A/N: This fic follows the original storyline and turns into an AU around the time of the party. I know this area is covered a lot but I wanted to explore the gradual change in both characters as they unknowingly fall in love and eventually come together in an alternative way. I don't own the Sound of Music or any of its characters etc etc. Please do review!

Chapter 1: Contempt at first sight

Maria idled pensively through the sunny streets of Salzburg on her way to the bus stop, reflecting on her most recent talk with the Reverend Mother. Her trusted mentor and confidante had told her only hours ago that it was God's will for her to go out into the world for a short time, to see if she could expect of herself what the cloistered life demanded.

"But seven!" Maria muttered to herself again in disbelief, kicking absentmindedly at the ground beneath her feet and remembering her shocked exclamation when the Mother Abbess had told her of her task for the summer. Seven children and a decorated war hero from the Austro-Hungarian imperial navy.

"Not intimidating at all!" She exclaimed to no one in particular, rolling her eyes and shrugging as she lugged her guitar case and weathered carpet bag along with her.

Charlotte Bronte's Jane Eyre had been a governess, she thought to herself, and she had managed just fine at Thornfield! Well, if you overlooked the mad wife in the attic, the burning down of the estate and the blinding of the master..

Maria shook her head to relieve herself of her somewhat disturbing reverie. Even the tragedies of Thornfield seemed less intimidating than what lay ahead of her! At least Thornfield only housed one child.. Seven just seemed an outrageous number! And given her clumsy ways, burning down the von Trapp villa wasn't exactly an impossibility either.

She had absolutely no experience as a governess and yet she didn't seem to be fairing much better as a postulant. As she ambled towards the bus stop singing loudly and splashing water from the fountain, she pondered over how many times she had kissed the floor in the last month alone for her many indiscretions. It must have been at least fifty - she just couldn't seem to stop singing, dancing, sliding down banisters, climbing trees and saying everything and anything she thought and felt. She wondered whether the Mother Abbess would ever believe she had what it took to dedicate her life to a higher purpose.

"When the Lord closes a door.. Somewhere he opens a window," she tried to convince herself, finally spotting the bus and charging after it due to her tardiness, stumbling over her own feet in the process.

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Georg vonn Trapp was in a dangerous mood - something that had become the norm in recent years - and his staff and children knew better than to disturb him when his was brooding in his study. Governess number twelve was late and his military discipline did not take kindly to tardiness. Taking a large sip of amber liquid from his whiskey tumbler and leaning back in his leather chair impatiently, he felt his anger rise as he recalled the way in which he'd lost governess number eleven. Two hours she had stayed. Two hours into his drive to Vienna he had been called back to fix the mess his unruly children had made. He had been in a terrible rage, utterly resentful of the fact he'd been so quickly called upon to return to the place he so often wished to escape: home. It had been the same with the previous ten and he was beginning to lose his patience. They had all been completely incapable of maintaining discipline and his house simply couldn't be run without it, resulting in his having to return on all ten occasions when all he wanted to do was stay away. There were too many memories, too much heartache that greeted him whenever he returned. And his children had bared the brunt of his angry resentment each and every time.

A sharp knock at the door startled him from his thoughts and he grunted impatiently to give permission for entry. It was Franz, alerting him to the arrival of number twelve. It's about time, he thought, mentally preparing himself for the usual routine of drilling the new governess with his exact expectations. He demanded nothing but the utmost orderliness and decorum from all of his staff and he had high hopes that a stiff-upper-lipped, no-nonsense nun from Nonnberg Abbey would be just what his household needed when it came to restoring discipline. The sooner he could recruit a worthy second-in-command and consequently leave for Vienna, the better.

He could feel himself slipping already, falling into the silent despair that so often plagued him when at home and he felt an urgent desire to see Elsa, her elegant grace, charming witticisms and lavish lifestyle a welcome distraction that soothed the heavy ache in his chest. Activity suggested a life filled with purpose and it was in Vienna he felt most active - surrounded by idle gossip, parties, champagne and aristocracy that, while superfluous and somewhat tedious at times, still conveniently distracted him from his suffering. He was seriously considering marrying Elsa - after all, she had brought some meaning back into his life since he'd lost his beloved Agathe. And his logical mind told him it made sense - she came from a wealthy, aristocratic family, she was elegant, witty, graceful, the perfect hostess - everything a baroness ought to be. Not to mention the children desperately needed a new mother.

But for now, they'll have to make do with number twelve, Georg thought as he dismissed Franz and made his way through the door to get the introductions and briefing over with as quickly and efficiently as possible.

He marched through the corridor, his back straight and shoulders back, ready for battle. He had no intention of dillydallying through his first meeting with number twelve and she would be made fully aware from the get go that he was a man not to be trifled with. His pristine shoes clicked against the marble with each step as he entered the grand entranceway but he stopped short, the silence ringing in his ears when he was greeted by.. No one. His hall was completely deserted. Where on earth was number twelve? Franz knew to instruct each arrival to wait in the entranceway but the only evidence of anyone's presence was the old carpet bag and guitar case abandoned in the corner. Georg rolled his eyes and snorted with derision - whoever brought that infernal instrument with them would soon learn that it would remain in that case gathering dust for the entirety of their stay.

He snapped to attention suddenly when his eyes fell on the open ballroom doors a few feet away from the abandoned belongings. Feeling his irritation escalate into outright anger, he marched across the hall to confirm his suspicions, a deep scowl creasing his forehead. Surely number twelve wouldn't dare? Who on earth would have the audacity to snoop in another's home just minutes after arriving? Those doors had remained closed for almost four years, apart from one or two occasions when he would go there late at night to allow the sorrow to engulf him in privacy. That room belonged to him and Agathe alone and he felt the rage bubble in his chest as he approached, ready to evoke fear in whoever dared to intrude on his precious memories.

Maria leapt up in alarm from her bowed position when she heard the doors of the ballroom slam open. A tall, broad silhouette loomed there in its intimidating glory - it's arms spread wide against the doors and its stance poised as if ready for attack. It said nothing for several moments, eyeing its prey, and finally moved to one side against the doorframe - a silent indication that Maria should make a very swift exit. She scurried from the room, unable to tear her gaze from the haughty figure before her - finally able to make out his facial features as she drew nearer. Squeezing past him in the doorframe, she caught sight of his deep scowl, his strong jaw set in anger, his immaculate hair peppered slightly with grey at the temples and, most unsettling of all, his piercing blue eyes.

Captain von Trapp.

"In future you'll kindly remember there are certain rooms in this house that are not to be disturbed!" He snapped as she nodded her understanding and forced herself to keep quiet. Somehow she didn't think he'd appreciate being told that her curiosity had simply gotten the better of her.

That very same curiosity led her to study his face in more detail now as the light of the hall fell on him. How different he seemed from the man she had imagined on her way to the villa! She had pictured a bushy beard, tobacco, a swollen belly hanging over his trousers, a monocle.. She couldn't help but grin as she stared at him, finding humour in the ridiculousness of her previous assumptions.

As he closed the ballroom door behind him and reprimanded number twelve for her insolence, Georg found himself subjected to her wide eyed stare. The previous eleven had barely been able to look him in the eye when he'd used intimidation tactics and yet number twelve scrutinised him with open and evident curiosity. It was deeply unsettling.

"And why do you stare at me that way?" he barked, his eyes narrowing. Much to his irritation, his harsh tone did nothing to wipe the infuriating smile from her face. On the contrary she seemed positively breezy, as if it were perfectly normal to be caught bowing like a fool in somebody else's private ballroom.

"It's just.. You don't look at all like a sea captain sir," she breathed, grinning again with that ridiculous air of contentment that thoroughly riled him. He raised his eyebrows at her forthrightness and bit back a series of condescending remarks he felt inclined to make. Intimidation didn't seem to work with this one - perhaps mockery would keep her in line.

"I'm afraid you don't look very much like a governess," he sneered sarcastically, demanding that she turn around and take off her hat as he noted the dowdy appearance of her godawful dress and the oddity of her short haircut. Would there been no end to his exasperation with these infernal governesses? She looked utterly ridiculous. She was a tiny slip of a girl who looked completely incapable of disciplining a rabbit let alone seven headstrong children.

"It's the dress," he muttered, knowing full well he was being kind by blaming the garment alone for his less than enthusiastic response to number twelve, "you'll have to put on another one before you meet the children."

She proceeded in vexing him further as she began babbling proudly about having given all her belongings to the poor and being able to make her own clothes. Enough of this nonsense, he thought, promising absentmindedly to have some material delivered. It was time to get down to business.

Maria felt oddly perplexed when she fell under the Captain's intense scrutiny, as he clicked his fingers at her like a dog to demand her name. He began circling her, barking orders left, right and centre until her head spun. If she understood correctly from his rapid exclamations, she was the twelfth in a long line of governesses that were completely unable to maintain discipline. She realised to her horror, that she'd ask aloud whether there was anything wrong with the children and he had stopped short, fixing her with such a look of contempt she almost bent to the ground to kiss the floor out of habit.

He continued to bark orders until she saluted playfully in affirmation, only to find that this particular sea captain didn't seem to have a sense of humour. She met his intense glare with another breezy smile, which was quickly replaced by a look of utter horror as he took a boatswain whistle from his pocket and blew it sharply.

Georg smirked inwardly, feeling a sense of deep satisfaction at finally being able to wipe the smile from the unflappable Fraulein's face. He watched smugly as she retreated against the wall, the thundering footsteps of his troupe startling her into movement. But his satisfaction was short lived. Irritation flooded through him once again when Briggita sidled in late clutching a book, and he was equally as annoyed a few minutes later when Gretl failed to introduce herself after being called upon. Were his children hell bent on making a mockery of his disciplinary skills? He noticed the Fraulein's small smirk and it irked him more so than it should have.

Just when he thought his patience couldn't possibly be stretched further, the little Fraulein outright refused to answer to his whistle, referring to it as humiliating. The only thing humiliating about this entire scene was the absolutely mockery everybody seemed to be making out of him. In those moments, he was utterly convinced that the eight people in the room had united to conspire against him. Did nothing phase this woman?

Heading past the children to make a swift exit before his temper got the better of him, he was shocked into paralysis, freezing on the spot when he heard the shrill blow of his own whistle. Surely number twelve hadn't dared...

Maria noted the fury in the Captain's eyes as he turned excruciatingly slowly to face her. She realised with a hint of amusement that she may very well have given him a taste of his own medicine. And from the look on his face, it tasted particularly bitter!

"Excuse me sir, I don't know your signal," she mused innocently as his eyes narrowed into slits.

Now there was absolutely no doubt in Georg's mind that this mere slip of a girl standing in front of him, with a knowing smile on her face, was daring to taunt him.

"You may call me Captain."