car to escort Mrs. Neall back to her room. Later, mobster Vincent Yost (Peter Brocco) meets Brown and unsuccessfully tries to bribe him into pointing out Mrs. Neall and abandoning her, appealing to both his greed and his fear (Brown tells Yost he is under arrest for bribery but Brown is out of his jurisdiction so he has no arresting authority). He even suggests that Brown could use the bribe to help the family of his murdered partner, Gus Forbes. Brown's relationship with Mrs. Neall is caustic. She is a vile and profane brunette, who flirts with him while expressing doubt about his integrity and commitment to protecting her. She doesn't seem to care that Brown's partner was murdered. On the train, she insists on playing records on her portable record player and endangering both of them, angering Brown. By chance Brown makes friends with an attractive blonde train passenger he meets, Ann Sinclair (Jacqueline White), and her spoiled, too-observant young son Tommy (Gordon Gebert). When Kemp spots Brown with her, he mistakes Sinclair for his target. After Brown beats him up in a fight and questions him, the policeman learns of the mistake. Brown again attempts an arrest without arresting authority. But this time, he turns Kemp over to railroad agent Sam Jennings (Paul Maxey) and hurries to warn Ann Sinclair. Densel, however, has boarded the train during a brief stop at La Junta, Colorado, and waylays Jennings, freeing Kemp. Brown tries to explain to Ann Sinclair that mobsters on the train plan to kill a Mrs. Neall and that they mistakenly think that she is Mrs. Neall. But she stuns him by revealing that she is the real Mrs. Neall. The woman he has been protecting is an undercover policewoman, a decoy, and Brown was not told of either woman's true identity in case he might be corrupt. Plus, Ann Sinclair had earlier mailed the payoff list to the Los Angeles District Attorney. Meanwhile, Densel and Kemp enter Brown's compartment to search for the payoff list and discover the fake Mrs. Neall in the next compartment; the music from her record player gives her away. They enter her room through trickery, and Densel shoots her dead as she tries to sneak her gun out of her purse. Then Kemp discovers a badge and police identification, identifying her as Chicago PD policewoman Sarah Meggs, hidden within her record player.