Ryan O'Neal, Alana Stewart and her hairdresser, Mela, were at Farrah Fawcett's bedside at St. John's Medical Center in Santa Monica as she took her last breath.

But two of the most important men in Farrah's life were sadly missing. Her son, Redmond, and her elderly father, James, were unable to make it to her in time. "I am really worried about what's going to happen to Redmond now," a family friend says about Farrah's son, who has been in a court-ordered drug program since April.

"He is going to go through a severe depression once this sinks in, and then he is stuck there and no one is likely to go see him. It's pretty awful," adds the friend.

Flowers sent by Farrah's friends — including William Shatner, Candy Spelling and her Charlie's Angels co-stars — surrounded the beloved star.

"Everyone is distraught," admits the insider.