LOS ANGELES (Nov. 30) - George Harrison, the Beatles' quiet lead guitarist and spiritual explorer who added both rock 'n' roll flash and a touch of the mystic to the band's timeless magic, has died. He was 58.

Harrison died at 1:30 p.m. (2130 GMT) Thursday at a friend's Los Angeles home following a battle with cancer, longtime friend Gavin De Becker told The Associated Press late Thursday. Harrison's wife, Olivia Harrison, and son Dhani, 24, were with him.

''He left this world as he lived in it, conscious of God, fearless of death, and at peace, surrounded by family and friends,'' the Harrison family said in a statement. ''He often said, 'Everything else can wait, but the search for God cannot wait, and love one another.'''

With Harrison's death, there remain two surviving Beatles: Paul McCartney and Ringo Starr. John Lennon was shot to death by a deranged fan in 1980.

''I am devastated and very, very sad,'' McCartney told The Press Association, a British news agency, early Friday. ''He was a lovely guy and a very brave man and had a wonderful sense of humor. He is really just my baby brother.''

It wasn't immediately known if there would be a public funeral for Harrison. A private ceremony had already taken place, De Becker said.

In 1998, Harrison disclosed that he had been treated for throat cancer. ''It reminds you that anything can happen,'' he said at the time. The following year, Harrison survived an attack by an intruder who stabbed him several times. In July 2001, he released a statement asking fans not to worry about reports that he was still battling cancer.

The Beatles were four distinct personalities joined as a singular force in the rebellious 1960s, influencing everything from hair styles to music. Whether dropping acid, proclaiming ''All You Need is Love'' or poking fun at the squares in the film ''A Hard Day's Night,'' the Beatles inspired millions.

Harrison's guitar work, modeled on Chuck Berry and Carl Perkins among others, was essential.

He often blended with the band's joyous sound, but also rocked out wildly on ''Long Tall Sally'' and turned slow and dreamy on ''Something.'' His jangly 12-string Rickenbacker, featured in ''A Hard Day's Night,'' was a major influence on the American band the Byrds.

Although his songwriting was overshadowed by the great Lennon-McCartney team, Harrison did contribute such classics as ''Here Comes the Sun'' and ''Something,'' which Frank Sinatra covered. Harrison also taught the young Lennon how to play the guitar.

''As he said himself, how do you compare with the genius of John and Paul? But he did, very well,'' rock star and activist Bob Geldof told BBC radio.

He was known as the ''quiet'' Beatle and his public image was summed up in the first song he wrote for them, ''Don't Bother Me,'' which appeared on the group's second album.

But Harrison also had a wry sense of humor that helped shape the Beatles' irreverent charm, memorably fitting in alongside Lennon's cutting wit and Starr's cartoonish appeal.

At their first recording session under George Martin, the producer reportedly asked the young musicians to tell him if they didn't like anything. Harrison's response: ''Well, first of all, I don't like your tie.'' Asked by a reporter what he called the Beatles' famous moptop hairstyle, he quipped, ''Arthur.''

He was even funny about his own mortality. As reports of his failing health proliferated, Harrison recorded a new song - ''Horse to the Water'' - and credited it to ''RIP Ltd. 2001.''

He always preferred being a musician to being a star, and he soon soured on Beatlemania - the screaming girls, the hair-tearing mobs, the wild chases from limos to gigs and back to limos. Like Lennon, his memories of the Beatles were often tempered by what he felt was lost in all the madness.

''There was never anything, in any of the Beatle experiences really, that good: even the best thrill soon got tiring,'' Harrison wrote in his 1979 book, ''I, Me, Mine.'' ''There was never any doubt. The Beatles were doomed. Your own space, man, it's so important. That's why we were doomed, because we didn't have any. We were like monkeys in a zoo.''

Still, in a 1992 interview with The Daily Telegraph, Harrison confided: ''We had the time of our lives: We laughed for years.''

''George has given so much to us in his lifetime and continues to do so even after his passing, with his music, his wit and his wisdom,'' Lennon's widow, Yoko Ono said Friday.

Alan Williams, The Beatles' first manager, described Harrison as the major cog in The Beatles. ''He kept them together probably because of the calming effect he had,'' Williams said.

After the Beatles broke up in 1970, Harrison had sporadic success. He organized the concert for Bangladesh in New York City, produced films which included Monty Python's ''Life of Brian,'' and teamed with old friends, including Bob Dylan and Roy Orbison, as ''The Traveling Wilburys.