don’t you come up to Hollywood to sing for me some time?”

I felt dizzy. Peter Sterling Radcliffe, it said, along with an address and phone number. My God! He was the person I’d been waiting to meet my whole life. From the time I was three, I’d been dancing, singing and hoping to find a way to get a big break. My time had finally come.

My hands trembled as I dialed his number. Normally, I was too shy to make the first move. But I figured a chance like this came along only once in a lifetime; and I didn’t want to have regrets when I was old and gray.

“I got my start in the music business by working as the road manager for Barry White,” he said. “I wrote the song, ‘You’re The First, The Last, My Everything.’ It was one of Barry’s biggest hits.” When he invited me to come up to his studio for an audition, I couldn’t wait to get there. I’d been dying to go to Hollywood; or any town really, where the teenagers didn’t wear bobby socks and ride their horses to school.

I arrived in Hollywood on my next day off, and didn’t go home again for two years. A lot happened in that time, both good and bad. First of all, Sterling’s “studio” turned out to be a studio apartment instead of a recording studio. And he really didn’t do much record producing. He lived on the royalties from that one song.

On weekdays I’d be getting dressed to go to temp jobs, while he’d go out to the mailbox in his bathrobe to look for “mailbox money.” Sometimes he’d pull out a check for $20,000; other times it was for 85 cents. The amounts on the checks were always a crap shoot—depending on whether “The First, The Last” aired two thousand times in New York City, or one time in Zambia.

I was upstairs talking to our neighbor who was forty and living with Sterling’s twenty four-year-old son (I swear, I’m not making this stuff up). Sterling came in with his black, leather coat pulled over his chest. We didn’t eat much because the royalty checks had largely dried up, and when Sterling did finally get one, he bought a Lincoln Continental instead of food.

Sterling smirked on Nancy’s couch until I asked, “What’s up?” He opened his coat and fifteen grand flew out onto the floor. Nancy and I squealed and laughed as we rolled in it, and then the three of us went out to dinner at the House of Blues on Sunset Boulevard.

So what does a Hollywood high-roller do when he’s got bills to pay and $15,000 in cash? Why, he heads to Vegas, of course, to blow all of the money he can.

Sterling and I arrived in Sin City on a hot winter day. The desert sand made my teeth feel gritty. We searched for a hotel room, only to find more “No Vacancy” signs on the strip than headliners. After crossing the desert for hours, we discovered that Legionnaires from around the country were in town for a convention and there wasn’t a single vacant room on the strip, off the strip, or even off off the strip. At dusk, I started to panic. If we didn’t find a place to stay soon, we’d have to sleep in the car; or drive all the way back to L.A.

“Hey, Barry’s in town,” Sterling said. “Maybe he can help us find a room. He sometimes drops as much as twenty grand at the tables in one night. The Frontier Hotel gives him rooms for free.”

When I was in high school in the 1970s, I loved Barry White’s music. He had the best tunes on the radio—Sterling’s song included—and now here I was, on my way to meet him.

In the elevator, Sterling hit the gold button, listened to the motor kick in, and suddenly we were pulled upward. I spent a few moments finding my center, so that I didn’t develop any nervous tics when I met Barry. “Just act natural,” Sterling said. “Celebrities hate it when people go all gaga over them.”

What an insult! I may have been from Valley Center, but that didn’t mean I was raised by wolves.

When the shiny doors opened, we faced another set of doors. Sterling knocked on one of them, and a brown lady in an emerald green gown let us in. She turned out to be Barry’s wife, Glodean. She looked at us as if we smelled bad. I felt terrible and didn’t want to be there if she had a problem with us.

As Sterling and I followed her into the next room, my heart began to pound as reality set in. I was about to meet Barry White! We rounded the corner, and then I saw him, perched on the edge of an all-white sofa. He looked exactly as he did on stage, only his hair was flat and combed back as if he had just gotten out of the shower.

His robe, which was striped and made of satin, quavered as he picked up an object from the coffee table. Then his small, hard eyes rolled in my direction. I knew he had me pegged as a gold digger, and I hadn’t even opened my mouth yet.

I managed to keep my reserve, but Sterling was falling all over himself; guffawing like a little kid. As he blithered about our quest to find a vacant room, I couldn’t wait to get outside to say, “So much for ‘acting natural.’”

In his famous bass voice, Barry said, “Give me an hour, and I’ll see what I can do.”

Sterling and I hung out at an all-you-can-eat buffet, until it was time to call Barry again.

“Uh-huh. I see. Okay.” I heard Sterling say. He hung up the phone and walked away.

“He can’t do it,” Sterling said.

I would have bet his entire royalty check that Barry hadn’t even placed a call.

Eventually, we found a vacant room, so far off the strip we were practically back in L.A. But that was okay. At least I was out from under Barry’s hawk-like gaze.

Barry’s general manager later told me that Sterling drove Barry nuts. “We were in Africa, and Sterling insisted that souvenirs would weigh down the plane,” he said. “So nobody bought anything and then Sterling got on board with a bunch of boxes. Barry almost went through the roof!”

When Tony warned Sterling that I only liked him for his money, Sterling assured him that I’d never asked for a dime. Asking him wouldn’t have done me any good, because he was taking what little I had and spending it on pendants and watches he designed for himself, or getting his clothes custom-made.

One morning, I was taking a shower in Sterling’s bathroom. After washing suds out of my eyes, I gasped. A very tall African-American man with glasses was standing on the other side of the shower glass.

“Oh, I’m sorry,” he said. “I thought Sterling was in here.”

“He’s not home.”

“I’m so sorry,” he said, backing away.

When Sterling came home, I told him about the guy’s visit. “That was my buddy,” he said, nonchalantly. “He said he might come by…”

One evening after my impromptu meeting with Gene, Sterling took me to a recording studio in North Hollywood. He said that Gene was arranging some music that night, but wasn’t sure who the song was for. “It might be for Jermaine Jackson,” he said. “I know Gene is going to work with him sometime this week.”

The lights in the control room were dim, when Sterling and I entered the building. We were introduced to a doctor and his girlfriend who had been invited to watch the recording session too. Gene was there, but extremely busy, and as the other couple and I took a seat on the leather couch in front of the glass partition, Gene ran out to the live room where lights were bright, and the musicians sat in their grubbiest attire.

My heart sank when I saw the violins and cellos. Gene was arranging a song for the New York Philharmonic that night and not Jermaine. But I was spellbound as I watched him hop onto a tall stool, spin around, and then hold up his arms with a baton in hand. As he lowered them, sweet, soothing tones began filling the room.

In the morning, Gene met Sterling and I for breakfast at the Jolly Roger on Sunset Boulevard. He stopped to say “hello” to Chuck Berry who was sitting at the counter, staring into a cup of black coffee. According to the headlines outside the door, Chuck was in trouble with the IRS and I wondered if we should offer to buy him more than a cup of Joe.

During the meal, my two-year-old son picked up a handful of scrambled eggs and tossed them into Gene’s lap. I was horrified. But instead of going ballistic as my dad would have done, Gene simply picked up the eggs, put them on the table and continued talking. He was on his way to a recording session with Diana Ross that morning, and could have complained about showing up with a greasy crotch; but Gene was the kindest, most considerate person I’d ever met. He’d rather go to a session with egg on his pants than hurt my feelings.

One time, the three of us were talking in Gene’s office, when white foam gathered at the corners of Sterling’s mouth. I was embarrassed and Gene was too. He grabbed Sterling’s head, hid it under his arm, and then turned to me. “Did you ever notice that Sterling foams at the mouth when he talks?” he asked.

“I think it’s rabies,” I said. “Maybe we should tie him to a tree.”

Before Sterling and I left, Gene opened a desk drawer, and took out a demo release for “Songbird” by Barbra Streisand. I had the album at home in San Diego. I was mesmerized by the delicate twang of the strings on the title song, and wondered why strings were not used like that more often.

I flipped the album, and saw small words at the bottom, “arranged by Gene Page.” I couldn’t believe I was with the man who produced music so heavenly. I wanted to tell him that I thought it was the best album ever. But I was a college dropout with an illegitimate kid. I didn’t think he needed to hear it from me.

In December, we dropped by the office when Gene was searching through the phone book to find a caterer to bring Christmas dinner to his house. “Doesn’t his wife cook?” I asked Sterling when we got outside.

“No.”

“Well, why doesn’t she call the caterer?”

“She won’t do it,” he said.

I’d never met his wife, and wouldn’t want to judge, but I couldn’t imagine not helping Gene in every possible way. If I married a man as good-hearted and talented as he was, I’d scrape my knuckles on asphalt to make him happy.

And as strange as this may sound, I think Gene thought the same about me. In the beginning, Sterling was often bragging about what a good cook I was and how warm I was in bed. Gene’s eyes would soften a bit and he’d look at me enviously. Sterling and I were together twenty-four hours a day, and had a lot of fun. We couldn’t have cared less about getting on the Billboard charts or being number one.

“When Gene pulls all-nighters at the office,” Sterling told me. “He alternates between working and flopping on the couch.” During one visit to the office, I learned that Gene had been there for three days. His beard looked like a bristle brush. I was just a kid, but even I knew that he had to live a balanced life. I worried about Gene and wanted to say something to him, but didn’t have the nerve.

Gene and his wife were adding a playroom onto their house in Beverly Hills. The contractor built it a foot over the property line. He refused to take it down at his own expense, and the next-door neighbors refused to sell the strip of land to Gene. In the end, Gene paid to have the entire room torn down and built again. I was furious on his behalf. But he said it cost him more to take off work to go to court, than to pay to have the room rebuilt. I don’t know what his wife was thinking, but like I said, I would scrape my knuckles…

In certain respects, Hollywood was everything I wanted it to be. I got an agent and auditioned for the part of Afton on “Dallas” within the first five months of my arrival. But Sterling got jealous when it looked as if I was getting ahead of him. To slow me down, he gave his car to his son in college and started using mine. He’d drop me off at dirty bus stops, and I’d walk the rest of the way because I heard that bums peed on the transit seats.

While walking home from work, a Rolls Royce full of rowdy Arabs stopped and tried to pull me into the car. I started to yell at them and finally took off my high heels and threw them. One shoe hit a guy in the forehead. That was all it took to get rid of them.

Another time, I was walking along Sunset Boulevard when an Asian guy in a Honda Civic started to follow me. I kept telling him I wasn’t working, but he didn’t understand English and wouldn’t leave me alone.

Then a Caucasian guy in his thirties, wearing a wool overcoat, approached me as I talked on a pay phone at a restaurant. “Have time for a date?” he asked. At first, I didn’t know what he was talking about, and when it finally dawned on me, I started to cry.

Going without food was the only way I could feel in control of what was happening to me. Sometimes I went three days without taking a bite. Sterling offered to buy anything I wanted to eat, but I wouldn’t go for it. The longer I held out, the more frightened Sterling became. When my weight dipped below one hundred and ten pounds, he turned to his friend, Gene, for assistance.

Gene, Sterling and I drove to a place called Martoni’s on Cahuenga Boulevard. I considered the red leather seats and candle cups to be on par with the Olive Garden, but years later, I found out that Martoni’s was a hotspot for people in the music industry. Phil Spector was rumored to have closed his biggest record deal at one of the tables, having spelled out the terms of the agreement on a napkin.

Gene opened his menu and gazed at the listings. “What are you going to have?” he asked.

“Water.”

He didn’t flinch or make any cruel accusations. He simply said, “They have lots of good things here.”

I knew what he was trying to do, and I wasn’t buying any of it. I tossed my menu on the table and gazed into the distance.

“I know,” he said “I’ll get a chicken salad and if you like it, we’ll get you one.”

He was so sweet and caring I would have chewed on the tablecloth if he’d wanted me to.

After the waiter brought our food, Gene speared a chunk of chicken, and fed it to me on his fork. Before I knew it, I ate a whole salad. I hadn’t eaten that much in a week.

Outside, the three of us were about to say good-bye, when Gene pulled me into his arms. As an afterthought he put an arm around Sterling’s neck and said, “I love you guys.”

How could he let himself be so vulnerable? Wasn’t he afraid he’d get hurt?

I said, “We love you too,” and because I was too short to reach his cheek, I kissed him on the neck.

“Boy, Gene’s never said that before,” Sterling said as the two of us walked to the car.

And I knew why. Sterling was out to take advantage of Gene, while I just wanted to keep him company.

“He’s still in bed upstairs,” Gene’s sister said. Sterling and I were at her Mediterranean-style house on Cherokee where Gene and his family were staying while the new room was being built. I stayed down below while Sterling ascended the stairs, but a few minutes later, he peeked over the balustrade and said, “Come on up, Mindy.”

When I got there, I was flabbergasted to see that Gene was still in bed. He pulled the covers up to his chin. “Why don’t you show Gene your beautiful body?” Sterling asked, and then whipped my shirt off over my head. Bra burners weren’t wearing anything underneath their clothes in those days, and neither was I.

Gene’s jaw dropped. “You stop that,” he shouted, and sprang out of bed in his satin pajamas. He helped me put my shirt back on and told Sterling to “knock it off.” I never would have guessed it. My knight in shining armor wore glasses with tortoise-shell frames.

I spent the next week at my grandma’s house in Santa Ana. She was sick with a bad cold and had trouble getting around. I relished the opportunity to get away from Sterling. He was a drain on my energy, but even so, living with him was better than going home to San Diego.

As I was preparing to leave, a friend of Sterling’s came to the door. Louise was forty and from Sweden. When I last saw her, she was going on a blind date with Marvin Gaye. Gene had fixed them up.

“How did the date go? I asked as I packed. She made a face and looked away. I had a bad feeling about leaving her alone with Sterling, but couldn’t do much about it. They stood side-by-side on the sidewalk and waved good-bye as I drove away…

“Excuse me for staring, but you’re just so pretty,” said Gene, a few days later. Sterling had left the office to get something out of the car.

“Thanks,” I said, dropping my gaze.

"Have you ever heard of a singer named Michael Jackson?” he asked.

“Yes.” Hadn’t everybody?

“Well, you’re both twenty, you’re both quiet, and something about you just reminds me of him. I’m dying to set you two up. I think you’d get along great.”

I froze. I knew Gene was in the music business, but could he possibly know Michael Jackson?

I gazed around at the peeling paint and scuffed hardwood floor. The wood-paneled office was empty, except for a desk, an old upright piano and a red, fuzzy couch. Outside, two more dusty bungalows sat on a gravel-covered lot. The one on the right had a board nailed across the door and a spider web dangled from the overhang. I doubted that Michael Jackson had ever been within a hundred miles of a place like this, but in the interest of being polite, I said, “okay.”

And because I was already engaged to Sterling, I had the feeling Gene knew something he didn’t have the heart to tell me…

I picked up the phone the next day and heard, “Hi, this is Gene.”

“Sterling’s not here.”

“I didn’t call to talk to Sterling. In fact, Sterling was just here, bragging about how he messed around with Louise while you were out of town. I want you to know that I’m sickened and disgusted by the way he treats you, and if you want me to, I’ll get you an apartment and get you out of there.”

I paused to take in the moment. As a victim of childhood abuse—a therapist once called it sadistic torture--I’d been waiting to be rescued my whole life. “When do I leave?” I asked.

“You can stay at my house in the hills,” he said. “The kids’ rooms are a wreck, that’s why we moved out. But the master bedroom is okay.”

I packed up my clothes, makeup and teapot collection and headed for the door. I wanted to get out quickly, before Sterling got home, and before it got dark outside. Gene lived in a remote one-story home at the top of Santa Monica Boulevard. No signs or lights indicated the direction; you just had to know where it was.

I woke up in Gene’s bed, so cold I was almost wet. Then I touched my hair and blankets and realized I was wet. I threw my legs over the side of the bed and my feet squished into the carpet. Water rose almost level with my ankles. Something was definitely wrong, but I couldn’t tell Gene because the phone service and electricity had been cut when he moved out.

I threw on some clothes and ran outside amidst a flurry of chickens, the last thing I expected to see in Beverly Hills. I followed a long line of luxury cars downhill, as I made my way to the office. I noticed that the cars going uphill were battered and full of Latinos, probably on their way to work to clean houses.

Once I arrived, I said, “Gene, look at me!” My hair hung in matted clumps as if it had just been washed. “I woke up this way!”

His jaw dropped and his eyes bulged in the sockets. “Jeez,” he said. “I better call the contractor to see what happened.”

Minutes later, he hung up the phone and rubbed his eyes. “They were fixing the roof,” he said, “And laid the boards across the hole instead of nailing them down. They didn’t know it was going to rain.”

“Didn’t know it was going to rain? There’s been a downpour for three days!”

He shrugged.

“And what about those chickens in the yard?” I asked.

“Oh, they belong to the neighbor.”

“Is that the same neighbor that wouldn’t sell his land?”

“Yep,” he said.

“I’m a farm girl from Valley Center. I can round up the hens and take them down to Animal Control, or maybe even drop them off in the parking lot at Kentucky Fried Chicken.”

“I don’t want to be mean.”

“I do,” I said, wishing for the first time that I could help him. The burden of his work was keeping him from living a normal life.

I was so cold the next morning I couldn’t wait to take a hot shower. The bathroom was all white and spotless; and I got a little rush knowing Gene had been in there, doing private things.

As I was about to leave, one of the construction workers left his saw horse and sauntered over to me. “Are you Mrs. Page?” he asked.

“Yes,” I said.

He leered at me and touched my arm. “No you aren’t. She was just here and wanted to know who the hell was in her shower.”

The day was shrill with sunshine and cold wind. I rushed to the office as fast as the downhill traffic would let me. I told Gene to duck and cover if he heard gunfire, but he didn’t seem concerned—a strange reaction for a married man with a young woman staying at his house. I was more concerned about his wife than he was.

That night, I stayed in the Walter Lantz suite at the Holiday Inn. From the window, I could see the lights on the Capitol Records building next door. Could a girl from Valley Center really be staying in the heart of Tinsel Town? We didn’t even have a movie theater back home…

In October of 2006, Alfonso Ribero and Deniece Williams sang “Too Much, Too Little, Too Late, on a television show called “Celebrity Duets.” Gene had arranged the original number for Deniece and Johnny Mathis. I hadn’t heard anything about Gene in years. I logged on to my computer to see what I could find.

His sweet smile and gentle eyes flashed on the screen. My heart hadn’t felt so warm in years. But then I read the paragraph underneath the photo and my stomach dropped. It was written in memory of Gene Page who died in 1998 from an undisclosed illness.

The words knocked the air out of me. For years, I was certain I’d see Gene again. I moved through the next few days as if cinder blocks were tied to my feet. I saw no point in living without Gene in the world. No one else except my kids ever meant so much to me.

I couldn’t find anything about why he died, but I discovered other things that left me gaping. I’d had no idea the magnitude of his career. For years, I thought he was lucky to work with celebrities; in reality, they were lucky to work with him.

Wikipedia called Gene the most “influential” music arranger between the 1960s and the 1980s. He arranged music for every great recording artist from The Temptations to Frank Sinatra. A guitarist named Nathan East said working with Gene guaranteed musicians a salary of $250,000 per year. Another online source said Phil Spector gave Gene his start by hiring him to arrange “You’ve Lost that Loving Feeling” by the Righteous Brothers, the most played song of all time.

The backup singer Gene chose for the project was a young, unknown recording artist by the name of Cher.

But the story that gave me goose bumps was the one about Barry White. Gene had given Barry money for food and rent and then went on to arrange every big song of Barry’s career. It was surreal to think that Gene had given a leg up to an obscure little girl from Valley Center too.

I searched for Sterling for a month before I finally got a hold of him.

“Louise killed herself,” he said, first thing.

“Who cares? What the hell happened to Gene?

He described a downward spiral that left me asking. “Are you talking about Gene?” When I left Hollywood, he was flying so high…

According to Sterling, Gene started taking pills to keep up with crazy musician’s hours. He took some pills to help him stay awake and others to help him go to sleep. The habit escalated until he ended up constantly sipping orange juice and vodka. He died from liver and kidney failure at UCLA Medical Center, after slipping into a comma.

His Myspace page attributed his broken heart to the synthesizers that replaced his beloved strings. If only I had told him how much I loved his strings on “Songbird.” It might have made a difference in some small way.

“Endless Love” by Lionel Richie and Diana Ross was on the car radio when I slumped on the steering wheel in tears. “It’s Gene’s song,” I sputtered.

“This guy is haunting you,” my daughter said quietly.

“It’s true.” I said. “I’ve bawled in the bananas at Albertson’s and in the elevator at the doctor’s office. His songs bring back his loss every time.”

There was no grave to go to, so I couldn’t feel close to Gene even one more time. His ashes were scattered out to sea. But shortly after Michael Jackson died in 2009, I visited his star on the Hollywood Walk of Fame, and left three roses--one for Michael, one for Gene, and one for Gene’s brother, Billy. I preferred silk flowers because they last forever and the plastic dew drops on each petal represented my tears.

                    ***

An obituary on www.independent.co.uk said Gene Page’s name appeared on more than 200 gold and platinum records. Some of his arrangements include “Feelings” by Johnny Mathis, “Never Can Say Good-bye” by The Jackson Five, “Heard it Through the Grapevine” and “Let’s Get it on,” by Marvin Gaye, “Greatest Love of All” by Whitney Houston, “Suspicious Minds” by Elvis Presley and “Philadelphia Freedom” by Elton John.

His movie credits include “Time of my Life” for Dirty Dancing, and “Take my Breath Away,” the theme song from Top Gun.

        In Loving Memory

http://www.youtube.com/watch?v=ZZtIjtOD8zY