The first time Miz Ayn Bowron and Michelle Denham, owners of the Mean Woman Grill, made a profit off their fledgling restaurant; the two went straight to the mall where they each spent their $20 paycheck on a pair of red patent-leather high heels.

It was all the money they had.

They still have the shoes today, tangible reminders of their struggles, friendship and gusto for life - the same things that have made the Mean Woman a success for the past 10 years. The same things they will take with them when they close their doors for the last time.

The Mean Woman Grill in Levelland, known worldwide for its hamburgers, music and personality, will close Dec. 22, after 10 years of business. For Miz Ayn, as she is known locally at her business and on stage, and Denham, it's been 10 years of learning what they are capable of accomplishing.

"I'm not afraid of things like I used to be," Denham said, "because we've made something out of nothing."

The Mean Woman was born out of a spur - of - the - moment discussion between the two in 1996, while they were working as waitresses at the Levelland Country Club.

The conversation was characteristically short and to the point. Both were tired of working for other people. Miz Ayn thought they should open a restaurant. Denham thought she knew of a building for rent. They didn't look back.

"We didn't really think about it. We just decided that fast," Denham said.

The original Mean Woman Grill was housed in a shack on the side of Texas 114, about a block away from its current location. The windows were made of cellophane, portions of the walls of packing crates. Opened in the dead of winter, the restaurant had room for 11 cold customers.

Miz Ayn laughs now, recalling their rough beginning.

"It was so bad," she said, "although we thought we were doing great."

While customers waited for their food, they could enjoy a tiny space heater, which was passed from table to table. Meanwhile, in a kitchen barely large enough to contain a grill, the two women prepared food they'd purchased only hours before, with money earned from night jobs.

But despite the difficulty of those early days, both women say they never thought of quitting.

"Failure was not an option," Miz Ayn said. "And there was new hope every day."

Hope was brought on by a growing clientele, Miz Ayn said, who were drawn by the food and by the increasingly unique atmosphere created by artist Ronny Anderson.

A frequent customer at the grill, Anderson, a local farmer, asked permission to display some of his artwork at the restaurant. He ended up giving them more than two dozen pieces.

"We'd give him a key to the building," Miz Ayn said, "and when we'd come in on Monday, we'd have something new."

His rough, strangely lifelike works are still an integral part of the restaurant, Miz Ayn said, their distorted vivacity reminiscent of the personality of the Mean Woman Grill.

"He did all that; he brought that style to us," Miz Ayn said.

Miz Ayn and Denham took his artwork with them when they relocated in 1998 to their current location. They also brought with them another tradition they started in their shack - live music, often provided by college students from the world-renowned South Plains College music program.

John Hartin, a professor who helped start the creative arts department at the college, said the Mean Woman was one of the first restaurants in town to offer students what he felt was a valuable experience.

"It was just a great training ground in my book," he said. "They were very progressive in a lot of ways, they had live music every night, and there was great variety."

In addition to college students, the Mean Woman also became home to the Living Jukebox, a band formed by Hartin and Rusty Hudelston, who still play at the grill at least once a week.

Word about the music, the art and especially the food began to get out, Miz Ayn said, through a series of magazine articles and promotion by close friend Sandy Parker.

Soon, the Mean Woman began to receive visitors from all over the world.

Mary Siders, president of the Levelland Chamber of Commerce, said the Mean Woman Grill helped to put Levelland on the map.

"It's brought Levelland a lot of attention, a lot of publicity," she said. "No way could we ever purchase the amount of attention the Mean Woman Grill has brought to Levelland and Hockley County."

Siders said the grill is an amazing success story.

"They came with a big goal, and a mission to be successful in a small business," she said. "And they just stuck to it, and worked extremely hard and they gave to a community that gave to them."

The Levelland community has been good to the Mean Woman, Miz Ayn said, and has been the home of many of their strong base of regular customers. Many of these have become so comfortable with the staff that they often end up pitching in to help. Anytime anything breaks down at the restaurant, the plan of action is simple: Go see if there's a customer who knows how to fix it.

"We have such a loyal customer base," Miz Ayn said. "It was like, if we look out for them, they'll look out for us."

Close customers, like Lonnie Stern, who has ordered a hamburger almost every day since the grill opened, will be missed, Miz Ayn and Denham said.

"There are a lot of people we need to acknowledge for helping us," Denham said. "I guess I'd like to just thank everybody for giving us a shot."

But mostly, both are ready to put their restaurant days behind them.

"When it stresses you out just to drive to work, it's been too long," Miz Ayn said. "It's just time."

She wants to take a little time for self-discovery, and to work on her music. Denham said she plans to go back to school. Both said that regardless of what happens, after 10 years of hard work they now know exactly what they can do in the world - whatever they set their minds to.

"You know, the whole believe in yourself thing," Miz Ayn said. "Or whatever."

Ruth Bradley is a reporting student in the Texas Tech College of Mass Communications.