CHAGRIN FALLS, OHIO -- Widowed, childless and past 80, Bill Cruxton wanted his $500,000 fortune to make a difference in someone's life.

When he died last month, Cruxton left the bulk of his estate to Cara Wood, 17, a high school senior who befriended him during the 13 months she worked part time as a waitress at Dink's Restaurant.

Cora Bruck, 86, Cruxton's sister and only living relative, has challenged the will, which designated enough money to pay for her funeral. She says it does not represent his true intentions.

"Mr. Cruxton's longtime friends all agree this was not the same guy," said Mark Fishman, Bruck's attorney. "The Bill Cruxton that they knew was a very conservative and down-to-earth guy. This is the last thing they would have expected from the true Bill Cruxton."

But employees and patrons at Dink's, a diner in this Cleveland suburb, knew Cruxton as a lonely man who appreciated the attention he got from Wood.

"Cara is just a good kid," said Dennis Zdolshek, co-owner of the restaurant. "She was just a typical junior in high school, yet she took the time to do things for Bill."

Cruxton's wife of 40 years, Gertrude, died of cancer in 1989. He soon became a regular at Dink's, eating lunch and dinner there every day. Employees and customers became his family. If Cruxton was late for a meal, Wood called to make sure he was all right.

"You could tell when Bill came in," Wood said. "You'd hear him shuffling down the hallway, and everybody would say, 'Bill's here.' "

Cruxton was popular among the patrons, and he often would spend the evening visiting table to table, Zdolshek said. But whenever Wood was working, he made it a point to sit in her section.

"He knew that Cara's dad had died," said Maggie North, 18, a waitress at Dink's. "I think he felt like he was a father figure. I know he bought her some gifts and things. I think he was lonely."

Wood, a self-described tomboy whose greatest passion is playing soccer, quit the restaurant in September because of conflicts with her soccer team's schedule. But she kept in touch with Cruxton, running errands for him and helping him around the house. Because of his poor eyesight, she often helped him to read his mail and pay bills.

Cruxton died of a heart attack on Nov. 9 at age 82. His estate included a $141,000 home, $200,000 in U.S. Treasury notes, $45,000 worth of jewelry, two cars, $21,000 in cash and assorted other valuables.

He accumulated his wealth as owner of a piano and organ moving company, which he sold in the 1970s. He was active in Republican politics in nearby Moreland Hills, where he lived.

A previous will had named another Dink's waitress as the main beneficiary, but after she left for another job and lost touch with Cruxton, he drew up a new one.

He made no attempt to keep the will secret, often talking about it with friends at Dink's. Zdolshek said everyone there knew that Cruxton's friendship with Wood was important to him but was strictly friendship.

"It's sad to think that people would immediately look at it from a negative standpoint," Zdolshek said. "They should be able to accept it at face value, that somebody was nice to somebody else."

A hearing on Bruck's challenge in Cuyahoga County Probate Court is scheduled for February. Bruck lives on Medicaid in a nursing home, and the money "would assist her greatly in leading a comfortable lifestyle," Fishman said.

Meanwhile, Wood is making plans to go to college, regardless of whether she gets the money. She wants to major in business.

"I was working to pay for college, but we weren't living out of a box or anything," Wood said. "I still get an allowance from my mom."