Wardlaws Known as L.A.'s Kingmakers.

Staff Reporter Howard Fine contributed to this story

HE wears conservative suits. She wears black robes.

He's the L.A. mayor's closest adviser. She performed the marriage ceremony for the mayor and his wife.

Together, Bill and Kim Wardlaw are one of L.A.'s most powerful couples, and they have helped shaped the city in more ways than one.

"They are inward, thoughtful people, but they are out there in the world as well. Together they are a powerhouse," said attorney Lisa Specht, a partner at Manatt, Phelps & Phillips. She has known the Wardlaws for years and worked with them on various political campaigns.

Bill Wardlaw, 53, is an attorney and financier who has been Mayor Richard Riordan's fight-hand man ever since he engineered Riordan's winning campaigns to become mayor. Kim Wardlaw, 45, was a litigator and active in politics before she became a judge, most recently appointed in 1998 to the U.s. Ninth Circuit Court of Appeals.

In many ways, Bill Wardlaw could be called L.A.' s kingmaker. He not only masterminded two campaigns for Riordan, whose term expires next year, he is gearing up to run City Attorney James Hahn's campaign for mayor (much to the annoyance of Riordan, who is supporting Steve Soboroff).

"Bill is one of the preeminent political operatives in Los Angeles," said former L.A. District Attorney Ira Reiner, who also turned to Wardlaw to run his political campaigns. "He is bright, hardworking and mighty tough. He doesn't wilt when there is a lot of pressure."

Gregarious and charming with those he's trying to woo, Wardlaw isn't afraid to get tough with the opposition.

"When you cross him, you're never forgiven," said one political operative. "He can also be the sweetest and nicest person you've ever met -- he can make your pants melt."

It was Bill and Kim who came to the conclusion in 1991 that Riordan, an attorney and investor, would be the ideal candidate to lift Los Angeles out of its economic and spiritual abyss.

Their brainstorm came while vacationing in Napa Valley. "We had just had a young son who was 2 at the time," said Kim Wardlaw, in between judicial conferences. "The city was becoming so downtrodden. The crime rate was up, and it was not an environment in which we felt comfortable raising our child. Who could turn the city around and make it a vibrant place? We came up with Dick's name."

The pair approached Riordan and convinced him to throw his hat into the ring. With the help of Bill Wardlaw and $6 million of Riordan's own money, he soon found himself at the forefront of the race.

Kim Wardlaw, a litigation attorney and partner at O'Melveny & Myers at the time, helped with the campaign. After Riordan's election, she served in a voluntary capacity in the mayor's transition committee as a liaison to the Clinton administration.

On the national scene, Bill co-chaired Clinton's California campaign, and Kim scheduled Hillary Rodham Clinton's appearances in California. The couple has spent the night in the Lincoln Bedroom at the White House.

As a federal judge, Kim Wardlaw can no longer participate in politics. But her husband still charts the political courses of his favorite candidates.

They tend to cultivate their power by having private, intimate dinners with the city's political and civic leaders. That way, the Wardlaws can spend more time with their two children, ages 10 and 4.

They are both from modest backgrounds. She grew up in the San Francisco area, the daughter of a furniture salesman. Her mother, a first-generation Mexican American, was a bookkeeper who gave her daughter a glimpse into the unseemly world of prejudice.

"All my life I have had a really keen sense of justice and injustice," Kim Wardlaw said, explaining why she always wanted to be a judge. "A large part of that is derived from the fact that my mother was discriminated against in front of me when I was a young child. My father was disowned because he married a Mexican."

Bill Wardlaw grew up in Colton, in the Inland Empire. His father managed a five-anddime store, and his mother worked in one. He attended Whittier College and graduated from UCLA Law School.

He made his fortune as a partner in Riordan's law firm, and is now a partner in the leveraged buyout firm Freeman Spogli & Co. But politics has always been his true passion. He loves pulling strings and winning the strategic war. But he has never wanted to hold public office himself. "I'm not brave enough," he said.

There is, however, one public job he has his eye on.

"Bill would be delighted to be appointed Attorney General of the United States," Reiner said.