Paso Robles, San Luis Obispo County -- When the earth heaved and the 111-year-old building began to wobble, life or death came down to which door you picked to run through.

The door onto 12th Street led to safety. The door onto Park Street did not.

The 1892 Mastagni Building -- a two-story landmark with a 15-foot-high clock tower on top and unreinforced masonry on its front -- was full of customers and employees of a dress store and a jewelry store.

As the rolling vibration built to a roar, eight customers and five employees inside Pan Jewelers turned to 62-year-old owner Nick Sherwin, one of the civic leaders whose efforts led to the preservation of the old building and the historic shopping district.

"They were looking at me, and I just said, it's time to get out, no ifs ands or buts,'' Sherwin said.

The customers and staff fled through the 12th Street door.

But nearby, two women in Ann's Dress Shop tried to run out through the Park Street door.

As they did, the roof and the clock tower collapsed on top of them, crushing them. They were identified as Marilyn Zafuto, 55, of Paso Robles, and Jennifer Myrick, 19, of Atascadero.

Barbara Zajac, 60, said she had been shopping inside the dress store with four or five other women. She was talking to Myrick when the shaking started.

Zajac ducked down. She said it got very dark and very loud as things inside the store began falling and crashing. There was dust everywhere.

"I had problems breathing," she said. "It got very dark. There was lots of noise and dust."

She ran out the right door, she said. Myrick did not.

"I feel so sad for this young woman,'' Zajac said. "I'm an old person, and she was so young. Two minutes before, she was there. Now she's gone."

June Ellart, 33, the manager of Pan's and Sherwin's daughter, said her father had always told her not to worry about locking up the jewelry in the event of an earthquake.

"I'm just really grateful that we had told our employees over and over again what to do," she said. "We always said, just run. Don't worry about the jewelry. The jewelry is not as important as your life. I think that's what saved our lives.''

Outside, in a blinding cloud of mortar dust, Ellart waited an agonizing several seconds after the quake for her parents to appear.

"I was terrified, and I was screaming for them," she said. "I couldn't see anything.''

Her husband, Rene Ellart, said he knew the antique wood and brick building was a "ticking time bomb that would come down in an earthquake.''

Police Sgt. Bob Adams said the city had passed a law in 1988 requiring unreinforced masonry buildings to meet the state standards for withstanding earthquakes. Generally, that requires owners to reinforce the structures within the next decade or so.

"We've been slowly getting them done," said Mayor Frank Meecham, "and the buildings we've gotten done are still standing."

The Mastagni Building was not among them. Its owner could not be reached for comment Monday night.

"They were going to get it going as soon as they could," said Jan Hop, president of the Paso Robles Main Street Association, a historic preservation group. "They wanted to do it because they were going to put in an elevator for the disabled, and renovate the second floor for offices or retail shops."

The clock tower that collapsed on the Mastagni Building had four faces, and its antique mechanism chimed out the pulse of the town. Sherwin was in charge of keeping it ticking.

On Monday, after it collapsed, he salvaged an hour hand and a minute hand from one of the clock faces and stood across the street, clutching the two hands and gazing at the wreckage.

"It basically kept good time,'' he said. "Until today.''

Quake at a glance

Magnitude: 6.5

Aftershocks: 14 of magnitude 4 or greater

Killed: Two people

Injured: At least 40

Buildings damaged: 46 in downtown Paso Robles; others in San Miguel and Atascadero

San Francisco Chronicle December 23, 2003