My mother would let me sit with her and watch while she got ready to go out with my father to some big party. He was modest and didn't allow his daughters in the room where he changed. I would have liked to keep him company, watch him button his shirt and lace his shoes.

My mother worked in front of a make up table with round lights. I sat on a stool beside her, and my little sister played on the floor with shoeboxes and belts.

?These bulbs are much more harsh than where we?re going,? she said. ?I don?t want to look like a clown.?

There were drawers for everything Max Factor. Pots, tubes, sable brushes, and sponges cut into wedges. She?d let me watch while she ?put on her face.? I understood this was an act of grace, a kind of sacrament, something that separated her from a regular mother. This was a face to be stepped into, like a ballgown, that would be taken off at midnight when they?d get home.

She?d prepare her skin, soak a cotton ball with witch hazel. ?What are you doing?? I?d say. I wanted every step to being a woman explained.

?This is astringent to tighten my pores.? She?d show me the dirty puff. ?Oil.?

Then: base, which she called ?pancake? although it looked nothing like the buttermilk stacks she?d make us on Sunday morning. Powder was pressed against her skin to absorb the shine; the eyeliner, perfectly drawn to echo the shape of each eye, except that she extended it into the corners, so her eyes looked more leopard than human.

She leaned into the mirror, working close, and when she was done, turned to look at me. She was too beautiful to touch. I didn?t want to. There was a distance between my mother and me when she was playing her violin, or when she was made up and ready to go out the door, that I needed. Space enough to be an admirer, the lucky daughter of this creature in a red velvet dress with a black cinch belt, stockings with a seam, stiletto pumps in black patent leather. I still know my place around women with their faces on.

Before she put on the brilliant red lipstick, we stood over the bathroom sink and brushed our teeth with Crest, gargled and spit into the sink ? ?Together: one, two, three!?

?I don?t even want to go,? she?d say, ?I hate mayhem, but it?s for your father.? I didn't want the work to go to waste; I assured her she?d have fun with him. She?d spray perfume in the air and step into it, spray a cloud for me and I?d step in, too.

He?d be waiting for her in the living room, and would stand up quickly. ?How do I look?? he?d say, and pirouette to make us laugh, and they?d walk out the door to the car. My father always ran back in for what they?d forgotten: the tickets, the car keys, my mother?s long white gloves, while my mother waited for him beside the car. These messy exits were a chance for one more look at these people I knew I loved too much. I missed them the second the door closed.

In the morning, my parents would sleep late, and my sister and I would curl up on the sofa to watch cartoons with the sound turned low. Rocky and Bullwinkle, Fractured Fairy Tales, Boris and Natasha, Dudley Do-Right. If my father woke up in time, he?d watch them with us and laugh at stuff he said wasn?t just for kids.

There?d be food in the fridge brought home from the party. Chocolate mousse, goose liver pate, fancy crackers and strong cheeses. We?d eat these tidbits for breakfast, set the hors d?oeuvres out on the coffee table and fight over the mousse.

If my mother still wasn?t up, my father would go to her door and knock, and she?d say ?What?s the password?? and he?d say words: ?Angel?? ?Pearl?? ?Gypsy?? ?Lucretia?? but none of them were what she was thinking, and the game would go on too long. He?d go into his study to write music, and my mother would sleep even later.