Elizabeth saw the twinkle lighting his eyes, and suddenly they both laughed.

"I remember your laugh, too," he said, still smiling, "I thought it was the loveliest sound imaginable. So much so that between it and our delightful conversation I felt very much at ease in your company." Realizing he'd just flattered her, he flushed, tugged at his neckcloth, and self-consciously looked away.

Seeing his discomfort, Elizabeth waited until he'd recovered his composure and was looking at her. "I remember you, too," she said, tipping her head sideways when he started to turn his head and refusing to let him break their gaze. "I do," she said quietly and honestly. "I had forgotten until just a moment ago."

He looked gratified and puzzled as he leaned back in his chair and studied her. "Why did you choose to reconsider my proposal, when I scarcely made the merest impression on you?"

He was so nice, so kind, that Elizabeth felt she owed him a truthful answer. Moreover, she was rapidly revising her opinion of Lord Marchman's acuity. Now that the possibility of romantic involvement had vanished, his speech had become incisive and his perception alarmingly astute.

"You might as well confide the whole of it to me, you know," he urged, smiling as he read her thoughts. "I'm not quite the simpleton I'm sure I've seemed to be. It is only that I am not. . . er . . . comfortable around females in a courtship situation. Since I am not going to be your husband, however," he said with only a twinge of regret, "perhaps we could be friends?"

Elizabeth knew instinctively that he would not mock her situation if she explained it, and that he would continue probing until she did. "It was my uncle's decision," she said with an embarrassed smile, trying to gloss matters over and still explain to him why he'd been put through this inconvenience. "My uncle has no children, you see, and he is most determined that is, concerned to see me well wed. He knew of those gentlemen who'd offered for me-and so my uncle that is to say. . ." Elizabeth trailed off helplessly. It was not so easy to explain as she'd hoped.

"Selected me?" the earl suggested. Elizabeth nodded.

"Amazing. I distinctly recall hearing that you'd had several-no, many offers of marriage the Season we met.

Yet your uncle chose me. I must say I'm flattered. And very surprised. Considering the substantial difference in our ages, not to mention our interests, I should have expected him to choose a younger man. I apologize for prying," he said, studying her very closely.

Elizabeth almost bolted out of her chair in dismay when he asked bluntly, "Who else did he chose?"

Biting her lip, she looked away, unaware that Lord Marchman could see from her stricken expression that although the question embarrassed her, the answer distressed her terribly.

"Whoever be is, he must be even less suited to you than I, from the look on your face," he said, watching her. "Shall I guess? Or shall I tell you frankly that an hour ago, when I returned, I overheard your aunt and your coachman laughing about something that occurred at the home of Sir Francis Belhaven. Is Belhaven the other man?" he asked gently.

The color drained from Elizabeth's face, and it was answer enough.

"Damnation!" expostulated the earl, grimacing in revulsion. "The very thought of an innocent like yourself being offered to that old-"

"I've dissuaded him," Elizabeth hastily assured him, but she was profoundly touched that the earl, who knew her so slightly, was angered on her behalf.

"You're certain?"

"I think so."

After a moment's hesitation he nodded and leaned back in his chair, his disturbingly astute gaze on her face while a slow smile drifted across his own. "May I ask how you accomplished it?"

?I'd truly rather you wouldn't."

Again he nodded, but his smile widened and his blue eyes lit with amusement. "Would I be far off the mark if I were to assume you used the same tactics on Marchman that I think you've used here?"

"I'm-not certain I understand your question," Elizabeth replied warily, but his grin was innocuous, and she found herself having to bite her lip to stop from smiling back at him.

"Well, either the interest you exhibited in fishing two years ago was real, or it was your courteous way of putting me at ease and letting me talk about the things that interested me. If the former is true, then I can only assume your terror of fish yesterday isn't quite. . . shall we say . . . as profound as you would have had me believe?"

They looked at each other, he with a knowing smile, Elizabeth with brimming laughter. "Perhaps it is not quite so profound, my lord."

His eyes positively twinkled. "Would you care to make a try for that trout you cost me this morning? He's still out there taunting me, you know."

Elizabeth burst out laughing, and the earl joined her. When their laughter had died away Elizabeth looked across the desk at him, feeling as if they were truly friends. It would have been so lovely to sit by the stream without her slippers, waiting to test her own considerable skill with pole and line. On the other hand, she wanted neither to put him to the inconvenience of keeping them as house guests nor to risk that he might change his mind about their betrothal. "All things considered," she said slowly, "I think it best if my aunt and I were on our way tomorrow to our last. . . to our destination."

The next day dawned clear and fine with birds singing outside in the trees and sun shining gaily in an azure sky. Unfortunately, it was one of those days when solutions to the problems of the night before did not automatically present themselves, and as Lord Marchman handed Berta and her into their coach Elizabeth had still not resolved her dilemma. She could not remain here now that her task was accomplished; on the other hand, the prospect of arriving at Ian Thornton's home in Scotland, nearly a fortnight before she was expected and with Berta instead of Lucinda, did not appeal to her at all. In order to confront that man, she wanted Lucinda with her-Lucinda, who cowered before no one and who would be able to advise Elizabeth when advice was needed. The obvious solution was therefore to proceed to the inn where Lucinda was to meet them and to remain there until she arrived. Uncle Julius, with typical reverence for a shilling and unswerving practicality, had worked out what he called a budget and had given her only enough extra money to cover emergencies. Elizabeth told herself this was an emergency and resolved to spend the money and worry about explanations later.

Aaron was still waiting for instruction as to where to go, and Elizabeth made up her mind. "To Carlington, Aaron," she said. "We'll wait for Lucinda at the inn there."