A/N: Much thanks to the person who started the SOM category, and all the authors of the stories on this list.  I've read them all, even if I haven't gotten around to reviewing yet, and your stories (combined with a sudden violent renewel of the SOM obsession) inspired me.

This offering attempts Georg's thoughts on Maria etc.  I hope to add more chapters with more scenes—some extended scenes from the movie and some original (after the Capt's return from Vienna but before the puppet show; after the Maria/Georg gazebo scene, the wedding night—maybe :o)  However, I haven't got any of that written yet, so tell me if you like this—or if you don't, so I know if I should keep it up.  I know it's short and doesn't really explain where the fic is going to go, so any criticism is completely welcome.  I love hearing from fellow obsessees :o)

Beware: I am a member of the Society For The Fair & Kind Treatment Of The Baroness.  I believe I am the only member :o)

*

Chapter 1

Captain Georg Von Trapp contemplated the lady beside him with affection, admiration, and not a little bit of wonder.  She really was one of the most beautiful women he'd ever seen.  Not just her body or her face, though they created quite an impression—but the grace of her movements, the charisma of her smile, her innate understanding of the world she moved in—all, from the beginning, had struck him as particularly lovely.  Of course, he hadn't told her that in the beginning.  He had kept his distance, as he always had.

"Good heavens, what's this?" she asked—more, he suspected, because she felt some comment on the sudden noise and bother necessary, than because she actually expected anyone to be able to answer her.

After all, neither Max nor he knew what was going on.  "Oh, it's nothing.  Just some local urchins," he said dismissively.  He returned his attention to the road and the pleasant thoughts of Elsa, barely looking at the numerous ill-behaved children swinging in the trees, making a general disturbance to the—

Numerous children.  In fact, there were about eight of them, except at least one or two of them looked like adults, which meant that there could indeed be only seven children, Lord help him, making a general disturbance of the—

Well.  It couldn't be.  But the governess—the governess bothered him.  The fact that he could even consider that those children might actually be his was evidence that he should not have left home when he did.  The governess—Fräulein Maria, was it?—was irresponsible, out-spoken, inelegant, and downright rude, and he should have taken care of her before he left.  Who knew what she could have gotten the children up to in his absence?  Last time he'd seen them, they'd been dancing around in their pajamas.

And yet, none of the children—even Louisa—hadn't been 'up to' anything in a long time, except to get rid of the governesses they had already.  The Captain knew a bit of the trials his children put their governesses to, though usually if it came under his direct attention he stopped it.  His children were not meant to be ill-tempered pranksters, after all—but the truth of it was: the victims were only governesses, and while tormenting them was one of the only times his children ever smiled. 

In fact, he'd been rather amused at the pine cone in the Fräulein's seat shortly after her arrival—but, to the children's disappointment, and to his surprise—and strangely, pleasure—she had handled the situation well.  The children, he thought, had rather hoped that Maria would reveal the trick, incensing their father—first on the count of disturbing his meal, second on the count of accusing his children of trickery, third on the count of not disciplining his children enough to prevent such pranks in the first place—and resulting, all in all, in the dismissal on the new governess on the spot. 

Dismissal at that point, for those reasons, would have been unfair and illogical—neither of which the Captain usually was—but the children, he suspected, were hoping for a record, and he, to tell the truth, had simply been eager to see what the woman would do.  It struck Georg then: that the only connection he had to his children was in shocking governesses—but the insight did not strike him in so many words, and he soon dismissed the notion completely.

"You have that brooding, longing look again.  Is it for me?" Baroness Elsa Schraeder's voice interrupted his thoughts.  He didn't mind.  In fact, her voice had been the thing, before anything else, that had drawn him to her.  He had met her at parties many times, noticed her beauty, her poise, her intuitive mind—had even shared in conversation with her, noticing her social grace, her charming—almost political—manipulation of conversation.  But it was only on a quiet night, in a much more secluded gathering of his friends in Vienna, that he had heard her voice clearly and decided that he would approach her; he would pursue her—Heaven knew she was not unwilling to be pursued by him. 

To his displeasure, she'd laughed at the thought, when he finally disclosed it to her: that her voice was musical.  'Music?  I know nothing of it!' she'd declared gleefully.  'Sing?  Not a wit!'  And yet, still, her voice had song in it, and it drew him, reminding him of—

Well, never matter what it reminded him of; he liked it, and she was asking him another playful question, leaning against him where they sat in the automobile.  "I said, is that look for me, Georg?  If it is I don't want it.  It's very unattractive; don't you know?"

"What look?  I have no idea what you're talking about," the Captain said, coming out of his reverie and glancing at her for a moment, smiling.

"Did you hear that, Max?  He doesn't know what I'm talking about.  You know what I'm talking about, don't you Max?" she asked, gaily feigning indignation.

"Of course I know what you're talking about, pet," Max said easily.  "I always know what you're talking about.  Our minds are alike—it's Georg that's the mystery.  Neither of us understand him.  That's why we both like him so much."

"Heavens!  Now I don't know what you are talking about," Elsa said, and sat back in her seat, away from Georg.  She didn't bother to reassure everyone in the car that she understood Georg perfectly.  They all knew it wasn't true.

Elsa was a woman of penetration and insight—she often understood him, when no one else did.  But she was used to being able to see right through people, to manipulating them, especially to knowing how to deal with them.  He was different than the other playful, smooth-talking aristocrats she had known, and Georg knew it was so, even if he didn't appreciate it.  To some extent, Max was right—and this Georg did not know: his complexity was why she liked him—and also why she feared him.  If she couldn't understand him, how could she hold him?

Elsa straightened her back and smoothed her hair under her scarf.  "We're going to have a glorious time," she announced—to herself, to the car in general, or to Georg, no one knew, not even Elsa.

The Captain, however, smiled.  Elsa may not know him through and through, but he could not expect her to, and it was comforting to know that just now, she knew what he was thinking.  He knew that when she had asked whether his brooding and longing look was for her she had been hoping, rather than truly suspecting.  That look was for home, and Elsa had always known it.  Elsa—beautiful, enterprising and unafraid Elsa—understood that look, understood why he hated to come home, understood what bringing her there meant—and was telling him it would be alright.  They would have a glorious time.  He knew that Elsa would strive to make sure of that, and that was the best that he could hope for.