Set in the last days of a still Bohemian Greenwich Village, this memoir is the story of a young girl's awakening and growth, told through letters and journal entries. Her adventures lead to a summer working with Georgia O'Keeffe, encounters with several atists before their fame--Wilhelm and Elaine deKooning, Franz Kline, Joachim Probst, writer Maxwell Bodenheim and later, Joseph Heller. The year is 1942, the time of the second World War and the beginning of recovery from the Great Depression. Defense plants are booming; meat, sugar, and butter are rationed, as well as gasoline. Government ration books are a must, the draft is on and young men are being conscripted into the service. For the first time, women are allowed to work at men's jobs. Marjorie, not yet twenty-one, uncomfortable with men, decides to become a lesbian and devote her life to writing. She considers herself a poet, and escapes much of the influence of the war by moving to Greenwich Village. But when she becomes involved with a group of artists and loses her virginity to Joachim (Jack) Probst, a member of the group, her lesbian dreams fade. Probst renames her Carol, her middle name, and they live together for two years. Wickie, her best friend, and recipient of most of the early letters, is the opposite of Marjorie, now Carol. Raised in Europe, the daughter of an ambassador, Wickie is sophisticated, worldly, secure in her self-image. Carol is curious, adventurous, uncertain, insecure. She met Wickie while she was selling magazines cross-country and they became instant friends. She expects someday to be transformed, to automatically become very wise. The magic age is thirty. Her life with Probst has many twists and turns: infidelities, separations, money problems. In a get-away to San Francisco she becomes an artists' model, a hat check girl, rides the cable cars, discovers French poets, and North Beach. Her adventures there with a friend, Babs, yield a sense of joy which she had not had in New York. But when Babs becomes ill, it's back to New York, to Probst and inner turmoil. She becomes pregnant and Probst leaves her. As a mother, Carol continues her Bohemian life, boarding her daughter whom she's named Lilith (the Goddess in George Bernard Shaw's play, Back To Methuselah.) After a failed romance, which nets her an apartment, she falls in love with Arthur Gunn, a painter, exactly her father's age, who plays Pygmalion to her Eliza Doolittle. He is committed to transforming her-- to making her into a lady, and she is completely open to it. She sees him as very wise. It is through him that she first learns about O'Keeffe's work, in a retrospective at the Whitney. Arthur gives up on her transformation and Carol betrays him with Ernest Guteman, a sculptor she is posing for. There is a terrifying night when she is in bed and hears Arthur sharpening knives. After that incident she moves in with Guteman and they bring Lilith, now three years old, to live with them. It is through Ernest that she meets Georgia O'Keeffe and spends a summer working with her. A very important time for Carol, the O'Keeffe influence is felt for the rest of her life. At Lilith's nursery school, Carol becomes friends with one of the teachers and through her is introduced to Richard, a young writer-painter, who is working on his PHD at NYU and teaching English at Penn State. They fall in love and eventually marry, making their home in State College, Pennsylvania. Lilith begins first grade. Marriage creates many problems, much adjusting as they learn to be a family. Carol keeps busy with writing, taking jewelry-making at the college, and learning to cook. After four years in Pennsylvania, living next to an abandoned apple orchard, getting used to being in the country, Richard applies for, and is hired at Long Beach State College in California and they relocate to Seal Beach. Their lives are many adventured. Beginning with Jack and Jeannette