Dean Smith cuts down the net after UNC beat Georgetown for his first national title in 1982. Barb Fordham, a family friend, remembers a big party in a hotel suite afterward; Dean was sitting by himself, watching a replay of the game. Pete Leabo/AP Images

BILL GUTHRIDGE, his oldest friend, has the office next door. They've known each other 60-some years; in the early '50s, when Dean was a backup guard at Kansas, he briefly dated Guthridge's sister. Dean followed Guthridge's coaching career, and in 1967 he hired Guthridge from Kansas State. Over the years, Coach Gut had regular offers to be the head man somewhere else. He got on a plane once to take the job at Penn State, but changed his mind on the layover. He ended up spending 30 years in UNC's second chair. When Dean decided to quit in '97, he didn't announce it until October -- way too late for the athletic department to hire anybody but the man waiting there on the bench. Guthridge coached three years and took the Tar Heels to two Final Fours. Then he retired, too. He got his taste.

Guthridge could deal with Dean's irritability, his need to control the smallest things. Hanners remembers Guthridge getting behind the wheel to drive them across town to lunch and Dean starting in before he could crank the car: Which route are you taking? Where are you turning off? Do you know the best way? Guthridge would glance over and say: Well, Coach Smith, I thought I'd go through Mebane. (Mebane being about 20 miles from Chapel Hill.) They squabbled and picked and laughed and talked for all those years. They sat side by side on the bench and now side by side in their little offices. There is one difference now. When Dean comes in, Guthridge slips away.

"It's something that I have learned to stay away from," he says. "Because it breaks my heart."

Every so often, Roy Williams walks over from the big office around the corner to check on Dean. Williams played on the freshman team at UNC, kept practice stats for Dean, taught at his summer camps. He was a high school coach with a losing record when Dean offered him a job as a part-time assistant in 1978 for $2,700 a year. Williams drove all over the state selling UNC calendars until he got full-time pay. He stayed 10 years, left to be head coach at Kansas, shocked the Carolina family by turning down the job when Coach Gut retired, then took it when UNC called again in 2003.

In the space of two sentences, he calls Dean an icon and a hero. He still remembers the night before he left for Kansas, dinner at the Smith house, Dean pulling him aside and saying: Just be yourself. You don't have to be anybody else. You're good enough. And don't take the losses so hard.

He still takes the losses hard. His sister died of complications from Alzheimer's. Now he sees what happened to her happening to Dean.

"It's hard to see him," Williams says. "Because I want to remember the '70s, '80s, '90s and early 2000s. That's what I want to remember."

Dean sometimes thought he retired too early. Linnea, who once wrote an academic paper on post-retirement depression, worried he would mope. But he enjoyed those first years away from the sideline. He spent more time with his kids -- he has five grown children (three from his first marriage, two with Linnea) and six grandchildren. He watched the Tar Heels as a fan, his heart pounding in a way it never did on the court. He took detailed notes on every game. He never shared the notes unless he was asked, but if somebody asked, he was thrilled. Sometimes Williams would ask Dean to draw up a play or two. It didn't hurt to have an unpaid assistant who retired as the winningest men's coach in college basketball history.

He had always made time for someone in the inner circle -- he would stop an interview or usher out a guest if a former player was on the phone. But now he really had time to talk.

"Then I noticed one day," Woods says, "that he was starting to forget some of their names."

Looking back, Linnea thinks Dean's memory started to erode in 2005 or 2006. But everybody in the Carolina family noticed after he had knee replacement surgery in 2007. He had a bad reaction to the anesthesia. He went home but then had to go back in the hospital. When he finally came out, he was disoriented. He would see a former player he'd known for years, and, instead of calling him by name, he'd nod and say: Young man.

One day he drove to the Smith Center, and instead of parking in his normal space, he left his car on the patio of the Rams Club building next door. "It's hard to get a car over there," Linda Woods says. That was about the end of his driving.

Now a specially equipped van takes him around in his wheelchair. Not long ago, Woods was helping strap him in the van so he could go back home. She felt a tap on her shoulder: "I looked up and Coach Smith had the biggest smile on his face. I hadn't seen that smile in a long time. That was the reward for my whole week."

Woods says Phil Ford visits more than anybody else. Michael Jordan is the greatest player to come from UNC. But the greatest player as a Tar Heel -- and still the most beloved -- is Phil Ford. He made first-team All-America three times as Dean's point guard from 1974 to 1978. He finished as UNC's all-time leading scorer and even now ranks second, behind Tyler Hansbrough. (Jordan is 12th.) Ford ran the Four Corners offense, the delay game that iced Carolina wins and led to the shot clock in college ball. It was Dean's highest tribute -- control of the team on the floor. After Ford's NBA career, Dean hired him as an assistant. And in the '90s, when Ford picked up two DUIs and admitted he was an alcoholic, Dean memorized Alcoholics Anonymous' 12 steps so he could help Ford get sober.

Ford still lives in the area and has a son at UNC. So he comes by a lot to sit with Dean. "He knows I'm there somewhere," Ford says. "Sometimes you can see in his eyes, he's so close to coming back. Somewhere in the back of my heart, I believe it."

Ford brings up old games, and every once in a while, Dean will smile. Sometimes they just sit there in silence.

LORD, HOW THE other schools hated him. St. Dean, they called him. Fans of the other ACC teams united under the ABC banner: Anybody But Carolina. When the NCAA tournament came around, schools around the country crowded into the tent. Someone in every group had a Dean impression, that accent as dry and flat as the Kansas prairie: It might have looked like luck to you, but we practice making those 40-footers off the backboard. That's the Carolina Way.

They grumbled about how Dean subtly baited the refs, how he planted seeds with the media that other teams played dirty. They were furious when he pulled out the Four Corners and stalled his way to a win. They couldn't stand how he acted all humble but still gave off that whiff of we're-better-than-you. They smelled it everywhere. One year the Heels beat Wake Forest after a five-second call when Wake couldn't get the ball in bounds. "We did play six seconds of good defense there," Dean said after the game. See, the ABCers said. Even when he won, a little dig.

When Mike Krzyzewski took over at Duke in 1980, he challenged Dean like no one else had. At Duke in '84, Dean sent a sub to the scorer's table, but the horn didn't sound at the next break, and the refs didn't wave the sub in. Dean ran down to the table and tried to sound the horn himself. Instead he banged the scoring button, and 20 points popped up on the Tar Heels' side of the scoreboard. The Duke fans went nuts. Dean somehow avoided a technical. Carolina won. Afterward, Krzyzewski complained about "the double standard that exists in this league."

There was also a double standard in Dean's head. He preached process instead of winning and losing. But it was easy to say that when he recruited so many great players that winning was a natural byproduct. The process worked so well, it hid the coal of desire that burned in his gut.

"Was Michael Jordan competitive on the court?" Dave Hanners says. "That's how competitive coach Smith was. People just didn't see it in the same way."

Now, as Dean has declined, the bitterness among his rivals has melted. When Lefty Driesell was at Maryland, he wrote Dean a letter to inform him they wouldn't be shaking hands after games anymore. Now Driesell frequently calls to check in. In June 2011, Krzyzewski and Dean were co-winners of the Naismith Good Sportsmanship Award. Krzyzewski keeps a photo in his office of the two of them sitting together at the ceremony in Raleigh. He told The Charlotte Observer last year: "I felt it was like two generals now at peace."

HE CAME OUT onto the court one last time. It was 2010, and UNC had put together an alumni game as part of the celebration of 100 years of Tar Heel basketball. They planned to honor Dean at halftime. They didn't tell him. They worried he wouldn't show if they did.

There was a full house at the Dean Dome. At halftime, a tribute video played on the big screens. Dean couldn't see it. He was down in the tunnel with Williams, Guthridge and Eddie Fogler -- his assistants on that championship team from '82. They had told him they'd walk onto the court together as part of the ceremony. He could hear an announcer, and cheers. But in the tunnel, the sound was muffled.

What are they talking about out there? he asked.

Well, they're talking about North Carolina basketball, Williams said. You and North Carolina basketball.

Can't we just go stand out there now?

Wait just a second, Coach. Just a second.

The video ended and Williams, Guthridge and Fogler led Dean onto the court. Just as they got to the center, the three assistants stepped back. Dean stood alone in the light.

Then his old players surrounded him. They hugged him and shook his hand and cried. Bobby Jones, who played for Dean in the early '70s and went on to be an NBA All-Star, wasn't sure Dean would remember him. "So I just said, 'Coach, it's Bobby Jones. Thanks for all you've done for me. We all love you.' He looked up. I could tell he certainly recognized me, and said 'Hey, Bobby.' That was a good feeling."

The players lingered. The fans would not stop cheering. Dean waved to the crowd but did not speak. Then he walked back into the tunnel.

THERE ARE STILL MOMENTS. Dean works out three times a week with exercise physiologist Kevin Kirk at Functional Fitness in Chapel Hill. Once he entered middle age, Dean didn't exercise much; for years he lived on pot roast and cigarettes and the occasional scotch. So he wasn't happy about the workouts. Sometimes he'll do a few leg presses and stretch the exercise bands. Other times Kirk just helps him flex his arms and legs.

One day they were working with a rubber ball about the size of a volleyball. Kirk stood a few feet from Dean and they bounced it back and forth a while. Then Kirk noticed Dean was glaring at him, and pointing to a spot a few feet away.

Kirk moved over there. Dean bounced him the ball. Dean pointed him to another spot, and another.

It took a minute for Kirk to catch on. Then it hit him: We're running a drill. I'm running a drill with Dean Smith. I'm on his team.

There is no way to tell when the curtain will part. There is no way to know what you will remember. You can only hope for moments worth remembering.

Kirk hustled around the floor, at Dean Smith's direction, and the old coach passed him the ball.

LAST YEAR, AFTER A FAN nominated Dean for the Presidential Medal of Freedom -- the nation's highest civilian honor -- UNC officials lobbied Washington to make sure he got it. The president can award the medal to people who, among other things, "have made especially meritorious contributions ... to cultural or other significant public or private endeavors." Dean had a case beyond the wins and the titles. Ninety-six percent of his lettermen graduated. Dean was active in politics -- he fought for a nuclear freeze and against the death penalty. And he nudged his part of the world forward when it came to race.

In the late '50s, Dean and Bob Seymour -- his pastor at Binkley Baptist Church -- took a black theology student to Chapel Hill's finest restaurant, a segregated place called The Pines. Dean was just an assistant coach then, but the managers knew him -- the Tar Heels ate team meals there. None of the staff said a word. The three men sat down and ate dinner.

Dean also recruited Charles Scott. Among UNC players, Jordan is the best and Phil Ford is the most beloved, but Scott is the most important. He came to campus in 1966 as UNC's first black scholarship athlete. He became the ACC's first black star. The maddest anybody remembers seeing Dean was a night at South Carolina when a fan called Scott a "black baboon." Dean headed into the stands before a coach pulled him back. All the way through college, and all the way through Scott's 10-year pro basketball career, fans and writers called him Charlie. He always preferred Charles. Dean called him Charles.

"He is basically the cornerstone of how I measure myself," Scott says. "To give you a story about what he has done is to give you the outline of my life."

These days Scott lives in Columbus, Ohio, where his son Shannon is a junior guard for Ohio State. His son's full name is Shannon Dean Scott.

The Medal of Freedom ceremony was at the White House in November. The 16 honorees ranged from two Nobel Prize winners to Loretta Lynn and Oprah. President Barack Obama noted that Dean couldn't come "due to an illness that he's facing with extraordinary courage." (He also brought up the old line that Dean was the only man in history who held Michael Jordan under 20 points a game.) Linnea took Dean's place, sitting next to Gloria Steinem on the stage, and accepted the medal and a hug from the president. She and Dean had been to the White House before, back in '98, when the Clintons held a state dinner for President Kim Dae-jung of South Korea. Kim's son was a Tar Heels fan.