So I watched the NBC version of the Sound of Music, and I felt that the Baroness was well played.

And because it was based on the stage show, it also reminded me of one of the songs that was sadly cut from the film, and I've decided to slip that into place.

As for the Baroness in my story, I think in the film she first noted the attraction between Maria and the Captain during Edelweiss and I want to keep that the same. I don't think a woman in her position would see Maria as a threat to her. I also plan to incorporate more of her character from the stage show into here. Eleanor Parker did a wonderful job in the movie but I felt that a lot was cut from the character and I'd like to bring some of that back as she was never a villain - despite what she did at the ball.

Also we haven't seen the last of the darker, grief stricken side of the Captain. I don't believe that would simply dissolve overnight, even if he had started to move on whilst in Vienna.

Lastly, thank you for the kind reviews. I'll try not to be too long with the next chapter :)

The wine was bitter on her tongue, her lips pursing as she took another sip from the glass. "Georg is taking his time," she finally muttered, her fingernails tapping against the arm of the chaise lounge.

Max gave a wry chuckle. "He does have seven children to tuck in, I imagine that that takes some time."

"Surely that is Fraulein Maria's job," she pointed out, annoyance evident in her tone.

Eyeing her curiously, he replied, "It would appear that Georg has decided to take revert back to the hands on role he used to adopt as a parent." He took a sip of his own whisky as he continued, "That may be something you'll have to become accustomed to."

"Hmmm," she drawled in reply. "I have to admit that I prefer the idea that children should be seen and not heard." Her perfectly painted lips curved into a humourless smile. "I could even tolerate them appearing after dinner to say goodnight, perfectly attired and ready for bed."

Max snorted at that. "You most definitely have another family in mind. Even when Georg was running this place as though it were simply another one of his ships, the children were not exactly known for their bouts of quiet contemplation."

"Yes, I remember the phone calls and telegrams." She gave a soft sigh. "Still we can hire a competent governess and spend more time in Vienna than here."

"A competent governess," Max echoed, his eyebrow arched, "You are aware that the children already have one who they seem to be extremely fond of."

"Yes, yes," Elsa waved her hand dismissively. "But she is a postulant, at some point she will have to return to the Abbey to take her vows. She is merely a temporary sticking plaster, thankfully."

"You make it sound as though you don't like her," he stated, wondering if perhaps Elsa had picked up on the mild under current between her soon to be fiancé and his young governess.

She gave a small shake of her head. "Nothing quite so drastic," she assured him. "I simply don't think the girl understands her place here, she is staff and yet..."

"You think she behaves inappropriately?"

"No, nothing quite so obvious." Her eyes narrowed as she tried to pick the correct words to describe her feelings. "She is young and believes the best in everyone. I am...not so young," she commented with a smile, "and a consummate cynic. I expect that is why she makes me feel quite so on edge, I am simply not used to her, or indeed anyone like her. No doubt she has the same effect on Georg."

"She certainly is a whirlwind," Max replied uneasily. He didn't think that Georg was suffering from the same effect, but then it was far too soon for him to voice any concerns. His friend could simply be reacting to the presence of a young, attractive woman and nothing more would come of it. Certainly Georg would not risk his reputation or indeed hers on some silly attraction. Except for once in his life, Max Detweiler did not feel quite so sure of himself, change hung in the air and he did not like it one little bit. He sipped on his whisky again, relieved when Georg strolled into the room.

"There you are, Georg," Elsa remarked happily, rising to her feet to greet him, kissing his cheek as she led him to a seat. "You look absolutely exhausted. Sit down, I'll get you a drink." Her hands rested momentarily on his shoulders before she swept round, her long skirt swishing around her ankles.

Max waved his glass, telling her suggestively, "I could do with a refill, since you're already on your feet."

She rested one hand on her hip and shot him a smirk as she shot back teasingly, "Max, I am not a barmaid."

"Of course not, your tastes are far too expensive, but I'm practically an old man now. I might even break a hip."

Elsa rolled her eyes, relieved when she heard Georg's chuckle. It seemed his odd mood from Vienna was finally sliding away. She felt her shoulders relax at that thought and cheerfully told Max, "I suppose on this one occasion I could humour you, although less of the old, darling, there aren't that many years between us."

"Ah, but you carry the years with much more ease than I could ever hope to," he replied charmingly as a new glass was passed into his hand. He watched as Elsa settle down beside Georg, her hand lingering over his as he handed her her drink, saw the small smile that passed between the pair and he felt the sight soothe his slightly frazzled nerves.

"Thank you," Georg told her.

"My pleasure. Are the children all settled then?" She crossed her fingers at her side, out of his sight, the last thing she wanted was any interruptions, it was beginning to feel as though she would never get Georg on his own, and that was not conductive to convincing him to finally propose.

"They are," he confirmed. "Although Marta and Gretl did try to wrangle a second story out of me."

Elsa looked at him in bemusement. "I would have thought they were too old for stories at bedtime, Marta should be considering her debut."

Max stifled his snort into his drink, while Georg frowned at her. "I may not be quite so au fait with the current rules that dictate societal debuts, but I do believe that seven is quite young to be having such concerns."

Shooting Max a glare that would have stripped paint, Elsa managed a small, seemingly carefree laugh. "I'm ever so sorry, Georg, I must have become muddled with your children's names." She waved her hand almost dismissively. "Of course you can hardly blame me, you do have a veritable army of them." When the frown on his face only deepened, she added quickly, "Of course I'm sure given time, I'll get it all straight in my head. We'll be the best of friends."

Georg caught a sight of her slightly anxious expression and forced himself to give her a conciliatory smile. "I'm sure you will," he told her, his voice tight. He took a sip of his drink, he couldn't force Elsa to take an interest in his children, he didn't expect her to suddenly become a natural mother but he had hoped, did hope, that they would be able to form some semblance of a bond.

Elsa felt her heart speed up at the ice in Georg's tone, she knew she had made a misstep but she could not help but feel as though the playing field had shifted, and not in her favour. Whilst in Vienna, she had been under the impression that all she had to do was meet the children and ensure they didn't despise her on sight, now it felt as though more was required and she wasn't quite sure she could meet those expectations. Composing herself, she took a small sip of wine before speaking once more, "Perhaps one night I could accompany you...unless of course you have already delegated the task to Fraulein Maria."

"She will of course continue to oversee the children's bedtimes but where possible I shall assist her." He squeezed Elsa's hand. "Your presence would of course be a delight, and I'm sure the children will be pleased that you've taken such an interest in them."

"The pleasure will be all mine, I'm sure," she replied. Glancing over at Max, she smiled at his nod of approval, her confidence returning to her. Taking another sip of wine she gave a laugh as she added, "After all Georg, it simply isn't seemly for you to be visiting so many bedrooms with your young Governess." She nudged his arm with her elbow. "It's a relief that she is to become a Nun, otherwise I think I might have been concerned."

"Don't be ridiculous, Elsa," he returned sharply. "Fraulein Maria is under my protection in my house."

"I was only joking, Georg," she told him calmly, perturbed by his sudden swing in mood.

"Well don't. Jokes like that are how rumours start and I will not have her reputation destroyed simply for the sake of your amusement." He drained the rest of his drink swiftly and got to his feet, announcing, "I think I shall bid you both goodnight, it seems today has left me rather overtired."

Watching as Georg strode from the room, her fingers curling and flexing awkwardly as she realised he hadn't kissed her hand as was his routine, Elsa pursed her lips together as she commented, "I sometimes forget how proper Georg can be."

Max let out a deep breath. "He does hold himself to a strict set of rules," he replied almost cagily. If truth be told he himself was slightly surprised by the vehemence of Georg's reaction, to him that alone spoke volumes. It suggested that perhaps his friend was not completely unaware of the tension that lingered between himself and Fraulein Maria and that the very thought bothered him. He ran his finger around the rim of his glass, it was unfortunate of course that Elsa had mentioned the situation at all.

"I shall just have to do my best to corrupt him then," she teased. She lounged back against the chair and smiled across at him. "He was so utterly charming in Vienna and almost lackadaisical compared to how he is here, I simply need to coax that side to the surface once more."

"He does have rather more on his plate here."

"Yes, yes, the children." She gave a small shake of her head, "but that is why one employs a governess, and given time I'm sure even the...rambunctious Fraulein will learn her role and her place; and when that happens Georg and I can carrying on enjoying our life.."

"I fear you may be over simplifying matters."

"We are both rich," Elsa laughed. "Life is simple."

"Perhaps that is the problem," he told her, a smile playing across his mouth once more as he pointed out, "after all you seldom here of famous love affairs between two people with money, there is always some form of diversity or adversity to overcome." He held his hands out in a gesture of mock helplessness. "How can love survive without it?"

"Oh you do amuse me, Max," she replied. "We are two millionaires with a dream, we'll find a way to keep the romance alive."

"You millionaires with your financial affairs," he told her teasingly, "are too busy for simple pleasures. When you are poor it is toujours l'amour, for l'amour all the poor have leisure."

"Ah yes, we are trapped by our capital gains," she sighed, her eyes twinkling. "But nonetheless I'm confident we can find a way. Money does talk you know," she added coquettishly. Raising her glass and tilting it in his direction she toasted, "Here's to two millionaires proving the world wrong."

"Hear hear," Max replied with a chuckle, after all if anyone could make this work it would be Elsa.

As he stalked down the corridor to his study, Georg could hear the laughter of both Max and Elsa reverberating in the room he had just left. He felt a slight pull of discomfort, he had over-reacted and he knew it. His face settled into a dark frown, Max would no doubt remark on his reaction to Elsa's teasing and yet he had no explanation as to why he had lost his temper so quickly.

That wasn't technically true, he acknowledged after a moment, he knew full well why he had reacted like that, it was because he found that damnable girl attractive and he was ashamed of himself for doing so. He would never act on it of course, could never do so, his conscience simply wouldn't allow it, but it irked him that he had even entertained such a thought.

At the sound of soft footsteps on the staircase, Georg turned to see the girl occupying his current thoughts rushing down them. She paused when she saw him, one foot still hovering in mid air as she offered him a nervous smile. "Oh, Captain, I was looking for you, I was hoping we could talk."

This did not bode well for him, he decided quickly, probably an unfair generalisation but so far her 'talks' with him consisted of either a lecture on his faults or moments where she managed to amuse him greatly, which left him feeling just as tortured as the former, just in a completely different manner. Nonetheless he straightened, bowing his head slightly as he asked, "And what would you like to discuss?"

Maria frowned at him, unsure whether or not he was trying to be deliberately obtuse. "The children," she replied.

"Ah yes," a smile tugged at his lips, despite the effect it had on him, he had to admit that he did quite enjoy sparring with or teasing her. "The children, I had hoped that perhaps I was about to hear your views on current affairs."

Her eyes narrowed further. "I was always taught that if you had nothing pleasant to say then you shouldn't say anything at all, therefore I'm afraid I won't be able to fulfil your wish."

Georg looked at her with interest. "One would think that you do not subscribe to the beliefs of our upcoming political party."

"I do not," she admitted. "To hold a race of people as inferior to oneself is abhorrent, it is not what our Lord teaches us." She flushed slightly. "I know I should not say that but-"

Georg held up his hand. "It is quite alright, Fraulein. I agree with you, but you are right, in such uncertain times until you know who your friends are it is sometimes prudent to bite your tongue. Although Lord knows we will not be able to do so forever and neither should we."

"Sometimes it is just as bad to stand back and do nothing."

"Very wise, Fraulein," he remarked. "I do sometimes fear that that is the path Austria shall take." He gave a small shake of his head. "Still, now is not the time for such worries. You wished to talk to me about the children?"

"Yes." She nodded eagerly. "It's about their bedtimes."

Georg gave a weary sigh. "Fraulein, I may be willing to make concessions to the rules I have previously imposed on the household, but the children do need their rest."

Maria skipped down a few more steps. "Oh yes, I quite agree, Captain," she told him cheerfully.

"Then what exactly is the problem?"

"They all have the same time."

He frowned, a small noise of confusion forming in his throat. "I fear I have lost the thread of this conversation, it has been a rather long day."

"The children," she explained patiently. "They all go to bed at the same time. Liesl is eleven years older than Gretl, it seems unfair and...backwards," she finally settled on, "to send them to bed at the same time."

Georg gave a nod. "I see your point, Fraulein. Perhaps we should stagger the times." He let out a small huff of air. "Gretl and Marta will continue to retire at the same time as they currently do, Kurt and Brigitta can have half an hour longer and the oldest three may have half an hour after that. However, this is a privilege for the summer only."

"Oh thank you, Captain, they'll be so pleased, especially Liesl and Freidrich." Smiling at him, Maria suddenly realised that she was now on the bottom step, and that he was just in front of her, as though they had both gravitated towards each other as they'd spoken.

As though he'd had the same thought, he took a step back. "Yes, they are all getting older, perhaps it may be time to afford them some privileges, they have earned them after all." He folded his arms behind his back. "Now is there anything else I can be of assistance with?"

"No, no." Another burst of laughter sounded from the drawing room and her smile fell. "Oh," she murmured quietly. "I do hope I'm not keeping you from your guests, Captain. I should have waited until morning." Her hands linked together and she bit down momentarily on her bottom lip. "That probably would have been more appropriate."

Georg forced himself to pull his gaze away from the lip she had been worrying. She was a postulant, a nun in training he reminded himself, not to mention she was ridiculously young and his employee, under his protection. "It just so happens that I have some business to attend to in my study, you haven't interrupted anything." He glanced towards his study door, he shouldn't be standing here he reminded himself, he was in a dark entranceway with a girl he had completely inappropriate feelings for, it was extremely unwise. "But if that is all, Fraulein then I shall bid you goodnight."

"Yes," Maria gave a hurried nod. It was best she leave, it had been short sighted of her to seek him out at this time of night. Ducking her head, she murmured softly, "Goodnight, Captain."

Turning away, she sprinted back up the stairs, unaware of the Captain's gaze burning into her back as she fled.

Georg watched as her pretty striped skirt whirled around her knees, the image of her slender legs burning itself onto the back of his retinas. He looked away quickly. Business would help clear his mind of this madness, he decided firmly.

Slim arms twined around his neck, soft lips brushing against the angle of his jaw as she pressed herself firmly against him. A moan slipped unbidden from him, a sound of tortured pleasure and she gave a laugh of delight.

He lifted his hand from her waist and brushed a short strand of blonde hair from her cheek, saw her blue eyes darken and widen at his touch. "Maria," he sighed.

Her head tilted her eyes meeting his as she rose up on to her tiptoes. "Georg," she returned breathlessly.

"What you do to me..." He trailed off, his mouth lowered to hers and she met his kiss eagerly. Her legs wrapped around him, his hands caressed the softness of her skin. He wanted her so much, thirsted for her. She arched under him, his hand fisted in the sheets. He wanted to worship her, he...

Georg woke with a start, his skin slick as he realised that he'd dreamed of her once again. He swallowed heavily, it was just a dream he told himself, nothing had come of it, just some frustration. Running a hand through his hair, he shifted, trying to ignore the frustration that left his nerves frazzled, he would not make this situation any worse, would not debase her, or Elsa for that matter, by...relieving that frustration.

It would pass, he told himself, this infactuation, for that was all it was, all it could possibly be. He had cloistered himself from the world for so long, it was surely only natural that during his recovery he would start to experience such feelings again. It was lust, just lust, it was inappropriate but it would soon fade. He settled back against his pillows, closed his eyes and willed sleep to come.