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By Dinah Manoff

I delivered the eulogy partly because there was no one else who was immediate family, and partly because I was making up for having been so loaded on the day she died.

My Great-Aunt Fremo taught me the twist when I was six years old.

"Lovey, it's like putting a cigarette out," she said, then demonstrated, her huge breasts tumbling from side to side as she mashed the imaginary cigarette into the carpet.

She was babysitting for me -- a last resort. Fremo was not babysitter material. She was not people material for that matter. She was best with cats and, at that time, had eleven of them living in her mid-Manhattan studio apartment chosen for its close proximity to the Art Students League.

After the twist lesson she leaned in close to me and asked, "Do you know what happened to your Cousin Margaret's friend Roz?"

I shook my head.

"Lovey, she had her throat slashed open right through the chain lock on her door!" Then Fremo reenacted the terrible event -- opening the chain lock on her apartment door and miming a knife jabbing at her neck as she leaned in to see who was on the other side.

I looked at her, her eyes bright with excitement, and at the magenta lipstick that always bled into far reaching wrinkles above and below her lips, and wondered how many more hours 'til my mom would come and pick me up.

Aunt Fremo always did that. She'd take a perfectly nice moment and, in an instant, turn it into something scary or mean. The only person she got along with was my grandmother Witia, my mother's mother and Fremo's older sister.

Witia and Fremo huddled under Grandma's big pear tree at the house in East Rockaway, making noises together like birds. They both spoke in high, thin, clipped voices like the movie stars of the thirties.

"Lovey, I am telling you he was simply deeeevine!!"

Then they would break into laughter, a sound between a tinkle and a shriek. I would play way on the other side of the yard hoping they would forget about me at least until dinnertime. I lived in dread of their attention, their hugs and kisses. It was never enough. The more I hugged or kissed them it seemed the hungrier they got for it. They were too loud, too big, too embarrassing. I hated going anywhere with Witia and Fremo. People stared at us and I felt suffocated by them, longing for little shrunken old women to cuddle with like the grandmothers and aunties my friends had.

Legend had it that Aunt Fremo had been married once for a couple of months to a bad old boy; a cowboy she tripped upon one day in New York City. Charlie was his name. Apparently he'd had a thing for other women. So Aunt Fremo chased him out of the house brandishing a rolling pin. I'm sure the rolling pin thing was made up. I don't think Fremo knew what a rolling pin was, much less owned one. She probably chased old Charlie out of the house with a butcher knife and the family toned it down somewhere in the telling.

Fremo was an artist. She lived for painting and for her cats. She was usually dressed in some old black sweater that buttoned down the front and was covered in cat hair and paint. She smelled of turpentine and cat food, and when she wasn't tending to her cats at home, she walked the streets and fed the cats in her neighborhood. She was tall and striking and had big feet. She was quite a Russian beauty in her day and she was obsessed with make-up. She always wore make-up, even to bed. She would put on a fresh face of make-up every night before she went to sleep because, "God forbid there was a fire!" What she really meant was God forbid there was a fireman.

She had affairs that were always brief and terrible and left her crazier than before. When I was twelve, my family went to Rome for a few months and Fremo came to visit us. She met a man while she was feeding the cats at the Coliseum and began sneaking out every night to meet him. She was 67 and sneaking out of our rented apartment to have sex with an Italian in the alleyways of Rome. One morning she came home limping on a shoe with a broken heel, slammed the apartment door, ran to her room and didn't come out until the next day. My mother comforted her as best she could, then sent me out to the cobbler with Fremo's shoe.

In the 1970s, Fremo moved to Saugus, California. I was attending college then, in nearby Valencia, but was barely making it to classes, having taken up a course in psychedelics and Southern Comfort which kept me pretty popular with the student body -- my body repeatedly turning up in a variety of dorm rooms. I remember once waking up between a set of black satin sheets and surmising that I must have finally conquered George who everyone insisted was gay, including George himself, but in those days that just didn't seem like a strong argument to me.

One night the house I shared off campus had an electrical fire. I managed to escape with only a blanket wrapped around me and a MasterCard. Fremo agreed that I could stay with her while I got back on my feet.

She was having an affair with her pool man and had twenty-seven cats living with her in the cramped one bedroom house, a fifties-style box with remarkably low ceilings. The place stunk of cat shit and oil paint and chlorine, the latter because Fremo kept the pool man on an unnaturally busy schedule. I showed up wearing stiff new Levi's and a denim shirt purchased on my credit card, feeling scared and vulnerable from the ordeal of the fire. Fremo welcomed me and seemed really glad for my company. She made us tea and we talked and talked long into the night. She expressed genuine interest in me and I just couldn't help it, I let everything spill: the drugs I was doing, all the men I had slept with. As I recounted my adventures, she laughed and gasped and seemed to be enjoying herself; my escapades of promiscuity bringing us together in a way we had never shared before. While she made up the foldout couch for me, I thanked her for a wonderful evening and for letting me stay.

"Lovey, get your beauty sleep," she said.

And I kissed her freshly made-up face, her lipstick just beginning to slide into the cracks.

I woke the next morning to the sound of a spoon banging against metal. I got up and went into the kitchen. Fremo was stooped over feeding the cats. As I walked over to her she turned her back on me and slammed some cat food into another one of the metal bowls on the floor.

"What's wrong?" I asked.

She stood up slowly, regarded me coldly as if she were meeting me for the first and last time. "Why, you're nothing but a whore," she said. But she pronounced it "ho-wah" in that movie star way.

That afternoon I moved out.

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