Lady Gaga, New York Doll

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If she's ever interested, there's one man in Lady Gaga's life who's up for pretty much anything she might want: His name is Marilyn Manson, and he's newly single. The two stars met not long ago when they recorded remixes of each other's upcoming singles, and they hit it off. But when Manson shows up at Gaga's photo shoot late one Monday night — toting a glass of absinthe, an assistant filming him with a Flip camcorder — he makes it hilariously clear that he'd like to get to know her a lot better. "I want to be that guy," he says in Gaga's dressing room, as she screens her sleekly imaginative new "Paparazzi" video, which has her making out with a studly model. "I want to be balls deep."

Gaga laughs it off, leaning on his shoulder. Manson points to a wire hanger on a nearby shelf. "You're going to need these for the abortion later." Another laugh. "I'll give you a cervical exam," he offers minutes afterward.

In between horrifying pickup lines, Manson makes the case for Gaga as an artist: "I was most impressed by her paparazzi photos. I thought that it looked the way that rock stars should look, as exciting as something that Warhol or Dalí would do. And I don't consider her to be similar to her contemporaries — the other girls that do pop music — simply because she knows exactly what she's doing. She's very smart, she's not selling out, she's a great musician, she's a great singer, and she's laughing when she's doing it, the same way that I am."

Gaga grew up in comfort on the Upper West Side of Manhattan, studying classical piano and working with Christina Aguilera's voice coach. Her dad, a former bar-band musician, raised her on Bruce Springsteen records, and she sang in a classic-rock cover band during her freshman year of high school at the Catholic, ultra-upscale Convent of the Sacred Heart. "I met some good-looking guys with guitars, and I wanted to have sex with really hot older men — they were seniors," she says.

At NYU, she sang in a glammy band, while starting to write and play piano-heavy solo songs that — depending on whom you ask — sounded like Tori Amos, the Beatles, Elton John, Queen or Otis Redding. "That was my favorite, the incredibly theatrical and emotional stuff where you could really hear her voice," says a key early collaborator, New York scenester Lady Starlight. These very different tracks won Gaga a first, short-lived record deal with Island Def Jam — and that side still comes out in the solo piano segments of her live shows.

But Gaga was starting to find her own music dull. "I was like, 'If it wasn't me, I wouldn't listen to this. I would be bored at this show,'" she says. "It was like a baby becoming a toddler — at a certain point, I smelled my own shit and I didn't like it." A Prince-inspired tune called "Beautiful, Dirty, Rich" was a breakthrough. With its hip-hop break beat and hypnotic spoken chant, it cracked open new, danceable possibilities. "I always loved pop music," says Gaga, who defines the genre loosely. She rattles off her favorite "pop" songs of all time: Led Zeppelin's "Whole Lotta Love," the Beatles' "Oh! Darling," Wilson Phillips' "Hold On," AC/DC's "T.N.T." and David Bowie's "Rebel Rebel."

Even after hearing "Beautiful, Dirty, Rich," Def Jam execs dropped Gaga. "They didn't get it," she says. "Some people still don't get me." After a dispiriting few months, she began working with RedOne, a synthesizer-loving Moroccan-Swedish producer, and found a new record deal with Interscope. In a single week, she and RedOne wrote and recorded her album's first three singles: "Just Dance," "Poker Face" and "LoveGame." "I just felt so free," she recalls, "and there was nothing in my way."

Gaga, a misfit in the Gossip Girl world of her high school, had found her true self. "I've always been Gaga," she says. "It's just that all the years of schooling and being in a Catholic environment and living in a place where we were kind of told what was the right way to be, I suppressed all those eccentricities about myself so I could fit in. Once I was free, I was able to be myself. I pulled her out of me, and I found that all of the things about myself that I so desperately tried to suppress for so many years were the very things that all my art and music friends thought were so lovely about me, so I embraced them."

Manson's namesake, Marilyn Monroe, is singing "Diamonds Are a Girl's Best Friend" on a photo-studio sound system, and Lady Gaga and a youthful-looking Cyndi Lauper are straddling giant pink lipstick tubes as flashbulbs pop. "It's like a penis!" Gaga says, playing the ingénue. They're wearing near-matching Jetsons-style red dresses, and Lauper keeps giving her younger counterpart little tips in her thick New York accent: "Put your leg out like that, it's more flattering. Arch your back! Stick your butt out and puff your chest."

"She's such a doll," Lauper says of Gaga afterward.

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