CHAPTER 7 - THAT WAS NOTHING LIKE THE SHOPPING SCENE IN 'PRETTY WOMAN'!

The next morning Layton rolled over in the bed, half awake and warmer than he could remember being even once in the last seven years.

A happy, contented smile played across his lips as he hugged his pillow and stretched out under the cozy blankets. But as he moved, a small ray of dim light found its way through the cabin's window and directly into his eyes.

But as he rolled over onto his back to avoid it, he stopped suddenly as he nearly collided with the other body in the bed.

Slowly he turned his head to the left. And immediately he started doing mental check to get all his facts back in order.

He was in bed. Check. It was morning, so that was all right.

He was in bed with Melanie Cavill.

And his brain quickly short circuited.

But a quick pat down of his body said he was still clothed, so things were all right again.

Falling back on the bed, he continued the check list as he rubbed his hands over his face.

It was cold in the outer room last night, so he came into her room and respectfully request a warmer place to sleep. He cordially offered to sleep on the floor. But Ms. Cavill had generously insisted there was no need for him to sleep on the floor, that her bed was plenty large enough for two.

And that was how they ended up in bed together.

Yeah. That story worked for him. Layton smiled and happily nodded to himself.

He rolled back over and hugged his pillow again with a smile. That definitely sounded a whole lot better than what the other side of his sleep fogged brain remembered. That part of his brain was trying to push a very different story into his consciousness. Something about arguing over how cold it was in the outer room, getting shoved out of that blissfully warm space every survival instinct in his body had found for him last night, and using every tactical argument he could think of to get back into it.

There was something else later that night, but all he remembered was something she had said he barely heard before he happily fell asleep again.

Pulling up again, he glanced over her shoulder at the clock on the nightstand.

7AM.

He fell back on the bed once more with a tired sigh. He hadn't gotten much sleep last night, prior to curling up in that soft, cozy nirvana. Once that wonderfully plush mattress had opened its arms to him and wrapped him in its warm, comforting embrace, thawing out his internal chill, he didn't focus on much of anything other than that peaceful feeling of contentment.

His eyes opened again as he stared at the door leading to the frozen wasteland she called a front living area.

With a tired sigh, he decided he had to get up eventually, and just putting it off only delayed the inevitable.

Pulling up as carefully as he could, he angled his body off the bed and started to stand up. But his foot got trapped in one of the blanket corners and as he took a step, found himself landing on the floor with a solid thud.

He quickly pulled himself over as he stared up at the bed, wondering if the noise had woken Melanie.

Peeking up over the edge of the bed, he studied her for a few moments. But the only thing she did was stretch a little and give a quiet sigh as she hugged the covers up to her chin.

"Ms. Cavill?" He asked cautiously.

There was no indication from the body in the bed she had even heard him.

Caution slowly changed to a questioning stare. Pulling up, he reached over and very gently poked her arm.

"Ms. Cavill?"

The only reaction he got was the body as a whole pulling back from his touch and quickly rolling over amid some soft, disgruntled mumbling.

Sighing again, Layton shook his trapped foot free of the blankets as he got to his feet and padded his way out of the bedroom to face the frozen tundra.

When the door quietly slid open, he braced himself to face a full onslaught of frosty air. But to his amazement, while not competing with the bedroom for warmth, it was by no means what he remembered it being last night.

Stepping into the outer room, he noted the bedroom door stayed open behind him as he moved forward. Reaching back, he hit the button on the wall and the door slid closed.

He made a quick mental note that for whatever reason these doors did not operate on an automatic system. He shook his head as he went over to his dresser. Likely had something to do with a potential child on the premises, but he had no idea exactly what.

Going through as normal as his routine could be in his new environment, Layton tried his best to be quiet. But the whole morning seemed to conspire against him. From a stuck dresser drawer that he had to wrestle open, to his dropping a small bowl in the kitchen as he attempted to make himself something to eat. And for each mishap, he stopped and waited for the response from the bedroom. Once he even went over and carefully slid the door open a little to check on her. But in the room he could see her laying in the bed, still facing the door, and apparently sound asleep.

Finishing up what he had to do, Layton finally made one last check on his roommate, then headed out the door.

For the day's events, he decided to get his least favorite activity out of the way as quickly as possible. He knew enough to figure that until he did as she ask, Cavill would never get off his back. So his first trip of the day took him to the Night Car.

Going in, Layton made his way to Ms. Audrey's private room in the back. With a quiet, respectful knock, he stood back and waited.

After a lot of bumping around, general grumbling and rummaging about, a very disheveled Audrey yanked the door open as it slowly started to slide to the side.

"Do you have ANY idea what time it iiiii..." She started in a deep growl. But she suddenly let the words trail off when she saw who it was. Instantly her whole demeanor changed from ready to kill to looking like she was going to seduce the man. "Well, well, well. Mr. Layton. This is an unexpected pleasure. And what could you possibly be coming to me for at this utterly insane hour of the morning?"

"Shoot me." Layton answered flatly.

"As that you woke me up from a simply wonderful dream at an hour I rarely see, you're chances are definitely in the plus column right now." Audrey answered him with a false smile. "But could I at least have a reason first? I hate killing someone for no reason."

"I have to go shopping." Layton replied in the same flat tone.

Audrey returned a less than sincere pout. "Sucks to be you." She stated. "But answer a question for me." She continued with a quick, sly smile. "Is it that you 'have' to go shopping, you 'want' to go shopping...," her smile spread further, "...or you were 'told' to go shopping?"

"Told." Layton answered with the same tone.

"Awww..., you poor man." She cooed at him. "Is she still being mean to you?"

"She said I have to go shopping." Layton repeated.

Audrey crossed her arms in front of her. "Did she happen to say 'why'?" She asked.

"She doesn't like my clothes."

"Well who does?"

"I do!"

"You don't count." Audrey replied. "And why do I have to fix this?"

Layton frowned at her slightly. "She said because you could."

Audrey gave a dramatic sigh. "You're the chancellor of this train, Mr. Layton. Go buy your own cloths."

Layton returned a desolate look.

"Oh." Ms. Audrey replied, studying him for a moment. "I think I'm starting to see the problem now." She gave a deep sigh as she leaned against the door. "All right. Give me a few minutes. What time is it?"

"8:30."

"Not too early for some, I suppose." She replied, waving him off. "Go say 'hello' to a few of your new friends. I'll be about shortly."

Layton gave her a hopeful look. "Is that going to make any of this go easier?"

"It will for me." Audrey answered him as she closed the door. "Off you go."

With his second genuine smile of the morning, Layton turned and headed off towards the bar. Once he got there the first order of business was deciding which one of his new friends he wanted to say 'hello' to first. After a few moments of deliberation, he chose the one closest to the front.

The next order of business was a glass, which proved a lot more elusive. Looking about, Layton came to the conclusion Ms. Audrey must lock up all of her glassware at closing, since there wasn't a single glass, tumbler, or even a flute to be seen anywhere.

Finally deciding a glass was more or less just a middle-man, Layton was just lifting the bottle to his lips when Ms. Audrey snatched it away and, capping it, returned it to under the bar.

"Time to go shopping, Mr. Layton."

Layton followed after her by the grip she had on his wrist. "But I didn't get to say 'hello' to any of my new friends." He protested.

"Well, that's more my misfortune than yours." She replied, yanking him out the door. "Let's go."

Moving quickly through the train, Audrey led him from one car to another.

Always seeming to be a step behind her, Layton kept his head down, his hands buried deep in his pockets, his shoulders hunched up, and looking about as disgruntled as anyone possibly could.

Turning back to him as they approached the Market of Third class, Audrey grabbed his arm and pulled him up closer to her.

"TRY not to look like you're about to be shoved off the train, Mr. Layton."

"If I paid you, would that be an option?." Came the slightly hopeful question.

Audrey quickly greeted someone she knew as they passed by before turning back to him. "We haven't even gotten started!"

Layton looked up hopefully again. "Does that mean quitting now would be easier?"

Audrey scowled at him. "NO! Now come on. We'll go see Andrew Selker. He has a shop that sells cloths. Maybe you can find something there."

Layton dutifully followed along.

The shop wasn't much more than most of the others. Mostly it resembled a stall at an open air market, with racks of various articles of clothing on display. But the moment they entered the shop's perimeter, the shop owner appeared, greeting Audrey first.

"Ms. Audrey!" He gushed. "It has been awhile since I've seen you. Now what brings you to my shop today?"

Layton found himself grabbed by the arm from where he was looking over a few items on one of the racks and shoved in front of the shopkeeper.

"This!" Audrey stated with a frown.

It didn't surprise Layton that the man didn't recognize him. The train had over 2500 people on it still. Everyone didn't know everyone on sight.

The man looked him over with a quick assessment, and apparently coming up with an answer he didn't like as he gave Layton a wholly forced smile.

"And...who might you be?" He asked in a equally forced cordial manner.

Layton stared down at the man, matching his expression. "Andre Layton." He stated in a flat tone, already deciding he didn't care much for the man or his shop.

But the reaction to his name was astounding.

Layton doubted anyone could adjust their whole attitude inside and out that fast without hurting themselves in some manner.

"Mr. Layton!" The man positively beamed up at him as he bowed slightly to him. "You must forgive me. I've...why I've never had the esteem pleasure of meeting you before." The man carefully picked at the shirt he was wearing. "And I can see why Ms. Audrey brought you to me."

Layton turned a deep frown to Audrey, who answered it with a slight shrug and a smile.

"Well, no need to worry, Mr. Chancellor. I am sure we can find something in my shop that is suitable for the new leader of the train."

Layton's ears perked up at the use of his title. Something he was highly opposed to people using. He liked even less that the man was combining it into not only his title, but imposing it into some sort of name.

The man continued on as he directed Layton into the shop. "And might I say, sir, that you are doing a wonderful job leading the train now. Why, you are a much better person to head the train than that awful Cavill woman was. Things are so much...freer now...under your guidance."

"Freer?" Layton asked.

The man turned back to him, now looking him over with a different appraisal in his eyes as he made mental measurements on the spot.

"Why yes." He added in a half interested manner. "Things aren't as...tightly regulated now. It makes for better trade." He added quickly with a smile. "And we all know in the Market we have you to thank for that. Everything here is just...better now."

Layton turned again to Audrey. But she was now talking with the shopkeeper.

"We're interested in some shirts, Andrew. Would you have anything suitable for our new Chancellor?"

The man was still carefully looking over Layton, then shifted his attention back to Audrey without saying a word.

But Layton didn't miss the look for a second.

"Oh, you needn't worry about Mr. Layton." Audrey practically cooed at the man. "He's just wanting to make sure he gets...something of quality. You know what they say." She added with a charming smile. "'The cloths make the man.'"

"Of course, Ms. Audrey." The man replied. "Perhaps something from the back...might appeal more to our new Chancellor." The man turned a small smile to Layton. "Not everyone can afford...the finer things, you understand." He explained as he led them further back in the shop. "So I keep my better things back here. For my...special clients."

Layton quickly looked over the several racks lining the back of the shop. There was no doubt these cloths were of better quality. In the front the man had the standard shirts and pants. But in the back he had evening wear, dresses, accessories, and even a few fur coats.

Knowing what went on after the revolution, he had little doubt where these 'special items' had come from.

Layton quickly took a jacket off the rack and checked tag.

He turned back to the man, holding out the jacket. "Hayes of New York, Mr. Selker?" He asked, then quickly replaced the coat as he fingered his way down the rack. "Dior, Fendi, Hermes?"

Audrey raised an eyebrow. "Really, Mr. Layton. Who knew you were such a connoisseur of clothing."

"I'm not." He answered her with a frown. "But my wife was. And you learn things living with someone like that." Layton turned back to the man. "Did a little shopping before the train left, Mr. Selker? Or after the revolution?"

The man tried to pull up some bravado. "Many in First Class abandoned their cabins, Mr. Layton. One can not be blamed for taking advantage of a situation when it is presented."

"And you were just fast enough to beat everyone else to the front of the train?"

"Many of those things were properly bartered for." The man replied quickly. "First Class knew little of how...things worked on the train. Their possessions were all they had to trade. No one here cared about their money or their status. So First Class traded their cloths, their shoes, their fancy trinkets...anything of value."

"That is true, Andre." Audrey added from behind him.

Layton stood for a few minutes, staring at the man, then turned and stormed out of the back room.

With a quick glance back at Selker, Audrey hurried after him. She knew she wouldn't be welcomed in that shop again for some time. But the trip had served it's purpose.

Hurrying after Layton, Audrey caught up to him further down the row in the Market.

"Andre!" She called after him.

Layton stopped and turned back to her.

"That man was nothing but a common thief, Audrey." He stated.

"He didn't steal everything, Mr. Layton." She quickly replied. ""And taking things from First Class wasn't uncommon in the first days after the revolution."

"It's still stealing. And I'm sure Roche and Till could cross a lot of items off their list by what they find in Mr. Selker's 'back room'."

"And you honestly think any of those things will still be there to be found in the next fifteen minutes? Don't waste your time or theirs. And a lot of what he said was true. The First Class did barter a lot of their belongings down here at first. Some of them learned fast how to stay alive. And they knew they had something of value to trade for food and shelter. So they did. Others didn't learn so fast. And so...they lost their things anyway when the looters came."

Layton paused as he looked at the shops crowded together around them, wondering how many of them were like Mr. Selker's?

"But this isn't how I wanted things to be."

Audrey gave him a slight huff in exasperation. "Well, I wanted to wake up this morning around noon and go prune roses in my outdoor garden in Chelsea. But that didn't happen either, did it?"

Layton turned back to her, his expression anything but pleased.

"People are people, Andre." She reminded him quietly. "And you won't change some people's basic natures just because you want them to be something different. But," she added with a smile, "solving the train's problems isn't why we're here." She grabbed his arm again and pulled him after her once more. "We're here to go shopping. Now come on."

A few minutes later they were entering another shop where an older asian couple came to greet them. Or more accurately, came to greet Audrey. But the minute Audrey introduced Layton and they realized who he was, his shopping companion was all but forgotten.

"Such a pleasure to meet you, Mr. Layton. It is indeed a pleasure to have the new Chancellor of the train in our shop."

Layton frowned slightly at the reference, but Audrey was quick to step in as always.

"Mr. Layton is looking for some new cloths." She informed the couple. "Specifically shirts, pants, and maybe a nice jacket."

"And we have many fine things in our shop. I am sure we can find something suitable for our new Chancellor."

Audrey was already picking over a rack of shirts, holding one up to Layton as she assessed it. But with a shake of her head, placed it back on the rack and continued her search.

"Isn't there a 'back room' here?" Layton asked casually with a friendly smile.

The comment got him a sharp jab in the ribs from Audrey as she continued looking over the rack and a confused look from the shop proprietors.

"Back room?" The man asked.

Audrey looked over Layton's shoulder. "A small joke, Mr. Nyen." She explained, giving Layton a disagreeable look. "And not a very funny one, might I add."

The man turned his attention back to his customer. "Did you have anything specific in mind, Mr. Layton?" He asked cordially.

And so Layton settled into what he felt was his first real shopping experience on the train. For the most part the couple seemed to be honest enough in their business. And Layton did have a hard time imagining the two of them skulking through First Class in the middle of the night pilfering closets. And the couple seemed honestly interested in him as well and what was being done on the train under his leadership.

"The Market seems to be running fairly well." Layton commented as the man was searching through his racks for some items.

The shopkeeper looked up. "Oh, it seems that way." He replied. "But things here are not always easy. Especially for a couple such as myself and my wife."

"How so?"

"Well, we are getting older, Mr. Layton. Have worked very hard all our lives. And now on the train. My wife and I, it is not easy for us to work anymore. We were hoping soon maybe we could move up the train a little. Maybe to Second Class. Have a nice...small cabin to live in. We could still do a little work. Tailoring and such. We do not need much. Just...a nicer place to live."

Layton's senses started to prickle again.

"Have you tried moving to one of the cars further up?" He asked as casually as he could.

The man sadly shook his head as he held a shirt up to Layton. "We look often. But others...younger ones, they are faster than we are. They take the cabins as soon as they become available. Which is rare." The man looked up at Layton with eyes that would have melted the hardest person on the train. "We have no children on the train, Mr. Layton. Our children...were living far away. They could not get to the train on time. So you see, we have no one to help us."

Layton quickly turned to Audrey for help, but she was pleasantly chatting with the man's wife , not paying him any attention at all.

Layton turned back to the proprietor, giving him what he hoped was a sympathetic smile, but utterly unsure of what to say.

"We understand that you are a very busy man, Mr. Layton." The man went on quickly. "But...perhaps you could help us. Maybe find a small space for us in Second Class? Just a small cabin. We would be most grateful. You would never again need to worry about cloths. I promise."

Layton simply stared down at the man for a few seconds. It wasn't the first time he had been approached in this manner. It happened almost every day since he took over the train. Someone always looking to him to solve their problems. So he did what he tried to do with all the others. Stay as non-committable as possible.

"I can see what is available, Mr. Nyen. But that is all I can do."

The man gave him a very small smile and a nod. "We appreciate anything you can do for us, of course, Mr. Layton." He replied.

After talking with the man for a few more moments, Layton suddenly found his arm grabbed again as Audrey directed him out of the small stall with a few words promising to come back later, that Layton had an appointment to keep.

"What appointment?" Layton asked as Audrey hustled him off down the corridor between shops.

"An appointment in a shop with a better selection." She answered. "The Nyen's don't really have much left. They're trying to get out of the business and sell off what they have left. I thought maybe we could get a good bargain there. But we'll have to look elsewhere. We'll go to Mr. Brighton's shop. He has some very nice things."

Several chambers down the pathway through the Market, Audrey abruptly pulled him to the side and into a small shop set up in something that Layton would swear used to be an old shipping container.

"Mr. Brighton?" Audrey called out in a friendly voice.

Almost immediately a tall, thin gentleman came rushing from the back. "Ms. Audrey!" He all but gushed over her. "Such a pleasure it always is to have you come to my shop." The shop owner quickly shifted his attention to Layton. "And...Mr. Layton! This is an unexpected pleasure. To have the train's new Chancellor in my shop!" Though to Layton he seemed anything but pleased to see him as he addressed him in a slightly nervous manner. "What...exactly were you looking for, sir?"

"A gun." Layton answered him.

The man returned a confused stare, but Audrey quickly laughed it off as she shoved him back behind her. "Mr. Layton is a typical male shopping for cloths, Mr. Brighton. I'm sure you're not totally unfamiliar with his brand of customer."

The man gave her a pleasant enough smile as he turned his attention back to her, taking on a very understanding attitude about the situation. "Of course, Ms. Audrey." He replied. "But I am still sure, no matter how unpleasant the task may seem, we'll manage to find something to suit our new chancellor."

Layton's ears immediately perked up again at the reference.

"So," Audrey asked as the man immediately began fingering through a rack of coats, "it has been a bit. How are things for you these days?"

The man struck Layton as being anything but happy to have customers. If anything, he acted like at any minute he was about to implode.

"Oh..., things are...you know...how they are, Ms. Audrey. Everyone needs cloths. So no problem...no, no problem at all with having customers."

"And how is Petta? Do you still keep her chained to that machine in the back?"

The man gave a short, if not nervous laugh. "Oh, nothing like that, Ms. Audrey. Nothing at all. You know her. She loves to sew. And she has a real talent for that work. She loves the creating. Making new things. She says it's fun."

Layton didn't miss for a minute the man's gaze quickly slipping to him, then back to Ms. Audrey.

"And she's what...three months on now." Audrey said. "Poor thing is bound to get tired now and then."

At the comment the man looked like he was about to jump right out of his skin.

"Ms. Audrey!" He stated a bit louder than Layton was sure he intended. But he quickly tempered his tone as he quickly glanced between the two of them. "I mean..., really!"

But Audrey quickly waved him off. "No harm done, Mr. Brighton. Unless you're hiding another customer in here somewhere."

The man's gaze again shifted over to Layton.

Audrey immediate caught the indication. "And there's no need to worry about Mr. Layton. Andre likes children. Especially babies." Audrey turned that trademark smile on him. "Don't you, Andre?"

Layton's senses were on full alert now. First name? Asking for opinions? What had he stepped into this time?

Unsure of what to say, Layton gave the man a pleasant, non-committal smile and a brief nod.

The man none-the-less looked on the verge of a major melt down.

"I'll...I'll just see what samples we may have in the back. I want be a moment, Mr. Chancellor."

The minute the man left the room, Layton was right up on his shopping guide.

"What's going on here, Audrey?" He stated firmly, staring her down.

But Audrey utterly avoided that gaze as she picked through the rack Brighton had been looking over. Pulling out a grey coat, she held it up to Layton.

"Oh, I do like this one." She stated pleasantly. "I'm sure Mr. Brighton will make you a VERY good deal on it."

Layton stood watching her for a few moments as she looked through the other articles on the rack. As though just noting that stare, Audrey turned back to him.

"Is there a problem, Mr. Layton?" She asked with a small questioning expression.

"Yes, Audrey. There's a problem." Layton stated in a heated voice. "What's going on?"

Audrey gave a dramatic sigh as she turned to him. "Though I am well aware you are bit inexperienced in these matters, Mr. Layton, I thought we had a clear talk about this just a short while ago. We are 'shopping'. Specifically for cloths. We'll see if this goes any further, but that will depend on you and your ability to stay with me here. DO try to keep up, won't you?"

Layton swore he was never closer to totally losing it with the woman than he was right then. He would be the first person to admit he wasn't always the first horse out of the gate, but he was definitely starting to get the feeling none of Audrey's choices of where to shop had been randomly made. But before he could say anything more, the shop's proprietor made a reappearance with his arms loaded with several articles of clothing.

"All right then, Mr. Layton." He stated. "Let's see what might appeal to you. Never a better way to get to know a client than to see what suits him best and where his tastes lie."

Well, Layton sighed, at least they were back to using names and not titles. So he managed a smile for the man and began the arduous task of finding out what his 'tastes' were.

As much as he went into the activity certain it would be the worst experience of his life since boarding the train, Layton actually found it not as bad as he anticipated. If not for the fact the little shop proprietor seemed to keep viewing him as some hungry snake and he was a very small but tasty bird, the man was pleasant enough. And there was no doubt he knew his trade very well as he made several suggestions about Layton's manner of dress in relation to his new station.

As he tried on one article of clothing after another, Audrey stood by the sidelines offering a running commentary as well as suggestions. But what Layton noticed the most was the inordinate amount of interest she seemed to be taking in the man's wife's current condition.

"So how has Petta been feeling?" Audrey ask as the man held a swath of cloth up to Layton to assess the color of a shirt style he had chosen and ordered several of them. He turned briefly to Audrey, who nodded in agreement. But at the question he inadvertently dropped the piece of cloth he was holding.

"Well..., as I said, Ms. Audrey," he replied nervously, retrieving the sample, "she's...you know...fine. Just tired a bit."

"You're making sure she eats properly?" Audrey asked with a small, teasing smile. "Pregnant woman are, after all, eating for two."

Layton notice the man gave Audrey a decidedly unpleasant stare.

Layton frowned at the interaction. Most people loved Audrey. And Brighton had been no different at first. But the moment Audrey started asking questions about the child, he looked like he wanted to murder her. And whatever game Audrey was playing, she wasn't getting the message.

"Has she seen the doctor then?" Audrey asked.

The man turned sharply to her. "You know very well she can't see a doctor!" He stated. But as though suddenly remembering Layton was standing there, he completely dropped the subject and turned his attention back to his customer. "Arms out, if you please, Mr. Layton."

Layton decided it was time he got in on the game.

"Why hasn't she seen a doctor?" He asked casually.

The man seemed to utterly freeze at the question.

"Well...the shop...we're very busy." All the man's nervousness seemed to return in excess.

"But if she's pregnant, the first priority should be your child," Layton commented. "I know most couples wouldn't want to risk anything going wrong after getting permission to have a child."

A sound like someone imitating a bell suddenly caught Layton's attention. Turning he saw Ms. Audrey grinning at him.

For a few seconds not a person in the room moved. But eventually Mr. Brighton straighten up and faced down the man before him after giving Ms. Audrey one more dangerous look.

"We don't have the train's permission." He stated in a flat, emotionless voice.

Suddenly everything that had happened in the shop up to that point became crystal clear to Layton. He stared back to the man before him, standing solidly in defense of his unborn child.

"You didn't have permission to have this child?" He asked.

"We weren't trying to break the rules." The man stammered quickly by way of an explanation. "Sometimes...things happen. And...it's our only child, Mr. Layton. Please."

"What do you think I'm here to do?" He asked. "Lead a group down here and..."

The man stared back at him, trying to keep up his defensive position for his wife and child..

Layton turned briefly to Audrey. While he wasn't pleased with the game she was playing, he wasn't about to fault her for bringing him to this particular shop. Everyone wanted him to be a leader, then he'd be one. Starting with Mr. Brighton.

"Those rules, Mr. Brighton, do not apply anymore under the new laws of the train." Layton calmly informed the man "and while your wife's pregnancy is unsanctioned, I'm not about to see a child's life ended because of it." He told the man. "Tomorrow morning, I want you to take your wife directly to the medical clinic and have her seen by one of the medical staff to make sure the child is healthy. If they asked any questions, you tell them the pregnancy was approved by the train's new Chancellor. They can question me directly if they feel the need. And I'll make sure your food rations are adequate for a home with a pregnancy involved."

The man's expression went from utter fear to looking at Layton like he was suddenly in the personal presence of God.

"Mis...Mister Layton!" He stammered, tears suddenly welling up in his eyes, "That is...so very kind...and generous of you. I can't thank you enou..."

"There's nothing to thank me for." Layton stopped the man. "This is common human decency. You just make sure your wife and child are seen to properly from now on."

The man quickly nodded as he wiped tears off his face with a handkerchief. "Yes...Yes, sir. We'll do that. Make no mistake."

The rest of the time spent in the man's shop went quickly back to irritating for Layton as the man couldn't stop gushing his praise and thanks at him for his act. By the time they left he felt he couldn't get out of the shop fast enough as the man followed them all the way to the front door, with one final act of shoving a lovely black wool scarf into his hands.

"A gift!" The man declared when Layton tried to return it. "It'll go perfectly with the grey jacket and blue shirt Petta is making for you."

And with that Layton found the door quickly shut behind them, effectively cutting off any further attempts by him to return the scarf.

For her part, Audrey already had the scarf in hand and was holding it up to Layton.

"He's absolutely right." She commented. "It will go lovely with that suit."

Layton fixed a firm stare on her.

"What?" Audrey ask innocently.

"You knew what was going on in that shop." He stated. "We didn't come here by accident. In fact, I doubt we've stepped into one shop so far that you didn't carefully plan."

Audrey maintained her innocent look.

"What's the game, Audrey?" He ask.

Audrey handed the scarf back to him and turned and started off down the corridor. "Call it a learning experience." She replied.

Layton tagged after her. "Learning experience?"

Audrey stopped and turned back to him. "You're the chancellor of the train now, Mr. Layton." She stated.

"Thanks. I nearly forgot as no one has mentioned that in the last ten minutes."

Audrey returned his stare. "All right. You want to know the game?"

"Please. It makes my life so much easier when I lose if I at least know 'why'."

"Yes, I knew about Selker's...activities. About the Nyen's situation. And I knew about the Brighton's pregnancy issue. As you well know, people talk to me. Mr. Brighton had been especially...nervous since they found out about Petta's pregnancy. He came to me a few days ago for advice. He was afraid if anyone found out that they might...try to harm Petta or her child."

"That's not how things are done anymore, Audrey."

"And they knew that? They were terrified, Andre. That's the reason Mr. Brighton doesn't let Petta out of the back area of the store anymore. He's afraid someone would notice. But then Melanie suddenly wanted me to take you shopping. And I saw a perfect opportunity to do a little educating."

"Educating?"

"If you're going to run this train, Mr. Layton, you have to get to know it's people. Know what's going on."

"There's nearly 3,000 people on this train, Audrey. How am I suppose to know everything that's happening?"

"You don't need to know everything. All you need to do is listen. And you need to circulate. Let people get to know you. A little PR never hurt a new administration, you know. Once the people get to know what sort of man you are, they'll come to you. With the good, the bad, and the ugly."

"They already do that!" Layton informed her heatedly.

"New lesson." Audrey stated. "This one is called 'delegation'."

"I already learned that lesson."

Audrey gave him a slight 'pffft' as she waved the statement off. "What? With the council? How many people sit on that council, Mr. Layton?"

"The council room isn't that big, Audrey."

"And everybody who's involved doesn't need to be there. You like the democracy model, Mr. Layton? Start using it more."

"Meaning?"

"You have your...'governors'. Lights, Till, Roche, the others. Give them the authority to appoint people under them. People who know how to take the temperature of the climate on this train. Ones who know what's on the minds of the people. Let them report back to their superiors then, who in turn report to you. And give them some authority to make changes when needed. Start to show the people they have some say in this new 'society' of yours."

"And Melanie? Where does she fit into this new government I'm going to be in charge of?"

Audrey smiled at him. "Well, if you have two brain cells still working together, you'll keep her tucked closely right up against you. Because she's your greatest asset right now. And your greatest teacher."

Layton stared back at her for a moment.

"You took a big risk with the Brighton's." He told her. "What made you so sure I would take his side? Supporting an unplanned pregnancy on the train?"

"Really, Andre?" She huffed at him. "You think for one minute I would believe that you would sanction anything like letting a pack of...letting someone come down here and...?"

"I would hope not."

"Well," Audrey replied with her most charming smile, "that's settled then. Honestly, Andre. You make everything so...complicated."

"Me?"

"And on the bright side, you got several very nice suits out of it. And don't forget on Friday you have to go by for your final fitting on that fifth suit." She reminded him as she started off again. "And be a lovely man and bring something for the baby."

"Audrey!"

Audrey turned back to him with her inquisitive stare. "Yes, Mr. Layton?"

Layton stood for several seconds staring at the woman like he wasn't quite sure if in an open market area he could get away with murder or not. But he finally sighed quietly to himself as he rolled his eyes to the ceiling before turning back to her. "Oh, never mind. I'll just end up losing anyway."

Audrey smiled at him. "That's probably a fair assessment, Mr. Layton. Now, straighten yourself up. We're going to get you a nice new pair of shoes next."

"Shoes!? Melanie didn't say anything about shoes!"

Audrey turned back to him, looking as one would at a particularly disobedient child. "The overall request, as I perceived it, was to dress you properly, Mr. Layton." She stated. "Now, I'm not going to do a halfway job of it and have you running about in your stocking feet. Now come along."

Layton hurried to catch up to her. "So what's the lesson this time?"

"Pointed toes look nice, but they're very uncomfortable."

Layton sighed with a small smile as he followed her. "I'll keep that in mind."

The shoe store wasn't much different than the others. It was the same open air market set up, but the man running it struck Layton like he had just jumped off the horse he rode into work that day.

"Well, Ms. Audrey. Such a pleasure, ma'am." He greeted her.

Since every shop they went to the proprietors knew Audrey personally, Layton had his senses on high alert for what he was suppose to be 'learning' this time.

"What might I do for you this fine day?" He asked her with an overly charming smile.

"Not me, Jack." She replied. "Our new chancellor is in need of a pair of shoes. We came to see what you might have available."

The man instantly grabbed Layton's hand and shook it firmly.

"Mr. Layton! A great pleasure, sir. A great pleasure. Pleased as can be to have you in my shop."

Layton barely had time to get his hand back before the man had him in a chair and was yelling to the back of the shop.

"MaryBeth! Haul yourself out here, girl. Need some measurements. Chancellor of the train ain't got all day."

A small petite woman came hustling out of the back area carrying several devices and gushing greetings to Layton.

"Now, what were we thinking today, Mr. Layton? Formal? Day wear? Something with a nice shine? Maybe something in a nice dyed leather?"

"Leather?" Layton asked. "Where did we get leather?"

The man stared up at him as though he thought Layton had possibly just boarded the train. "Oh, we got plenty of leather. What with the incident with the cows and all. Whole car full of dead cows and now I got a whole back room full of leather pelts just waiting to wrap themselves about your feet like you've never felt before." He explained. "And if you'd be thinking you might like it better, I can fix you up with a real nice pair of pure leather boots, calf-high, and so soft you'd forget you were wearin' them."

Layton forgot about any other reason he was in that shop. "Boots?"

The man smiled up at him. "Yes, sir. I can see you are a man of taste. Now you just sit right back, Mr. Layton, and I promise you when you leave my store, you'll feel like a new man."

An hour later Layton walked out of the store with Audrey in tow, smiling from ear to ear.

"Now THAT was shopping I liked!" He stated happily, glancing down at his new boots. "That man did not lie, Ms. Audrey. You can hardly even tell you're wearing these things. And this time at least, no one was trying to suck up to me."

A quiet "Um-huh." answered him.

Layton turned back to her. "What?"

Audrey stared at him for a few seconds. "Mr. Layton there are times I honesty wonder if you are truly naive or just genuinely stupid."

A narrowed stare answered her. Layton did not appreciate Audrey raining on the one event that day he actually enjoyed. "Meaning?"

Audrey gave him a small smile. "Did you pay anything for those boots, Mr. Layton? Did the man even mention a price to you?"

Layton stared back at her. He was so happy with the way the boots felt, he never even notice the man had indeed never mentioned anything about payment.

"Trust me, Mr. Layton. A deal was made back there. You just weren't aware of it."

Layton sighed as he stared down the corridor at the shops for a moment before turning back to her. "So what's his deal?"

Audrey smiled as she walked off down the main thoroughfare. "Oh, Jack isn't all that clever. It'll be something simple. Some additional supplies. Maybe a few steaks off of one of those cows. Or some additional fresh fruit or vegetables. He'll let you know when he's had a chance to think about it. But for now, I missed breakfast and I am absolutely famished. Let's get some food."

The rest of the day seemed to Layton to be more of a 'meet and greet' among certain vendors in the Market. Most of them seemed eager to meet the train's new chancellor. A few approached him with caution, but weren't put off enough not to voice a few concerns or complaints. All of it Layton tried to organize in his brain and keep track of. But by the time Audrey suggested they head back because she had to get things ready for that night in her own car, Layton swore he couldn't remember even half the people he had met that day or recall more than a handful of issues put to him.

By way of a reward, Audrey took him with her back to the Night Car and toasted their successful shopping trip together before sending him off as the evening's revelers started to filter in.

Getting back to the cabin later than he had ever hoped, Layton was a bit surprised to find Melanie still up, sitting on the sofa, reading a book.

She briefly looked up as he came in carrying a single bag, then turned back to her book. "So, how was you're day?"

Layton frowned as he set the bag down on the table. "I went shopping."

"Really?" She asked in a half-interested tone. "Did you go alone?"

"No. As you suggested, I took Audrey with me. Or more accurately, Audrey took me with her."

Melanie continued studying the book in her lap. "So, did you find anything?"

Cautiously, Layton took a seat next to her, but keeping a respectable degree of space between them. "What do you think?"

Pausing for a moment, Melanie finally closed the book and set it aside before turning back to the man now sitting next to her.

"Where did she take you? To the Market?"

Layton gave a tired nod.

"Then I think you found a lot more than you bargained for."

Layton laid his head back on the sofa with a tired sigh as he closed his eyes. "That I did, Ms. Cavill."

Though he didn't see it, she gave him a small smile.

"Audrey said it was a 'learning experience'." He said after a brief pause.

"And was it?"

Layton gave a tired sigh. "I'm sure you know it was."

Melanie gave him a questioning stare. "Meaning?"

Layton pulled back up, turning to her. "Audrey 'fessed up her part in this little venture. How about you?"

The confused stare remained. "I assure you Mr. Layton, I have no idea what you're talking about."

"You didn't suggest this 'shopping trip' as a way to show me what I'm getting into?"

"Most certainly not! My only purpose in 'suggesting' you go shopping was to acquire new cloths. Whatever else Audrey incorporated into it was her own doing."

Layton fell back on the sofa again. "Well, she did a good job of it." He sighed. "Every shop she took me to, someone seemed to need or want something."

Melanie gave him a small, knowing smile. "Welcome to my world, Mr. Layton. The one I worked to control for seven years."

Layton opened his eyes again as he turned slightly to her. "So how did you do it?"

With a slight shrug, she answered him. "By accepting it."

"Meaning?"

"Meaning just that." She nodded slightly to the door. "The world out there, Mr. Layton, isn't always what you want. Sometimes it's just what you get. So you accept it as it is. Oh, you may be able to make small improvements here and there, but they almost always come at a price. The decision you have to make is...do you want to pay that price for what you get in return?" Pausing for a moment, she finally got up. "Good night, Mr. Layton." She said as she headed into the bedroom. "I'm glad you enjoyed your shopping trip."

"I never said I 'enjoyed' it." He called after her.

Melanie stopped at the door to the bedroom, giving him another small smile at his comment. "If you're going to be up much longer, please don't wake me."

Layton sat up suddenly on the sofa. "Wait a minute!" He called after her.

Melanie stopped once more and turned back to him.

"Just to be clear on this," he stated hopefully, "I'm sleeping in there tonight?" He asked, pointing to the bedroom.

"I haven't connected the vents yet, Mr. Layton. You can stay out here if you prefer."

"Do I look insane?!" Layton stated, coming off the sofa a little faster than he wanted to admit at the thought of that fluffy little warm nirvana waiting for him in her bedroom.

Melanie paused for a moment. "I reserve judgment on that question."

"Very funny, lady." He replied. "I just wasn't sure I was still welcome."

Melanie stood for a moment, considering her options, but finally answered him. "I'll let you know when you are no longer welcome, Mr. Layton. Or I get the time to connect the heating vents out here."

Following her into the bedroom, Layton sat down on the same side of the bed as the night before and quickly slipped off his shoes and socks. The entire time he respectfully kept his back to her as she changed out of her daily cloths and into her soft, warm thermals.

"I wish Audrey had found someone selling a pair of those." He commented as she changed.

"A pair of what?"

"Thermals."

Melanie stood for a moment staring at his back.

"How do you know what I'm doing?"

"What else would you be doing?" He asked.

"I could be doing a lot of things."

"But what you are doing is changing into those nice warm, fluffy thermals."

Melanie sighed as she went back to changing, slipping her engineering uniform off and letting it fall to the carpet around her feet.

"That's the uniform off." Layton comment with a smile.

Melanie stopped, a narrowed stare aimed at his back. But finally she picked up the bottom of the thermals and slipped her left leg into them.

"That's one leg." Layton commented.

Melanie turned back to him to make sure he wasn't looking, then slowly slipped her right leg into the pants as quietly as she could.

"And that's the other." Came the running commentary.

Melanie stopped, staying as she was with the pants half on as she watched his back.

"Come on." He said.

Melanie frowned and as slowly and quietly as she could slid the thermals up her legs.

"And it's a sloooooow draw up." Layton stated.

Melanie stopped with the waist of the pants just below her derriere, still cautiously watching him.

"Come on." He added again. "That's the last part you want to let freeze."

Melanie cautiously finished pulling up the pants.

"Mission accomplished!" He stated. "Now the top."

The top of the thermal's collided with his back.

"You can keep your comments to yourself or you can leave, Mr. Layton!" She stated none to fiercely.

Layton slid his own shirt off with a slight chuckle as he kept respectfully facing the outer door.

Melanie grabbed the top off the bed. "How do you even know where I'm at getting dressed?" She asked in a quieter tone.

Layton chuckled again. "I was married for a few years. And at first my wife was sort of shy. Always dressed in the dark. I could always tell exactly what she was doing just by listening." He gave a slight shrug, then added casually, "It was kind of a turn on."

"Well, you can turn it off in this bedroom, Mr. Layton." She replied, slipping the top over her head and pulling it down.

Layton turned back to her. "I already told you, Ms. Cavill." He said. "I view you as nothing more than a source of heat."

"Keep it that way if you want to sleep here tonight."

Layton gave her a smile. "Yes, Ma'am."

Finishing their respective routines for the night, Layton finally sat back down on the edge of the bed, and, with a contented sigh, slipped under the covers and adjusted himself into a comfortable position on his back.

Without watching her, he swore he could feel every move she made getting in on her side. It wasn't that he was unfamiliar with sleeping with someone. As he had said, he had been married for several years after all. It was more that she was at the top of his list as the last person he ever would have expected to end up sharing a bed with. And wanting to keep that soft, cozy, happy place, he didn't want to do anything she would even remotely misconstrued as offensive. So his own body was highly alert to where she was and what she was doing at all times while he was in her bed.

Feeling her settle herself into the bed, he finally glanced over at her. Laying on her side as usual, facing the wall, the body gave a deep sigh as it settled under the covers.

For some time he lay in the bed, his arms back behind his head as she stared at the ceiling in the darkness. But after a few minutes, he posed a question to her.

"You think I'm a fool, don't you?" He quietly asked her. "Trying to lead this train."

To his surprise the body on the other side didn't give any sign that she had even heard him, but an answer came none-the-less. "I think you are naive." Came the same quiet answer.

"I'm not some 'babe in the woods' here, Ms. Cavill."

The body on the other side rolled over this time until she now lay facing him. "You are to the rest of them. Oh, they'll show you something akin to respect to start with. But what they're really doing is sniffing you out. Testing you. Seeing what they can get away with."

Layton turned back to the ceiling without answering her.

"Listen to me, Mr. Layton." She prompted him to turn back to her. "That man you used to be? I'm sure he was a very nice person. And I'm sure people liked him and some people even admired him for his ideals. But you can't be that person anymore. You need to put him on a shelf somewhere for now."

"You're saying I need to be the dictator now?"

"No." She replied a little quieter than before. "Don't ever become the monster I became, Mr. Layton. But I am saying you need to toughen up."

Layton stared back at her for a moment before she put an end to the conversation by rolling back over in the bed and settling down again. He hated that she thought of herself that way. He may have seen her that way at one time himself. But each passing day he was starting to get clearer and clearer glimpses into what her life was like. What was needed to run the train and keep order. Maybe she didn't always make the best decisions. Maybe some of them were just plain wrong. But he also hadn't even led the train for seven months, let alone seven years. So he wasn't about to judge her for the things she had done until he had.

He listened to her breathing for a while as he lay staring at the ceiling again.

"You're not a monster." He finally whispered to the darkness, unsure if she was even still awake to hear him or not.

On the other side of the bed, her gaze fixed on the wall, Melanie allowed a very small smile to cross her lips before she fell asleep.

(Later)

(Audrey) Melanie! Tell him the truth.

No.

Why not? Don't you think Andre wouldn't appreciate knowing there's someone in his corner?

Or maybe he's see it more as my interfering.

I doubt that.