Change is an integral part of life, but that doesn't mean it's easy. Just a few years ago, I thought I had the best of all possible worlds—the surrounding Manhattan skyline, a job as a writer at PEOPLE, a host of great friends and a closetful of the coolest leather vests around. Three things have changed since then. My mother was diagnosed with Alzheimer's disease, and nothing in New York City was as important as returning to Minneapolis to help care for her. Second, I fell in love (and recently married). Then, at 34, I became a mom. Every mother has tales to tell. They are often similar yet still unique. This is my story. It's about the fears I had of pregnancy and change. It's about the self-doubts and discoveries of a first-time mother. And it's about bringing a spark of life back into my mother's face through the gift of a baby grandson. Happy Mother's Day, Mom.

Looking back, I blame the altitude. After all, at 8,000 feet above sea level, strange things happen to the laws of nature. Soft-drink cans explode. Flowers last longer. Water is slow to boil. Me, I got pregnant. Without planning or forethought. Back home in Minneapolis a couple of weeks after our ski vacation in Colorado had ended, I took the test. Once. Then twice. I stared at the wand, my heart thumping with a kind of inarticulate, urgent emotion. I called Peter Gleekel, my fiancé, at his law office. No one was there. Wait until he gets home, I told myself. This isn't the kind of thing you spring on a guy in rush-hour traffic. Two minutes later I dialed his car phone anyway. "Guess what?" I said. "We're having a baby."

At the time, a year ago January, the enormity of what was happening didn't strike me. After all, women have been giving birth to babies since Eve first snuggled up to Adam. Besides, at almost 34 years old, I was hardly a stranger to personal challenge. Having survived the usual mix of hard knocks and heartaches, I was balancing a full and happy life. I had a wise and loving beau, close friends and a writing job I loved. "How big a deal," I asked my best—and devoutly single—buddy, Nan, "could the addition of a baby be?" She was right to scream. I just didn't know it then.

The fact is, for the first day or two, I was giddy with the idea of becoming a mother. Three years earlier I had returned to my hometown—connected to my job via modem—in order to be near my mother, who in 1990, at age 57, was diagnosed with Alzheimer's and was already in steep decline. Since returning, my greatest pleasure had been picking up my nephew, now 4, at his day-care center after I finished work. What joy I felt when Kevin would spot me and run into my arms. Motherhood, I felt, was in my bones.

Today, seven months after my son, Cade, was born, I have come to understand not just the source of Nan's shriek—my naïveté vanished as quickly as our cherished spur-of-the-moment shopping excursions—but also the nuts-and-bolts baby stuff that are the Mommy Club's badges of honor. I can tell you, if you don't already know, that the morning sickness will end (eventually). That you will survive labor (take the drugs—and the enema). And that you will actually look forward to your 5 a.m. wake-up calls, when you see your child's sweet face peeking over his crib rail, happier to see you than anyone else has ever been.

But I confess that, for me at least, the Miracle of Motherhood period was preceded by something else altogether: fear, confusion, a sense of loss, and whiny complaints that today make me blush. I'm tired. My feet hurt. Why isn't everyone nicer to me? Oh, my aching back. The first sign that I wasn't a princess playing the lead in my own private fairy tale came when Peter, now 39, and I called his mother to break our news. For years I had been telling my parents—who began pushing for a grandchild a decade ago—that if I didn't find the right partner before 40, I'd have a baby on my own. They have long been prepared for come-what-may from their only daughter (the middle of three children). But on that last day of January, Peter's mother, Mimi, was not; she was vacationing in Phoenix when we called. "We've got something to tell you," Peter said. "We're pregnant!"

Silence.

"Really? That's...wow," she said. "When are you getting married?"

When are we what? I thought. Didn't she hear us? Where were the hurrahs? Mimi's cautious enthusiasm soon turned to real delight, but not before kicking me out of my reverie. The truth is, I had let myself get pregnant. I wanted my mother, Marilyn, whose mind is disintegrating in her slow death, to know my child at least a little. I wanted to bring my father, Herb, 65, a retired architect who has been caring for her for the past eight years, some bit of happiness. But he was too weary from the constant demands of my mother to do much more than smile. And Mom, well, she understood, and in her broken speech told me how great motherhood is. Then she returned to her pad of paper, where she spends hours filling pages with zigzag lines, and forgot we had spoken.

A few days after we told our families, feeling a tension I didn't understand, I went to visit Kevin at his house. He gave me the usual hug and for the next hour—playing, whimpering, wanting explanations or just an audience—demanded every second of my attention. I left in a panic and arrived home sobbing. "We've made a terrible mistake," I told Peter. Suddenly I hated the idea of pregnancy. I hated the sight of mothers pushing baby carriages. Will I start boring people at parties with tales of my kid's every giggle? Will I have the energy to do my job? Is this why I went to college and traveled the world and worked weekends?

Fear blurred my thoughts: Motherhood, marriage, the return to Minneapolis—it all seemed to close in around me. I wanted to be what I had been for so long: a big-city career girl in black jeans and a leather bomber jacket sipping sodas with my friends, talking about love and plotting our next adventures.

"We've made a terrible mistake," I repeated. "I can't be a mother." Now it was Peter's turn to be silent. "Do you want to end this?" he asked.

"No, no, I just, I don't know," I stammered. "I want to go back to New York." "Okay," he told me, his words sad, soft, calm. "You can go back if you want. I hope you won't. I want you to stay. But if you do go, I'd like you to leave the baby here."

This is the secret of our success: I get crazy, Peter disarms me by gently offering to give me what I think I want. "I don't want to leave," I said, burying my tear-soaked face in his arms. "I'm just scared." The fear didn't vanish, but in the weeks that followed it quieted down as we embraced our new life. We read the baby books. We pondered the nursery. Do we really need the deluxe crib set complete with a down comforter the baby won't use for years? What about the electronic bassinet that gurgles like a womb? (Answers: yes and no, respectively.) But mostly we focused on feeding me. To counter a taste akin to rusty metal lodged in my throat, I ate nonstop: steak for breakfast, a peanut-butter sandwich an hour later, then doughnuts.

In April, at my monthly doctor's appointment, I took off my shoes, my purse and my watch, and I climbed on the scale. "Oh, my," said my obstetrician with a smile when she saw the 10-pound jump in my weight. "We've been a bit enthusiastic in our eating this month."

Once, a comment like that would have sent me reeling. But that was then, when things like appearance mattered. At this point vanity had taken a backseat to survival. I bought two pair of overalls and refused to wear anything else for the rest of my pregnancy. Peter was a trouper. No matter how many times he saw me in my saggy uniform, my face blotchy and swollen, he'd say, "You look beautiful today." He barely flinched when he found out I'd left our brand-new Toyota 4Runner in a city parking lot for two hours, keys in ignition, engine running, doors unlocked. (It's called brain drain; women can get flighty as they work to grow a baby.) And he dutifully attended birth classes, where we joined several other couples, lying on the floor in the dark practicing relaxation breathing (to prepare for labor) and trying to figure out our hormonally altered lives.

"Who can tell me how this woman's body has changed?" asked our instructor, Pat, pointing to diagrams of a first-and second-trimester pregnancy. "She's fatter," said one husband. Across the room a dozen women stuffing brownies into their faces froze. "She has more energy stores," Pat corrected. Next to me, a woman bemoaned some of the other effects of pregnancy. "People think they can do whatever they want," she complained. "Strangers are always touching my stomach. The other day some guy in my office building said, 'So, are you wearing your bra to bed at night yet?' "

The answer—not that it was any of his business—was yes. These are the little secrets that get lost in the Glowing Skin myth: Your breasts can ache so badly you wear a bra around the clock for support. You pee constantly. And let's not even discuss the arrival of these weird things called skin tags (ask your dermatologist). In the end, achy, icky, joyful, life went on. One morning in late June, while watching an old Rockford Files movie on TV, I felt my first kick. The scream I let out was less elation than terror. But by summer's end, me and my little one were pals. In the loneliness of the night, when deadlines kept me at my computer, my child kept me company. "I know, I know," I would whisper, me finishing up a story, him kicking in weary protest. "I don't like working late either."

It is here, I think, that the deepest of human bonds begins—and from what I can tell, it never ends. I remember an afternoon in July, my father calling, sounding frantic. "Can you come over? Mom's gone crazy. She's throwing books and screaming, threatening to kill me and herself." Once an accomplished professor of French and Italian literature at the University of Minnesota-Twin Cities, Mom can no longer speak, read or write. She cannot remember her husband's name or the logistics of going to the bathroom. All this touches off in her a primal rage—softened only, I discovered, by another primal force: a mother's love.

"Mom, please come and talk to me," I pleaded as she ripped up paper and hissed nonsensical sentences. "Mom, please, I'm afraid of having this baby. I'm afraid I won't know how to get it out. I need your help." Slowly her ranting eased. She sat beside me, put her hand on my belly and said, "Silly, it's easy."

Just after midnight on Sept. 27, I found out for myself. My labor lasted 15 hours. I walked the hospital halls, did my breathing exercises, took hot showers, yelled at Peter, tweezed my brows (I wanted to look good for the little guy), apologized to Peter, writhed in pain. The contractions felt as if a linebacker were pulling me apart from the inside. Only when I had dilated enough and was given an epidural for the pain did the fun begin. I pushed for just 45 minutes before Cade emerged, at 3:40 p.m., squished and bruised—in other words, normal. As he lay on my chest, I cried, exhilarated, relieved, exhausted. Peter nuzzled in next to us. "Good job, kiddo," he said, kissing my cheek. And to Cade (a name we thought we'd made up but which is hundreds of years old): "Welcome to your family."

Family which includes, let no new mom or dad forget, the grandparents. Mimi was the first to see her latest grandson. At my side since just after dawn, she did what my own mother could not do: held my hand, distracted me with chitchat and, when the time came, grabbed hold of my leg and helped me deliver. Afterward, Peter's father, Sherry, stood shyly in the door, as did my father. Though a grandfather twice over, Dad seemed frightened by the new life. "He's so tiny," he kept saying. I wish I knew what my mother felt in those first moments. When a nurse held him out for her to hold, my stomach clenched. Her illness causes occasional spasms she cannot control, and in an instant I flashed on the times she has fallen to the floor or just dropped a plate. "No," I shouted, frightened, then ashamed. Mom didn't seem to notice my outburst. Contentedly, she stroked Cade's tiny hand. She doesn't understand that she never has held—and never will hold—her grandson. But I do.

It was the first hard call I had to make to protect my child. Maybe it was the wrong decision; Mom's spasms are infrequent. The truth is, I'm rarely sure what's best. There are lots of helpful—and contradictory—guides to parenthood, but no real instruction manual. In the first few days of Cade's life, unaware that I was not lactating enough, I nearly starved him. Then, wrongly assuming that he would be fine sleeping in a diaper and T-shirt, I nearly froze him. On the absolute worst day of my life, when Cade was 2 months old and suffering from sleep deprivation (for some babies, sleeping is an acquired skill), I sat outside his door weeping as he wailed, praying he would fall asleep, cursing the pediatrician who told me I was doing the right thing.

The doctor, by the way, was right. When we put Cade in his crib now, he falls asleep; when he is awake, he is excited to explore a new world. And so is his mother. I have no idea why he squeals with laughter when I sneeze or why he thinks it's such fun to wrap his arms around my neck and suck on my chin—but I sure do like it. Peter, for his part, has taken to singing his son the Scooby-Doo theme song and conversing with him in a language consisting mostly of buaaaaab blblbl buaah.

This is my new life and, as much as I miss the energy of Manhattan, there is no adventure as thrilling. Besides, now and then I still throw on my black jeans and leather jacket and meet my friends for a bit of gossip. Only these days I'm likely to lean in and whisper, "Did I tell you that Cade got his first tooth today?" I think I bore them silly. I don't care. I'm a mom. I've earned the right.

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