By J.D. Podolsky
October 31, 1994 12:00 PM

SEVERAL DAYS BEFORE SHE died of cancer on Jan. 20, 1993, Audrey Hepburn asked her older son Sean to walk her out to the patio at La Paisible, her 18th-century farmhouse in Tolochenaz, Switzerland. Bundled in a heavy sweater and light-blue down coat, Hepburn lay in a weather-beaten aluminum lawn chair, breathing the clean, frigid air and gazing at snowcapped Mont Blanc. After a few minutes, she lifted her head toward a ray of sunlight and whispered, “Mmmmm, delicious.”

The internationally known star of Sabrina and Breakfast at Tiffany’s loved the serene and simple life she had created for herself in the remote Swiss village. Even today, nearly two years after her death at age 63, her home retains the Hepburn touch. Her gardener, Giovanni, still tends her beloved white country roses; her Jack Russell terrier, Penny, naps upstairs in a room where Hepburn’s 1954 Oscar for Roman Holiday stands on a bookshelf; her original scripts of 1957’s Funny Face and 1964’s My Fair Lady, marked with her own notes, occupy their familiar spot in the attic, not far from a cupboard full of hand-embroidered baby clothes that were once worn by her sons and that she was saving for her grandchildren.

But some things have changed. Sean Ferrer, 34, Hepburn’s son from her marriage to actor Mel Ferrer and now a fledgling film producer, has decided to move from Los Angeles, with his second wife, Leila, 35, to La Paisible; their 4-month-old daughter, Emma, sleeps in a nursery adapted from her grandmother’s dressing room. Luca Dotti, Hepburn’s 24-year-old son from her second marriage to Italian psychiatrist Andrea Dotti, is a graphic artist living in Paris with his boarding-school sweetheart, Astrid, 23. And then there is Robert Wolders, 59, Hepburn’s lover since 1980. The Dutch-born investor, who says he is “still at a loss from Audrey’s death,” has moved to Rochester, N.Y., to live quietly with his elderly mother.

The three men remain in close contact. They have been united in recent months by outrage over Diana May-chick’s 1993 biography, Audrey Hepburn: An Intimate Portrait. Ferrer—with the moral support of his brother and Wolders—is bringing suit against the author for claiming that Hepburn cooperated with her. (Maychick stands by her work.) The family also objects to the book’s contents: Maychick, they contend, is incorrectly claiming that Hepburn’s father, Joseph, was an active Nazi sympathizer during World War II—and that, for some of her life, Audrey was anorexic. As for the anorexia claim, Wolders dismisses it angrily as “absolute bulls—t—she had a good metabolism.” Hepburn’s ex-husband Dotti, 56, a psychoanalyst who specializes in eating disorders, agrees. Though not part of the lawsuit, he says that Hepburn, famously thin, always maintained a “healthy but disciplined diet, based upon her youthful training as a ballet dancer.”

But anger is not the only thing binding Hepburn’s sons and lover. What is more important than their lawsuit, the men say, is their recent decision to create the Audrey Hepburn Hollywood for Children Fund, designed to raise money for an assortment of children’s charities around the world. It is, says Hepburn’s friend, actress Leslie Caron, “a natural extension of Audrey’s work for UNICEF” Sean, the foundation’s chairman, has already enlisted Julia Roberts, Winona Ryder and Whoopi Goldberg to serve on the advisory board.

To help focus attention on the foundation, the three men have also begun to open up a bit about the Audrey Hepburn that few people knew. Providing their family album and sitting down for interviews and photos with PEOPLE was the first step in that process. For Luca—who shares his mother’s jawline and doelike eyes, and also her predilection for privacy—reminiscing in public was especially difficult. Still, sitting on an oversize pink sofa in the library at La Paisible and chain-smoking Marlboro Lights, he spoke passionately of the need to spread the word about the Hepburn foundation. “We had to do this,” he said. “Not only because it’s good but also because we had a responsibility to my mother.”

Wolders says he fully understands Luca’s sense of mission. “Audrey always felt,” he says, “that if she inspired her own children to continue her work, that would be her greatest reward.”

Celebrities often speak of putting family ahead of career, of taking a break from fame and fortune and finally getting their priorities in order. Hepburn actually did it. But her transformation from glamorous movie star to full-time homebody didn’t happen overnight. When she became a mother at 31—on July 17, 1960—Hepburn was absolutely delighted. After two heartbreaking miscarriages she finally had a hefty son. The event was, she later told Sean, “the greatest joy for me, because that’s all I really wanted in the world.” But Sean’s arrival didn’t slow her movie career. The boy was still a baby when she started shooting Breakfast at Tiffany’s; and in the next three years she made The Children’s Hour, Charade, Paris When It Sizzles and My Fair Lady. Sean was always nearby. But Hepburn’s days were long, and husband Mel was often shooting a movie of his own; a nanny did a good deal of the child-rearing.

Hepburn enjoyed her success but hated being away from her son. “Whenever she had to leave Sean behind, she was miserable,” says her friend Doris Brynner, ex-wife of Yul. In 1963, Hepburn and Ferrer found a place to retreat, at least intermittently, from the pressures of Hollywood: the nine-bedroom villa—overgrown with ivy and surrounded by a white picket fence—in tiny Tolochenaz, some 30 miles northeast of Geneva. Sean remembers her saying that she chose Switzerland, in part, because “it was a place where there would never be a war.” Hepburn, whom Sean refers to as “my mutti” (‘little mother” in Swiss-German) never forgot her own experiences as a child in Nazi-occupied Holland. “She told us stories about carrying messages as an 11-year-old for the Dutch Resistance in her shoes or subsisting on ‘green bread’ made from peas,” he says. He remembers Hepburn as liking things “plain and simple.” She mostly preferred a life of mucking around in her rose garden. Though not unduly strict, she allowed Sean only a half hour of TV daily and one Coke a week.

Sean says he doesn’t recall any tension between his parents. Yet one day, when he was barely 8, his mother sat him down for a talk. “She said, ‘We’re not happy together, and it’s not going to affect you right now, but we’ve chosen not to live together anymore.’ ” The end of their 14-year marriage was for them, he says, “a deep wound.”

Recent biographies blame the breakup on Ferrer, claiming he was a controlling husband, jealous of Hepburn’s success. Not surprisingly, Ferrer—now 77 and living with his fourth wife, Lisa, in Santa Barbara, Calif.—disagrees. “I don’t think anybody could compete with Audrey,” he told PEOPLE. “I don’t think there was any sense in trying to. I had a great deal to do with her career, and I’m delighted I was able to contribute. But I didn’t benefit from it, I was not competitive nor was I controlling.”

Ferrer has maintained a close relationship with Sean. But after the couple divorced in 1968, he and Hepburn rarely spoke, except at family gatherings such as Sean’s wedding in 1984 to Italian designer Marina Spadafora—from whom he was divorced in 1989. In fact, the Hepburn-Ferrer marriage had been seriously troubled for at least two years, dating back to Hepburn’s famous romance with Albert Finney on the set of Two for the Road in 1966. Regarding his own unhappy divorce from Hepburn, Ferrer says, “I still don’t know what the difficulties were. Audrey’s the one who asked for the divorce and started the affair with Andrea Dotti.”

Hepburn met the suave, handsome psychoanalyst, nine years her junior, in 1968, while cruising the Mediterranean in a yacht owned by a Greek tycoon. She and Dotti wed a year later. Hepburn, thinking she had found the quiet, domestic life of a doctor’s wife, retired from filmmaking and moved to Rome, where her husband worked. The next year, at 40, she gave birth to Luca. Dotti says she “would have loved to have had a larger family.” But Hepburn’s doctor, conscious of her age, advised against it. Says Dotti: “He told her, ‘You shouldn’t tempt the devil.'”

With no career to tend to, Hepburn luxuriated in being a mother. She walked Luca to school, helped the boys with their homework and baked brownies. “She used to surprise my friends with how casual she was,” recalls Luca. “They expected something incredible and instead found just a nice person.”

But life in Italy was no Roman holiday: Paparazzi dogged her every move. “I would get very angry,” says Luca. “I wanted to walk around like other people.” To escape photographers, Hepburn spent more time with her children at La Paisible. Back in Rome, Dotti began popping up in newspaper photos that showed him at discos with younger women. Audrey, says Wolders, “was humiliated. It was especially painful for her to have a second marriage fail.”

Dotti, who has never remarried, admits, “I was no angel—Italian husbands have never been famous for being faithful. But she was jealous of other women even from the beginning.”

Hepburn and Dotti divorced in 1981. By then, she had already returned to work to help ease the pain. While shooting They All Laughed in New York City in 1980, she rekindled an acquaintance with the 46-year-old Wolders, whom she had met a few months before at a dinner party. Wolders was then recovering from the death of his wife, actress Merle Oberon, who had died in November 1979. “We met at a time when we each had gone through trials, but we knew exactly what we wanted—togetherness,” he says. Hepburn, then 50, said to a friend later that in Wolders she had finally met “her spiritual twin, the man she wanted to grow old with.” By late 1980, Hepburn and Wolders were living together and raising Luca in Rome and at La Paisible, which eventually became their permanent home.

There, feeling safe and hidden from the world, they fell into a routine they came to cherish. Days began with toast spread with Hepburn’s own homemade plum jam; from 7:30 a.m. until noon each day she worked in the dining room, usually on UNICEF matters. Lunch was often greens from her garden, a slice of Gruyere cheese and bread. Late in the afternoon, after her nap, Hepburn would take a bite of cooking chocolate, then walk briskly through the vineyards across the street. The day typically wound down with Hepburn ambling around the house with a Kent cigarette and her nightly “two fingers” of J&B Scotch, while her Jack Russell terriers Penny and Missy—she called them “my little hamburgers”—trailed behind. Later she would sometimes watch tapes of her favorite TV show—LA. Law, often sent from friends in Holland—in her bedroom before falling asleep.

Hepburn did venture back into movies, but mostly to make money to support her lifestyle. “It’s not that she was destitute,” says Wolders, “but she had to replenish her coffers.” She used the money from 1976’s Robin and Marian to buy a small chalet in Gstaad, and she accepted a role in Steven Spielberg’s 1989 Always because she greatly admired him. But she also was motivated by the $450,000 she received for three days’ work.

Starting in 1987 she and Wolders spent six months of each year traveling the world for UNICEE It was hard, often nerve-racking work. Despite her acting experience, says Doris Brynner, Hepburn had such stage fright before delivering a speech that “it was torture.” Says Leila: “You could literally see her knees knocking behind the podium.” Sean recalls she would halfheartedly vow to cut back on UNICEE then say, “but I’ve got to do this one trip.”

When she came back to the U.S. from Somalia, where she had been doing relief work in September 1992, she felt awful and told Robbie she had caught “a stomach bug.” But after the pain became intense, doctors at Cedars-Sinai Medical Center in L.A. performed exploratory surgery and found cancer of the appendix, which had spread throughout her abdominal area. Audrey wanted to hear the truth straightaway, and when told she had cancer, she just said stoically, “Oh, s—t.”

Shortly afterward, Hepburn sat on the terrace of a friend’s home in Beverly Hills, chatting calmly with Roman Holiday costar Gregory Peck and Sabrina director Billy Wilder. But in private she broke down once and asked Sean, “Where am I going to get the courage?” She flew back to Switzerland on Dec. 19, 1992, knowing she had little time to live.

Hepburn called that Christmas season “my happiest days” because the three men in her life—Robbie, Sean and Luca—were together with her. Calls poured in: President George Bush awarded her the presidential Medal of Freedom, and Marlon Brando amazed her by sending word apologizing for being a rude, silent dinner companion the one time they had met in the ’50s. Up until two days before she died, Hepburn—with Sean or Robbie—took strolls in her garden, though by then she was plagued by paparazzi hovering in helicopters.

With her customary matter-of-fact-ness, Hepburn was “as realistic about death as she was about life,” says Robbie. “She was very calm.” Adds Luca: “She said to us, ‘I’m sorry, but I’m ready to go.’ ” Hepburn fell unconscious and died at home about 7 p.m. on a Wednesday evening.

Luca says that every time he passes a flower shop in Paris, he thinks of his mother. “I miss the conversation,” he says. “Now if anything goes wrong, instead of getting her advice, I have to figure it out for myself.”

Sean, sitting in the kitchen at La Paisible after a day’s work for the Audrey Hepburn Hollywood for Children Foundation, says his thoughts go back to those last moments when she was slipping in and out of consciousness. “She kept saying people were expecting her,” he says. “Angels or Amish people working in the fields. And they were waiting for her.”

Wolders says he plans to remain in Rochester for the time being, the barren Upstate New York winters notwithstanding. He says he doesn’t regret not marrying Audrey—”We didn’t need the formality”—but he does wish they had been able to have children. His days now are spent helping to promote the foundation—and quietly grieving. “They say the pain lessens over time,” Wolders says. “That’s a crock.”