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Christopher Paul Curtis is an award-winning author of young adult books, many of which focus on African American history. Bud, Not Buddy is the first novel to win both the Newberry Medal and the Coretta Scott King Award. The novel, which tells the story of a ten-year-old boy on the run in 1936 Michigan, is fictional but inspired by real historical facts about the Great Depression. Additionally, two of the characters, Lefty Lewis and Herman E. Calloway are based on Christopher Paul Curtis’s own grandfathers.

Just like Lefty Lewis in the book, Curtis’s Grandpa Lewis was a Pullman porter in Grand Rapids. He was also a pitcher in the minors of the Negro Baseball League. The character Herman E. Calloway is based on Curtis’s other grandfather, Herman E. Curtis, who was a bandleader throughout the Great Depression. Curtis describes the importance of entertainment and music in lifting people’s spirits throughout the Depression. He also stresses the importance of talking to your grandparents and older relatives and learning their stories before they are gone. That way you can keep their stories alive forever.

Bud, Not Buddy tells the story of a ten-year-old black boy out on his own in Flint, Michigan in 1936. The novel begins when Bud Caldwell, who tells everyone he meets that his name is Bud, not Buddy, is moved from the orphanage he has been staying in to a foster family. Bud gets into trouble with his foster family when his foster brother Todd sticks a pencil up Bud’s nose while he is sleeping. Bud and Todd get into a fistfight and Mr. and Mrs. Amos don’t believe Bud’s side of the story. They think Bud is uncivilized and unfit to live in their house. The Amoses force Bud to stay in a locked shed for the night and plan to send him back to the Home in the morning.

Bud escapes from the shed after he accidentally hits a hornets’ nest in the middle of the night and gets stung several times. As payback, Bud hides the Amos family’s gun and sticks Todd’s hand in warm water so he will wet the bed. Bud takes refuge under some Christmas trees by the library for the rest of the night. In the morning, Bud runs to a soup kitchen at the mission to get breakfast but arrives too late to be served. Luckily, a random man pretends to be Bud’s father so that Bud can sneak in and get food. After eating breakfast with his pretend family, Bud heads back to the library.

Bud falls asleep again in the afternoon but is awoken by his best friend Bugs, who has also run away from the Home and figured he would find Bud somewhere by the library. Bugs and Bud plan to hop a train headed west. They go to the edge of Flint to a shantytown called Hooverville. The people of Hooverville feed the boys in exchange for work. Bud does the dishes with a girl named Deza Malone who gives him his first kiss. The next morning Bud and Bugs try to catch the train but only Bugs gets on, and Bud gets left behind. The police arrive to tear down the shacks in Hooverville.

With nowhere to go, Bud heads back to the library. He gets the idea to head to Grand Rapids to meet Herman E. Calloway, a musician whose flyer Bud carries around with him in a suitcase. Bud’s mother collected flyers from Herman E. Calloway’s band and always seemed to be terribly sad about them, which makes Bud think Mr. Calloway is his father. Bud calculates that it will take 24 hours to walk to Grand Rapids and sets out at nightfall. At 2:30 AM, a man sees Bud walking and stops to give him a ride. The man, Lefty Lewis, turns out to be a porter from Grand Rapids. Bud convinces Lefty that he ran away from Grand Rapids rather than Flint so that he will get a ride the rest of the way. After an overnight stop at Lefty’s daughter’s house in Flint, Bud finally makes it the music hall in Grand Rapids where Herman E. Calloway plays.

Bud introduces himself to Herman E. Calloway and says that he is Mr. Calloway’s son. Mr. Calloway turns out to be much older and quite mean and takes an instant dislike to Bud because of his claims. The rest of the band thinks Bud is funny, however, and they take him out to dinner at a restaurant called Sweet Pea. The band decides to let Bud join their little family if he agrees to pull his own weight. Bud’s favorite band members are Steady Eddie, who thinks Bud will make a talented saxophone player, and Miss Thomas, a singer that Bud finds incredibly beautiful. About a week after Bud joins the band, Herman E. Calloway makes the discovery that Bud is actually his grandson. Bud’s mother ran away from home as a teenager and Mr. Calloway hasn’t heard from her since. Mr. Calloway comes to terms with his daughter’s passing and Bud’s entrance into his life. Bud knows he’s finally found a place to call home and that his mother’s love will always be with him.

Bud Caldwell

A witty and funny ten-year-old boy whose mother died when he was six. When Bud runs away from his foster home, he sets out to find a musician named Herman E. Calloway who Bud thinks might be his father.

Jerry Clark

A six-year-old boy at the Home who gets sent to a foster family at the same time as Bud. Bud comforts Jerry because he knows how tough the world can be when you’re only six.

Todd Amos

Bud’s twelve-year-old foster brother. Bud gets into a fight with Todd after Todd tries to stick a pencil up his nose while he sleeps. This is the inciting incident for Bud deciding to run away.


Bud’s best friend from the home, Bugs got his name because once a cockroach climbed into his ear and got stuck so bad that Bugs had to go to the hospital. Bugs runs away as well and hops a train headed west.

Deza Malone

A girl Bud meets when he and Bugs arrive in Hooverville, a shantytown right outside of Flint. Deza and Bud wash the dishes in the creek together and talk about their families. Deza kisses Bud on the lips: his first real kiss with a girl.

Lefty Lewis

A porter from Grand Rapids, Lefty Lewis stops his car when he sees Bud walking along the side of the road at 2:30 in the morning and ends up driving him to Herman E. Calloway. Lefty is trying to help unionize the porters of Michigan.

Herman E. Calloway

A famous fiddler and bandleader in Grand Rapids, Herman E. Calloway is a grumpy old man. Bud comes all the way from Flint to meet him because he suspects Mr. Calloway is his father.

Doug ‘the Thug” Tennant

The drummer in Herman E. Calloway’s band, the Dusty Devastators of the Depression. The Thug likes to give Bud a hard time, but his teasing is usually well intentioned.

Miss Thomas

The singer in Herman E. Calloway’s band. Bud thinks Miss Thomas is the most beautiful woman in the world. He is also impressed by how talented a singer she is.

Steady Eddie

The saxophone player in Herman E. Calloway’s band. Steady Eddie is funny and amusing to Bud. He also buys Bud his own recorder and then later saxophone to play.

The Great Depression

Bud, Not Buddy is set during the Great Depression, and the strain of the economy is evident throughout the novel. The night Bud spends in Hooverville is perhaps the most profound example of the poverty so prevalent in this time period. The people of Hooverville have no jobs and little food. They are all hardworking people who are down on their luck and ‘a little nervous about tomorrow.’ The novel demonstrates how normal people are pushed to extraordinary circumstances during difficult times.

Foster Care

Bud has lived at an orphanage since his mother died when he was six but sometimes he is sent to live in foster homes. Bud’s experience at the Amos household, in which he is bullied by his foster brother and then forced to spend the night in a hornet-infested shed, portrays the darker side of the foster care system in the 1930s. Bud’s disagreements with his foster family and sense of isolation show the loneliness and hardships of being an orphan in a strange place.

Being ‘On the Lam’

After Bud leaves the Amoses, he is on the lam, or on the run. Although at first Bud is excited by this prospect, he learns quickly that being on the lam isn’t all fun and games. Bud has to fend for himself and discover how to find food and guidance. He also has to do a fair amount of hiding and lying to get where he wants to go and ensure that he doesn’t get sent back to the Home. By walking in the middle of the night in a segregated area of Michigan Bud unknowingly puts himself at risk. He learns that life on the run, while exciting, is ultimately risky and less gratifying than finding a place to call home.

Racial Tensions

In 1936 America Jim Crow laws are at their height and racial discrimination and tension is prevalent even in northern states such as Michigan. Although as a ten-year-old Bud is mostly unaware of the extent of racial tension in the country, its existence shape the world in which he lives. Bud’s foster parents talk about “uplifting the race” while he sees some white people in Hooverville who refuse to join the mixed crowd. Lefty Lewis informs Bud how dangerous it is for a young black boy to be walking alone near white towns. Later, Bud discovers that Herman E. Calloway always keeps a white member in his otherwise black band to help negotiate property laws and gigs. All of these moments play into the greater backdrop of social injustice and racial prejudice that makes up 1930s America.

Labor Conflicts

When Lefty Lewis drives Bud up to Grand Rapids, the car is pulled over by a police officer searching for labor organizers from Detroit. After, Lefty Lewis explains to Bud that he himself is trying to help organize a union in Grand Rapids for the Pullman porters. The opposition between the police and labor organizers illustrates the greater issue of the rise of unions in America and the often-terrible working conditions that many workers were subjected to in the first half of the twentieth century.

New Opportunities

Bud’s mother teaches him the motto ‘when one door closes, another opens.’ Although Bud’s youth prevents him from fully grasping the meaning of this saying, he understands enough to realize that even when his life switches directions, there are new opportunities waiting for him. Bud ending up in Grand Rapids with Herman E. Calloway and his band is the result of a whole series of events starting with a fight with Bud’s foster brother. The novel plays on the theme of destiny by showing that things have a way of working out in the end.


When Bud gets to Grand Rapids and meets Herman E. Calloway and the Dusty Devastators of the Depression he is blown away by the music he hears. Bud is especially impressed by Miss Thomas’s voice and Steady Eddie’s saxophone playing. When Bud is officially accepted as a member of the band family, Steady Eddie even gives him his own recorder and later his own saxophone. The novel shows the beauty and power that music can have and the way it can uplift a community.

Doing Your Share

When Bud and Bugs arrive in Hooverville, they are told that everyone in the shantytown does his or her share to keep the community going. For their part, Bud and Bugs agree to wash all the tin cans and spoons in exchange for dinner. This theme comes into play again when Miss Thomas tells Bud that he can stay with her and Herman E. Calloway’s band on the condition that Bud pulls his own weight by following the rules and doing chores. The lesson imbedded in the novel is that nothing in life comes easy. To be a part of a family or community and receive its benefits, you must contribute, as well.

Parental Influence

When Bud is six his mother dies, leaving him to the care of a state-run orphanage. With a dead mother and unknown father, Bud lacks the parental guidance that most kids take for granted. Deza Malone points out Bud’s lack of family grounding and makes him realize that he doesn’t actually have anybody to turn to. All of these factors lead to Bud getting the idea in his head that Herman E. Calloway is his father and searching for a parental figure to guide him. Miss Thomas plays a mother role in the book as well, comforting Bud when he starts crying at dinner. By the end of the story, Bud has managed to find himself a real family even if it is a rather untraditional one.

Growing Up

Bud, Not Buddy is essentially a coming-of-age novel in which Bud gains some independence through his adventures and finds a home for himself after years of not quite fitting in anywhere. Early in the novel Bud says that people think you start being an adult at the age of 15 or 16, but certainly you start being an adult at the age of six. Bud was six when his mother passed away and had to grow up a lot faster than most people. His story is one of resilience and perseverance. Although, in many ways, Bud is still a kid, in a short amount of time he develops a maturity and sense of human understanding that others take years to cultivate.

Overcoming Grief

Bud’s mother died four years ago, but he still thinks about her all the time and misses her terribly. All of Bud’s most valuable belongings are tied to his mother in some way—a picture of her as a child, flyers she found beneficial, etc. In many ways, Bud continues to mourn for his mother. When Bud gets to Grand Rapids and Herman E. Calloway discovers that his daughter—Bud’s mother—passed away, Mr. Calloway is stricken with grief. Yet Bud manages to overcome his sadness and keep going with the knowledge that he carries his mother’s love around with him wherever he goes.

Bud, Not Buddy begins with all the boys of a state home standing in line for breakfast. A caseworker comes in and starts walking down the line, which is terrible news: someone is either about to get paddled or transferred to a foster home. The caseworker stops in front of Bud and asks if his name is Buddy Caldwell. Bud informs the woman that his name is Bud, not Buddy. The woman also pulls aside a younger boy named Jerry Clark. Both boys have been assigned to new foster homes and are sent back to the sleep room to gather their things. The caseworker tells Bud and Jerry how lucky they are that families have opened their homes to them and reminds the boys to act cheerful, helpful, and grateful.

Back in the sleep room Jerry looks like he’s about to cry. Bud sits down next to Jerry on the bed and tells him not to worry. Jerry is being placed in a family with three girls. The girls are going to love him and treat him like a special pet. It’s Bud who is in trouble—he’s been placed in a family with an older boy. The boy will probably want to fight and be all sorts of trouble. Jerry calms down a little so Bud goes over to his own bed. He feels sorry for Jerry because being six is an extremely rough age when you begin to understand everything. Most adults think being grown up starts when you’re a teenager, but Bud knows it actually starts at age six. Six is how old Bud was when his Momma died, and he got sent to the Home.

Bud pulls his suitcase out from under his bed and checks to make sure everything is there. He pulls out a flyer he’s read so many times that the paper is starting to wear out. It is an advertisement for a jazz band called Herman E. Calloway and the Dusky Devastators of the Depression. On the flyer, there is a picture of a man standing next to a fiddle. Bud has never met the man, but he is pretty sure the picture is of his father. Bud thinks this because his Momma brought this flyer home one day and got terribly upset over it. Bud puts the flyer back in his suitcase and gets up to leave with Jerry thinking, “Here we go again.”

Chapter 2 begins with a boy named Todd Amos beating Bud up. Bud is curled up in a ball on the floor to try to protect himself from Todd’s blows. Just as Todd starts kicking Bud, the bedroom door opens and Mrs. Amos, Todd’s mother and Bud’s foster mother, comes inside. Todd gives Bud one more kick and then starts huffing and puffing. He falls to his knees and grabs his throat. Todd coughs out that he was only trying to help by waking Bud up so he could go to the bathroom. He points to his jaw where Bud has clearly punched him. Mrs. Amos pulls Bud out from under the bed and starts shouting at him for hurting her son and provoking his asthma. Bud considers himself one of the best liars in the world but can’t help but think that Todd is pretty darn good at it too.

What truly happened was that Bud woke up to Todd sticking a pencil up his nose. Todd laughed at him and called him Buddy even though Bud had already told him twice not to call him that. At that moment, Bud was so mad that he didn’t care that, at twelve, Todd was two years older than Bud and twice as large. Bud swung as hard as he could at Todd’s head. Being that brave was actually kind of stupid because Todd quickly took Bud down. But now all Mrs. Amos hears is Todd’s side of the story. It was especially smart of Todd to lie and say he woke Bud to use the bathroom because Mrs. Amos hates bed wetters more than anything.

Mr. Amos arrives at the scene carrying Bud’s suitcase. Bud can tell by the way the twine is tied that he looked through its contents. This infuriates Bud because his foster parents promised they would keep his suitcase safe. Mrs. Amos continues to lecture Bud. She tells him he is a disgrace and represents the members of their race that do not want to be uplifted. Mrs. Amos swears that Bud will never sleep under her roof. They will take him back to the Home, and, in the meantime, Bud is to spend the night in the tool shed.

 Mrs. Amos makes Bud apologize to everyone, which he does excessively in order to avoid another beating. He also throws in a “please don’t send me back” even though leaving the Amos house is exactly what he wants to do. This is because, in Bud Caldwell’s Rules and Things to Have a Funner Life and Make a Better Liar Out of Yourself, number 118 is that you have to give adults something they think they can use to hurt you. That way they won’t take away what you honestly do want. Mr. Amos takes Bud out to the shed while Todd calls out how there are vampire bats and other terrible things out there. Mr. Amos nudges Bud into the shed and snaps the padlock behind him.

The shed is pitch black and silent except for the sound of Bud’s rapid breath. Bud tries to calm himself down. After a few minutes, he is still scared but also restless so he walks around the shed to investigate. Bud’s eyes adjust to the dark pretty quickly and he soon notices things like rags and fishing poles. He tries the door, but it is still locked. Above the door, Bud notices beady eyes glaring back at him. At first he is terrified, but then Bud realizes that the eyes actually belong to some dried out fish heads. Bud hangs a rag over the fish heads so he won’t have to look at them.

Bud figures he may as well try to get some sleep so he lays his blanket down on top of the woodpile. Bud is afraid to sleep on the floor because of all the bugs that could be down there. One time at the Home a cockroach crawled into the ear of Bud’s best friend, Bugs and got stuck there. Bugs screamed his head off for fifteen minutes until someone took him to the emergency room. When he got back, he said that the roach was screaming in his ear in English. The roach knew they were coming for him with tweezers and kept yelling, “My legs! My legs!” And that’s how Bugs got to be called Bugs.

Bud manages to sleep for a little bit but wakes up in the middle of the night. He looks up and sees what must be the biggest vampire bat in the world. Bud takes his jackknife out of his back pocket and decides that he needs to kill the bat before the bat kills him. He doesn’t hesitate because Rule Number 328 in Bud Caldwell’s Rules and Things for Having a Funner Life and Making a Better Liar Out of Yourself is that once you make up your mind to do something, you better go ahead and do it before you talk yourself out of what you wanted. Bud uses a rake to attack the bat. The bat splits right in half and Bud is kind of surprised it doesn’t make any noise or anything. That’s when he realizes that the bat is not a bat after all, but rather it is a hornet’s nest. The hornets start stinging Bud, who jumps on the woodpile and jerks the window of the shed open. He rolls to the ground outside. All Bud can think is that the hornets hurt, but now that he managed to escape the shed, Bud can finally have his revenge on the Amoses.

Bud discovers that the Amoses didn’t lock the kitchen window so he manages to sneak into the house. He finds his suitcase hidden under the kitchen table and is relieved that it seems to be the right weight—at least Mr. Amos didn’t take anything out. There is a tremendous shotgun leaning right by the door next to the icebox. Bud picks up the gun. It is heavier than he thought it would be. His heart starts racing as he aims the gun toward the stove. He pretends to be shooting a wild animal, or even better, Todd. But then Bud lowers the weapon. He knows guns are too dangerous to mess around with so he takes the gun outside and places it in a corner of the back porch. This way even if something goes wrong with Bud’s revenge plan, the Amoses won’t be able to find the gun in the dark to shoot him.

Next Bud goes back in the kitchen. He fills a jar with warm water and heads into Todd’s room. Todd is sound asleep and doesn’t wake up. Bud picks up one of Todd’s hands and sticks it in the water. One of the boys at the Home once told him that if someone sticks your hand in warm water while you’re sleeping it makes you wet the bed. Bud waits but nothing happens. Finally, he decides just to pour the water on Todd’s pajama pants. Bud pours a little out and sure enough, Todd wets the bed. Bud tiptoes out the room and laughs to himself. He picks up his suitcase and leaves the house. Now he is on the lam just like Public Enemy Number One.

Bud realizes that being on the lam is a lot of fun for only five minutes. After that, he starts to get nervous. But Bud knows he has to get out of the neighborhood as fast as he can so he heads toward the north side library, where he thinks Miss Hill will be able to help him. When Bud reaches the library he tries to sneak into the basement to sleep, but it’s locked so he hides in a giant row of Christmas trees next to the building. Bud opens his suitcase and is relieved to find that nothing is missing. The Amoses may be nasty people, but at least Bud can say they aren’t thieves.

Bud takes out his blanket along with a photo of his mother as a child—the only picture Bud has of her. In the picture, Bud’s Momma is about eight years old. She is sitting between two large wagon wheels on a midget horse and frowning. Bud knows the reason she is frowning is because of the oversized cowboy hat on her head, which her father insisted she wear. Bud’s Momma would tell the story over and over again about how horrible and filthy that hat was and how Bud’s grandfather insisted. She and Bud used to have a lot of the same conversations over and over. It’s one of the main things Bud can remember about her, maybe because she would squeeze his arms to make sure he was listening. When she told Bud things over and over it was one of the few times she wasn’t running around, always in a hurry.

Bud’s Momma had four favorite things to tell him. One was about the photo, and the other was about his name. She told him that Bud was his name and that he shouldn’t let anyone ever call him anything else, especially not Buddy because that was a dog’s name and if she wanted to name him Buddy she would have added the dy herself. Bud’s Momma would then explain that Bud’s name meant a flower before it bloomed, and that’s just what Bud was.

Another thing Bud’s Momma would say to him a lot was that he shouldn’t worry but as soon as he became a young man she was going to explain a lot of things to him. But Rule Number 83 in Bud Caldwell’s Rules and Things to have a Funner Life and Make a Better Liar Out of Yourself is that if a grown-up says not to worry, you better start worrying. Bud’s Momma would tell him that no matter how bad things get, when one door closes another opens. This confused Bud for a long time because he thought she was talking about ghosts and didn’t understand what one door had to do with another. But now that Bud’s ten he knows that she meant like the door at the Home closing leading to the door at the Amoses’ closing, etc. Bud is too tired to think anymore so he closes up his suitcase and curls under his blanket to sleep

Bud opens his eyes to see the sun coming up behind a Christmas tree. He knows he’s overslept—he jumps up, grabs his suitcase, and starts running toward the mission as fast as he can. The mission is about seven blocks away. When Bud gets there, he is relieved to see that there is still a line outside, even though the line goes back nearly two blocks. Bud gets behind the last person in line, but the man tells him that the line is closed. The folks in front of him are the last ones to get breakfast that morning. Bud starts trying to think of a lie but the man is not taking any of it. He tells Bud that everyone knows the rules: the line for breakfast closes at seven o’clock. It’s unfair to everyone else if Bud shows up at 7:15 when some folks have been waiting for hours already. If Bud wants food, he’ll just have to come back to the mission at six p.m. for supper.

Bud is upset at the prospect of being hungry all day long, but he backs away from the line when he sees the man pull a black strap out of his pocket to whip him. As Bud backs away, he feels a giant hand wrap around his neck. The man behind him says, “Clarence, what took you so long?” Bud is about to tell the man that his name isn’t Clarence, but then he catches on. The tall man explains that his son Clarence just went to use the bathroom. He smacks Bud on the head and tells him to join his Momma. Bud looks to where a woman standing by two kids is waving. He joins the woman in line, and she smacks him on the head too. Bud thinks that for someone just pretending to be his momma, the woman sure does slap hard.

 Bud stands in line with his pretend family for a long, long time and eventually makes it inside the mission. He is served a large bowl of oatmeal, two pieces of bread, and a glass of milk. Bud sits down to eat with his pretend family, and his pretend mother even gives him some brown sugar for his oatmeal. Bud says “thank you, momma, ma’am,” which makes the parents laugh. When Bud asks if the family will be at the mission for supper, the mother says that they only go in the morning, but Bud better get to the mission plenty early next time. Bud promises he will and parts ways with the family that got him in for breakfast.

Next Bud goes to the library. He likes the library because the air is cooler there and it has a different smell than anywhere else—a smell of leather, cloth, and old books. Bud thinks it’s the smell that makes so many people fall asleep at a library. There’s not that makes a librarian madder than seeing someone fall asleep and start drooling on a book. Drooling is even worse than laughing or making noise, and the librarians will kick you out right away if they catch you at it.

Bud leaves his suitcase with the white lady at the lending desk and goes to look for Miss Hill. When he can’t find her anywhere, Bud returns to the desk and asks the librarian where she is. The librarian looks at Bud kind of funny and says, “Haven’t you heard?” This makes Bud nervous because Rule Number 16 in Bud’s Rules and Things is that if an adult ever starts a sentence saying, “Haven’t you heard,” you should watch out because whatever is said next is bound to be a tragedy. But the librarian sees Bud’s face and tells him there’s no reason to look so scared, it’s not terrible news. Miss Hill has gotten married and moved to Chicago with her new husband.

Bud asks if Chicago is far. The librarian takes out a whopping Atlas to show him the distances between Flint, Michigan and Chicago, Illinois. They look pretty close, but Bud knows that maps are unreliable. He asks how long it would take to walk from Flint to Chicago. The librarian takes out another book called Standard Highway Mileage Guide. She then pulls a third book out to figure out that the average man walks five miles an hour. She does the math and determines it would take 54 hours to walk all the way to Chicago—much too long to be practical. Bud thinks that Chicago and Flint may as well be a million miles away. There’s no way Miss Hill will be able to help him now. Bud isn’t sure what to do now because he doesn’t want to go back to the Home, which is too crowded for all the kids anyhow. He leaves the library and knows that a new door will open somehow since the library door just closed. Next Bud goes back to the trees and falls asleep.

Bud wakes up feeling like someone is watching him. He pulls out his jackknife, but the next thing he knows someone jumps right on top of him and holds his arms back so he can’t move. Bud shouts but then realizes it’s his friend Bugs from the home! Bud tells Bugs he nearly scared him half to death. Bugs tells Bud that he’s on the lam just like Bud is. Bugs figured that Bud was probably hanging out around the library so he went to check. Everyone at the Home heard about Bud beating up that kid at the foster home, and Bugs wants all the details. He tells Bud that he plans to hop a train headed west. Kids can make money out there by picking fruit. Bud agrees to go along with Bugs and two spit on their hands and then slap them together, signifying that the boys are now brothers.

Bud and Bugs find out that in order to hop the train they have to go to a city right outside of Flint called Hooperville. It takes them nearly the whole day to figure out the right direction to Hooperville, and it’s dark by the time they head out. The boys come across a clearing on the edge of town made up of a bunch of shacks made out of boxes. In the center of all the huts are about a hundred people around a fire waiting for food. The boys hide behind a tree, and Bugs flips a coin to see which of them has to go out to talk to the people. Bud loses the coin toss and goes out to some of the people He asks if this is a city called Hooperville. Everyone laughs and a man explains that this is a place called Hooverville, as in President Herbert Hoover. There are Hoovervilles next to cities all over the country—this is just the Flint version.

Bugs comes out to join Bud. If there are Hoovervilles all over the country, Bud isn’t sure how they’ll know which one is the right one to catch the train. But the man assures the boys that if they are tired, hungry, and a little nervous about what’s going to happen tomorrow, then this is exactly the Hooverville they are looking for. It is a collection of all sorts of people of different races who are also hungry, tired, and nervous about tomorrow. The man offers the boys some of the food but says that in the shantytown everyone chips in. Bud and Bugs will have to do all the dishes to pay for their meals. It seems like a good deal to Bud.

Bud and Bugs go off with a little white boy and a black girl to wash al the dirty tin cans and spoons in the creek. They split up into two groups, and Bud is paired with the girl, named Deza Malone. They get to talking, and Bud learns that Deza is the same age as him and plans to head west as well as soon as she and her mother hear back from her father who has gone to look for work. Deza seems neat but has a habit of touching Bud’s hand a little too much when she passes the dishes to him. Still, Bud finds himself confiding more in Deza than he intended. After a while, Deza asks Bud if he’s ever kissed a girl before. He says he hasn’t and they end up kissing. Bud thinks that he will never forget this night—the first time he ever “busted slob” with a girl.

Bud and Bugs go to sleep but are woken up well before dawn to the sound of a man screaming that the train is trying to sneak off early. Everyone in Hooverville is up and running in the direction of the train tracks. But the cops are guarding the train to make sure no one gets on. The head officer says they have orders to shoot anyone who tries to get on the train. But the cops are well outnumbered by the hundreds of gathering men who want to hop the train and soon back down. Bugs jumps on the moving train before Bud and pulls up Bud’s suitcase. But as the train gathers speed Bud can’t get on so Bugs throws the suitcase back and Bud is left behind, alone again. One of the cops warns Bud and the others who didn’t make it on the train that the police are coming to bust up Hooverville. Bud watches from the woods as the cops set fire to the shantytown. Still on the lam and not sure what to do, Bud heads back toward Flint.

Bud walks to Flint and gets to the mission in time for breakfast. He doesn’t see his pretend family so he eats by himself without brown sugar this time. He goes to the library and asks the librarian to borrow the book she had yesterday about measuring the distance between cities. The librarian gets the book and also tells Bud that she recognizes him from when he used to come a long time ago with his mother. The librarian remembers that Bud’s mother liked mysteries and fairy tales, and Bud used to ask Miss Hill for books about the Civil War. The librarian gives Bud the cities book and tells him that when he’s done she has a surprise for him.

Bud goes to the table and measures the distance between Flint and Grand Rapids. It was 120 miles, which meant if Bud walked at the rate of 5 miles an hour he could get there in 24 hours. He decides to leave for Grand Rapids that night. When Bud returns the book the librarian gives him her surprise, a book called The Pictorial History of the War Between the States. Bud doesn’t want to tell the librarian that he’s actually not that interested in history; he just likes the gory pictures. But this book certainly was a terrific book, filled with lots of war pictures. By the time Bud is done looking, it is time for the library to close.

Bud thanks the librarian and sets out for Grand Rapids. The reason he is so determined to go to Grand Rapids is because he is convinced he will find his father there. Bud thinks to himself that it’s funny how an idea can grow. The idea that his father was in Grand Rapids started as just a little seed—Bud originally looked at the man named Herman E. Calloway on the flyer in his suitcase and knew that the flyer was crucial to his mother for a reason. The idea that Herman was Bud’s father got bigger and stronger every time Bud looked at the flyer. Now that seed of an idea is practically a full-grown tree, and Bud knows that he will find his father waiting for him in Grand Rapids. Just like Bugs, Bud is heading west.

As Bud reaches the edge of Flint, he finds himself suddenly on a dirt road. The scenery gets a lot more rural, and the sounds change from those of noisy traffic and people to the sounds of loud bugs, frogs, and mice. Every once in a while a cat or other animal howls. It is unusually dark outside, and Bud is beginning to realize that the 120-mile walk to Grand Rapids will probably take him a lot longer than 24 hours. Bud keeps walking along the road, ducking into the bushes whenever he sees a car coming. But after several hours Bud gets so tired he forgets to hide from cars. Around 2:30 AM a car passes. The driver slows down as he sees Bud and then puts his car in reverse.

Bud runs to the bushes as the man gets out of his car. The man gives a whistle and yells for Bud to say hey, but Bud stays hidden in the bushes. The man yells into the bushes that he knows he saw a brown-skinned boy outside of Owosso, Michigan—a place that neither of them should be near in the middle of the night. Finally, the man yells that he has a baloney and mustard sandwich waiting in his car. Bud doesn’t know how grown-ups seem to always know he’s hungry, but he can’t resist the thought of food. He yells out that he doesn’t like mustard. The man laughs and says he reckons Bud can scrape that part off. When Bud finally emerges from the bushes he sees that the man is brown-skinned and wearing a red hat. His car is fancy so Bud figures he must be some kind of driver for a rich family.

Bud tries to convince the man to leave the food on the side of the road for him, but the man tells Bud that he can only have the food after he explains what he’s doing alone outside of Owosso, Michigan in the middle of the night. Bud realizes that no matter what he says, the man is not going to let him stay out by himself. He explains that he ran away from home but lies and says that he ran away from Grand Rapids instead of Flint. The man says that he’s from Grand Rapids as well and can give him a ride back after he stops in Flint. The man keeps going on about how lucky Bud is that he came across him because Owosso can be a pretty dangerous place for a young black boy. Bud gets in the car but notices a box that says “Urgent: Contains Human Blood!!!” on it. His heart starts racing because the only type of person who would carry around human blood with him is a vampire. The man shuts the passenger side of the car and Bud jumps over to the driver’s side and locks the door. He puts the car into the gear and starts driving down the road to escape the vampire.

The car only gets about 30 steps before it jolts to a stop. The vampire man catches up to the car, and Bud rolls down the window just enough to hear him but not enough for his hand or claws to get in the car. Bud warns that he has a jackknife and knows how to kill vampires. The man says Bud should be smarter than that—if he was a vampire, he wouldn’t be carrying food around or driving a car. The blood is for someone’s operation at a hospital in Flint. This sounds reasonable to Bud, but he still won’t unlock the car door until the man shows him his teeth to prove there are no fangs. When the man gets back in the car, he says it’s lucky for him that Bud doesn’t know how to drive.

Once they are off driving the man, whose name is Lefty Lewis, starts asking Bud a bunch of questions. Bud lies and tells Mr. Lewis that he lives with his father Herman E. Calloway in Grand Rapids. The man is impressed because Herman E. Calloway is a well-known musician in Grand Rapids. The man tells Bud that he’s got a peanut head and teases him for saying sir so much, but Bud doesn’t mind. Bud stretches out in the car and falls asleep.

Usually Bud is a particularly light sleeper, but he must have been dead tired because he doesn’t wake up until the next morning. He hears a woman’s voice and feels disoriented. Rule Number 29 in Bud Caldwell’s Rules and Things is that if you wake up not knowing where you are, you should pretend to stay asleep until you figure it out. So Bud does just that, overhearing the woman and Mr. Lewis talking about how skinny he looks and his father. Bud learns that Herman E. Calloway’s wife died a long time ago, and that he has a full-grown daughter. Bud finally lets on that he’s awake, and the woman, who turns out to be Lefty Lewis’s daughter in Flint, invites him to breakfast.

Lefty’s daughter, Nina Sleet, gives Bud a new set of clothes to wear. He then sits down at the table with Mrs. Sleet’s two kids, Scott and Kim. Lefty teases all the kids. Bud is starving again, but everyone talks so much throughout the meal that it’s hard to find time to swallow. At the Home, you were never allowed to talk while you ate so Bud feels weird being asked questions during breakfast. But he likes the family and enjoys their company.

After breakfast Bud and Mr. Lewis say goodbye to the Sleets and get back in the car to drive to Grand Rapids. Mr. Lewis tells Bud that he sent a telegram to Herman E. Calloway saying that Bud was safe and would return home Wednesday at 8 PM. Bud knows this means trouble since Herman E. Calloway doesn’t even know about Bud yet, but he keeps his mouth shut. Mr. Lewis spends the day doing errands while Bud waits in the car. Finally, they start to drive toward Grand Rapids, but they don’t get majorly far before they hear a siren and a cop car pulls Lefty Lewis over. Mr. Lewis gets extremely serious and tells Bud to listen carefully and do exactly as he says. Under Lefty’s instruction, Bud kicks a box under his seat all the way to the back so it can’t be seen. From the way he is acting, Bud starts to think that maybe Lefty is on the lam too. Lefty Lewis tells Bud to stay put and gets out of the car to talk to the cop. The police officer inspects the trunk and then tells Lefty Lewis he is free to go. The cops are stopping all cars they don’t recognize because there have been reports of labor organizers sneaking up to Flint from Detroit.

Once Lefty Lewis starts driving again Bud asks him what a labor organizer is. Mr. Lewis explains that labor organizers are people who try to set up unions so that groups of workers can get together to make things better for themselves. This all sounds pretty reasonable to Bud so he asks why the cops are after the labor organizers. Lefty Lewis says that’s a legitimate question and tells Bud to look in the box under his seat. Lefty says that what’s inside the box is terribly dangerous and Bud needs to promise not to tell anyone. Bud imagines that the box holds a pistol or stolen goods and doesn’t want to open it. But Lefty Lewis insists. When Bud opens the box all he finds are papers. Lefty explains that he is bringing back flyers because the Pullman porters in Grand Rapids are trying to get a union started.

Bud falls asleep in the car again, and before he knows it they’ve arrived in Grand Rapids. Lefty Lewis pulls the car up to a musical venue where Herman E. Calloway and his band are playing. Bud realizes he has to think ultra fast because Lefty still thinks he ran away from his father’s house. Bud tells Lefty Lewis he is embarrassed about what happened and wants to talk to his father by himself. Lefty tells Bud that given his reputation for running away, Lefty would rather hand-deliver him. To buy himself some time, Bud makes a deal that he will go in and talk to his father first but leave his suitcase in the car as a guarantee that he’ll come back.

Bud goes inside the building and sees the band talking on stage. Bud recognizes Herman E. Calloway right away. His voice is rougher than Bud imagined, and he looks a fantastic deal older, but Bud is still sure it is his father. Mr. Calloway is telling a story about a fight he was in once. He says he stopped fighting though because there comes a time when you know enough is enough. This is exactly what Bud thought when fighting Todd Amos and he takes this as another sign that Mr. Calloway is his father. After 5 minutes, Bud returns to the car and tells Lefty Lewis that his dad is in there and is so relieved to see him that he isn’t even mad. Lefty seems to buy this and lets Bud have his suitcase. Bud goes back into the music hall. He musters up the courage to walk up to the stage. All the men stop talking and look at him. Bud points right at Mr. Calloway and says that he is his father.

After Bud’s announcement, the men on the stage get unusually quiet. Finally, a man named Jimmy says this must be related to the crazy telegram Herman got that morning. Herman E. Calloway says that Bud is obviously a disturbed young man and ought to get back to wherever he belongs. Bud insists that he belongs with Herman now. Jimmy, who seems a lot nicer than Herman, starts asking Bud questions about where he came from and how come he has nowhere to go. Bud explains all about his mother dying and the orphanage and running away from the Amoses. Jimmy tells Bud to go wait by the side door while he has a word with Mr. Calloway.

After a bit, Jimmy calls Bud back to the stage and proposes a deal to him. He says that Bud looks like he might be hungry so the band will invite Bud along to eat with them at Sweet Pea, the best restaurant in Grand Rapids, on the condition that after Bud eats he has to promise to explain himself more and tell the truth. Bud has never eaten at a restaurant before and is happy to accept the deal. Herman seems less than thrilled by the proposition and tells Jimmy that Bud is his responsibility now. Jimmy introduces Bud to the rest of the band, who all have names like Doug  ‘The Thug’ Tennant and Chug ‘Doo-Doo Bug’ Cross. Jimmy says Bud is to ride with the band to the restaurant and that Herman and Jimmy will meet them there.

In the car, the band members talk with Bud some more. The drummer, ‘Thug,’ gives Bud a hard time, but the saxophone player Steady Eddie Patrick seems quite lovely. He tells Bud to stay away from Mr. Calloway for a bit and not to let on to anyone at the restaurant that Mr. C might be his father. Bud says it’s just his luck that he finally finds his father, and he turns out to be a mean old coot. He immediately covers his mouth, knowing he made a mistake. Number 63 in Bud’s Rules and Things is that you should never say something bad about someone you don’t know, especially if you’re around a bunch of strangers that might be close to that person. The Thug teases Bud that he’s going to tell Mr. Calloway but the rest of the band members just want to know about how come Bud thinks Mr. Calloway is his dad. When Bud says that his mom died when she was 26 everyone gets real quiet, and The Thug says that things sure are hard all over.

When the band gets to the restaurant, Bud takes a whiff of the air and thinks that this must be just what heaven smells like. On the other side of the restaurant, he sees Jimmy and Mr. Calloway sitting with a woman. The band sits down at a nearby table but Jimmy calls Bud over to him. Jimmy introduces the woman as the singer of the band, Miss Thomas. Miss Thomas instantly notices all the stings on Bud’s face. Bud lifts up his hand so she can see the scrape from when he was locked in the shed. The injury is now infected and has pus coming out of it. Miss Thomas also asks Bud about the black eye he got from his fight with Todd Amos.

Miss Thomas tells Bud to sit down at the table to eat. Bud doesn’t like the idea of having to sit across from Herman E. Calloway the whole meal since he doesn’t seem real polite. Luckily, Mr. Calloway doesn’t seem to like the idea either. He leaves the table and asks one of the band members to move. Steady Eddie switches to Bud’s table because he says Bud has the look of a future sax man like himself. Miss Thomas orders dinner for Bud and he is amazed that you can order whatever you want rather than everyone getting the same thing. A waitress named Tyla brings out the food and Bud thinks that it truly is the best meal he’s ever had.

During the meal, Miss Thomas tells Bud that there is no way Mr. Calloway is his father. She says that Mr. Calloway is pretty famous. Bud’s mother must have told Bud that Mr. C reminded her of his father, and he misunderstood what she meant. Bud is still convinced that Mr. Calloway is his father but doesn’t know how to explain his evidence. Miss Thomas says that Bud must be tired of answering questions so they’ll talk more about it tomorrow. Tyla brings Bud a piece of pie on the house and Bud thinks that it’s a healthy sign that Miss Thomas says he will still be with them tomorrow.

Bud notices how beautiful Miss Thomas is. She hums in a sweet, low voice, and Bud realizes how talented she is. Steady Eddie is even nicer than Bud thought too, and everyone is laughing and having a swell time. Bud realizes all of a sudden that of all the places he’s ever been, this is already where he feels most at home. Bud is in the middle of laughing his head off when before he knows what’s happening he starts crying right at the dinner table. Bud tries everything he can to make the tears stop, but he can’t seem to control himself. Finally, he puts his head on the table and lays a napkin on top of himself because he is so embarrassed. Miss Thomas rubs Bud’s back and eventually pulls him p against her chest. She whispers to him that everything is okay and begins to hum again. Her body language seems to be telling Bud to go ahead and cry because he’s home now.

After dinner, Miss Thomas drives Bud to a house she calls Grand Calloway Station. Bud asks why the house has a name, and Miss Thomas tells him that a long time ago Mr. Calloway said that so many people passed through the house at all hours that it was like Grand Central Station in New York City. The name just stuck. Bud follows Miss Thomas up a staircase into the bedroom where he will be spending the night.

Miss Thomas tells Bud that she and Mr. Calloway are in the two next rooms down the hall and ask if Bud will be okay for the night. Bud eyes the two doors to the closet and thinks that they are just the right size for monsters. He asks Miss Thomas if the closet doors are locked. She laughs and assures him that there’s nothing in there but little girl clothes and toys. Bud asks if the little girl will mind that he’s staying in her room. Miss Thomas says for Bud not to worry: the little girl is gone. This only makes Bud worry more because Rule Number 28 in Bud Caldwell’s Rules and Things to Have a Funner Life and Make a Better Liar Out of Yourself is that ‘gone’ means dead. Now Bud has to worry not only about monsters but also about some little girl’s ghost.

As soon as Miss Thomas leaves Bud runs straight to the closet and sticks a chair in front of it to keep the monsters out. He hears loud voices from the hallway so he sits down on the bed with his suitcase on his lap. Miss Thomas and Mr. Calloway are arguing about Bud staying in the house. The door bangs open and Mr. Calloway runs in and locks the closet doors. He says that Bud may have everyone else fooled but Mr. Calloway knows he’s up to something and is going to send Bud back where he belongs. He warns Bud not to steal anything in the house and slams the door again.

Bud doesn’t like being accused of being a thief when he hasn’t even done anything to make anyone think he’s dishonest. He thinks that Mr. Calloway is so old and mean that maybe he isn’t related to him after all. He sets his suitcase on the dressing table and lies on the bed, which is super comfortable and even has two sheets. Before Bud even gets under the covers he falls asleep.

When Bud wakes up the first thing he notices is that he is under the covers, and his shirt and pants are off. He looks over next to his bed and thinks he is dreaming because his clothes are all folded up in a pile just like Bud’s Momma used to fold his clothes when she left early for work. She would leave a note on top telling him that she loved him and would see him that night. Bud’s eyes start to get misty, but he blinks a few times and gets out of bed. Bud realizes with embarrassment that Miss Thomas must have come in when he was sleeping and undressed him.

Bud heads downstairs but stops right before he enters the kitchen. He can overhear Miss Thomas telling Mr. Calloway that he has no sympathy. The orphanages are terrible to grow up, and they’re going to stick to the plan they agreed to last night. Miss Thomas says that unless they hear otherwise from Flint, Bud is staying with them. Bud enters the kitchen where Miss Thomas is sitting with Mr. Calloway, Jimmy, and Steady Eddie. Everyone smiles and says good morning to Bud except Mr. Calloway, who gets up from the table to go work on his car. Miss Thomas asks if Bud normally sleeps past noon and Bud says no, that’s the first time he’s ever slept that late before.

Miss Thomas tells Bud that she, Mr. Calloway and the band talked for a long time about him last night. She asks Bud if he will agree to stay at Grand Calloway Station for a while. Bud breaks into a smile so immense that Miss Calloway says she’ll take that as a yes. Bud will be a part of the band family, but he will have to pull his weight and do chores like everyone else. Bud will also need to be patient with Mr. Calloway.

Steady Eddie tells Bud that now that he’s in the band they’ve got to get some things sorted out. First, Steady Eddie gives Bud an old saxophone case to keep his belongings in instead of the old suitcase he uses. After this, the rest of the band comes in through the back door to join Bud and Steady Eddie. Eddie hands Bud his second present—a recorder so that he can learn music and practice two hours a day like the rest of the band. Next the band spends some time debating what Bud’s band name should be. Thug thinks it should be Waterworks Willie because of how much Bud cried the night before. Ultimately the band decides Bud’s new name should be Sleepy LaBone because of how much he sleeps and because he’s so skinny. Everyone breaks out clapping and Jimmy declares Bud’s new name by making him kneel and tapping his shoulders with the recorder.

Bud mops the floor of the Log Cabin concert hall, all the while pretending the water bucket is the underwater boat in Twenty Thousand Leagues Under the Sea. Herman E. Calloway has ordered Bud to mop the floor twice in a row. He’s trying to work Bud dreadfully hard but doesn’t seem to realize how much fun Bud is actually having mopping.

While Bud mops the floor, the rest of the band is practicing on the stage. First Thug starts with his drumsticks, and then Dirty Deed joins the beat with his piano. Steady Eddie starts snapping his fingers and then blows a deep, beautiful note on his saxophone. Mr. Jimmy joins in with his horn and Herman E. Calloway starts playing his giant fiddle. All of the instruments blend together so beautifully that Bud has a hard time picking out his favorite. But then Miss Thomas starts singing. Her voice is so incredible that Bud thinks the band should be called Miss Thomas and the Dusky Devastators of the Depression rather than Herman E. Calloway. When the song finishes there is silence for a minute. Then bud drops his mop and starts clapping as loud as he possibly can.

Bud has been with the band for only a week and already they’ve been on the road three times. This trip they are going an hour and a half north of Grand Rapids for a gig. Bud rides with the band members who, as usual, are teasing each other mercilessly. Thug tells Dirty Deed that the only reason he is in the band is because Mr. Calloway needs a white man to go out and set up gigs for white audiences. Steady Eddie retorts that Thug won’t be around for long because Mr. Calloway switches drummers every few months.

The next morning after the show Bud gets some bad news: Mr. Jimmy tells him that he will be driving back in the Packard with Mr. Calloway. Bud doesn’t know how he will stand a whole hour and a half in a car with Mr. Calloway, and Mr. Calloway seems just as displeased by the arrangement. Outside the car, Mr. Calloway is kicking a rock with his foot. He tells Bud to make himself useful and pick the rock up. Bud asks Mr. Calloway what in the world he’s going to do with a rock. Mr. Calloway responds that it’s a terrible habit. He opens the glove department of the car. It is full of rocks just like the one Bud just picked up, except each rock has a location and date written on it.

Bud gets extremely excited because the rocks in the glove department look just like the rocks he keeps in his suitcase that his mother gave him. Bud tells Mr. C that he has rocks just like that, but all Mr. C says is that all rocks are the same everywhere. Bud says that his rocks have writing and numbers just like Mr. Calloway’s do, but Mr. C still doesn’t seem impressed. Finally, Bud gets out his rocks so Mr. C can see for himself. The rocks, which were given to Bud by his mother, have the exact same handwriting and pattern of cities and dates on them. Mr. C asks what Bud’s mother’s name was, and Bud tells him that it was Angela Janet Caldwell. Everyone is shocked by this information. Mr. Jimmy tells Bud that Angela Janet was Mr. Calloway’s daughter’s name. Herman E. Calloway is not Bud’s father after all but his grandfather.

When they arrive home Herman E. Calloway locks himself in his room and won’t come out. Mr. Jimmy and Miss Thomas make Bud sit in the kitchen while they ask him more questions about his mother—what she looked like and what things she told Bud about his family. Bud runs upstairs to get the picture of his mother as a child to show Miss Thomas. When he gets up to his room, which Bud realizes now is actually his mother’s old room, Herman E. Calloway is sitting inside. Mr. C doesn’t notice Bud at all. He has his head in his hands and is bawling his eyes out. Bud tiptoes in opens his suitcase and takes out the picture. Bud doesn’t know why Mr. C is crying, but Rule Number 39 in Bud’s Rules and Things is that the older you get, the worse something has to be to make you cry. Before he leaves the room, he pats Mr. Calloway on the back a few times.

Back in the kitchen Miss Thomas and Mr. Jimmy inspect the picture. They recognize the background and Bud’s mother, confirming that Herman E. Calloway is, in fact, Bud’s grandfather. Bud asks Miss Thomas how come Herman E. Calloway never came to visit him and his mother. Miss Thomas explains gently that Bud’s mother ran away when she was a teenager because her father was too strict on her. Not only did Mr. C not know how to reach her, he didn’t even know she ever had a son. This is also the first news he’s had of his daughter dying. Miss Thomas explains that while Bud has dealt with the pain of his mother being dead for four years now, that pain is fresh and new to Mr. Calloway.

Miss Thomas gives Bud a hug and then goes to check on Mr. Calloway. The rest of the band comes in with a surprise for Bud. They have bought him his own saxophone to learn to play. Bud couldn’t be happier with the instrument. He teases that, within a few weeks, he will be better than everyone else in the band. Bud asks if he can be excused then goes up to his room. Mr. Calloway has left, and it is just Bud. He tries to blow on his new sax for a bit and then goes to his belongings. Bud takes out his rocks and decides he will only keep the one that says Flint on it from now on. He doesn’t need to carry around all this stuff with him anymore because he doesn’t need them to remind him of his Momma and how much she loved him. Bud looks at a picture of his mother that Miss Thomas gave him and begins to practice his instrument.

Elends meets with his advisors–Ham, Breeze, Dockson, and Vin. Tindwyl is there, too. They try to talk Elend out of this plan he has to go into his father’s camp and trick him into fighting Cett. They don’t think Elend can con someone like that, but Elend is insistent that he can manipulate his father any time he wants. Plus, Elend argues, he’ll have Vin with him, in case Straff tries to take his own son hostage. Vin, listening in to the conversation, discovers through bronze that Breeze is soothing Elend to make him more confident. After the meeting, Tindwyl chastises Elend for not acting more like a king. Kings cannot doubt themselves. They must always feel that they are the right man for the job and convince others of the same through sheer confidence. The discussion is interrupted when Elend gets word that Cett’s daughter has arrived in Luthadel, looking for Breeze.

Cetts daughter, Allrianne, has left her father’s camp and come to Luthadel to see Breeze, whom she affectionately calls Breezy. Breeze is completely embarrassed by this, but the rest of the group gets a good laugh at his expense. Allrianne says she hated staying in her father’s camp; she needs comforts only a city can bring, like fresh water and a bed. After Allrianne leaves to freshen up, the group decides it may be beneficial to keep her. It may prevent her father from attacking too soon.

Vin, hides, suspended in the mists, just above Keep Venture. She spies on Ham as he walks across a courtyard. As she follows him, as a predetermined time, OreSeur jumps from behind some boxes and howls, scaring Ham. Ham reacts by flaring pewter. This confirms to Vin that he is not the kandra imposter. Vin admits to Ham that she is out of atium, meaning she’ll die the next time she fights a Mistborn with atium. She wonders is there is a secret to killing someone with atium. Ham doesn’t think so, although there have been some theories about how to do so. It may be possible, for example, to surprise them somehow. After that, Vin has a heart-to-heart with OreSeur. They talk about the way kandra are often treated, beaten by their own masters. They spot someone approaching the keep’s walls. It turns out to be Sazed, who has returned with, as he puts it, “problems and troubles.

Sazed is telling the group in the kitchens late at night, what he saw in the Koloss camp. They are not happy to know that a third army is on its way to Luthadel. Sazed does not know how Lekal is controlling the creatures, but the group does know that 20,000 koloss could beat an army of at least four times that many humans, meaning there is nothing stopping them from reaching and taking Luthadel. Finally, Sazed also share his fear regarding the mist killing people. He thinks something was released when the Lord Ruler was killed, although he never personally saw the mist kill anyone. Cett’s daughter comes walking in, half disheveled, asking what’s going on. They dismiss her and the group breaks apart, everyone either going to bed or to some corner to thin. Vin takes OreSeur outside to patrol. Back in his room, Sazed meets Tindwyl, an old friend of his. She criticizes him for returning and having strange theories about the mist.

Vin is outside, thinking about the beating she hears to the north, just like the writer of the log book, the supposed Hero of Ages. Zane finds her, and again he tries to convince her to leave Elend and Luthadel, claiming that she is being used by them and that she can do much better on her own, free to do as she pleases. Vin insists that she is very happy doing what she is doing and that no one is forcing her to do anything.

Vin is woken by a quiet bark of warning from OreSeur. She reacts by jumping out of bed, reaching for a dagger, and downing a vile of metals. She does all this before she realizes that the person that was “sneaking up on her” is actually Tindwyl the Terriswoman. Tindwyl obligates her to go shopping with herself and Allrianne, something Vin knows she will detest. They take a carriage to the market, the three women and OreSeur, who everything still assumes is just an ordinary wolfhound, along with Spook, who is forced to go to carry the girls’ bags. Vin manages to find a dress that she likes, and Tindwyl arranges for the dress to be made special for a Mistborn. Meanwhile, a someone has identifies Vin and a large crowd has gathered outside the storefront. Vin reluctantly goes outside to talk to them. They obviously worship her, calling her the Heir to the Survivor–Kelsier. She tries to say something that will inspire hope, but she feels that she is really just lying to them. Meanwhile, Elend is at the wall when Straff’s men attack. The guards and archers on the wall are in a total panic, and they barely kill a few of the invading wave before it retreats to the Venture camp. This was a test, just to try out Luthadel’s defenses, it is explained to Elend. Straff is sending a message, just before Elend is supposed to go out to the camp and talk to his father.

Vin opens the box sent from the dress maker, happy to find that the new dress is very well designed for a Mistborn, allowing her to move and fight freely. It even has secret hiding places for her daggers and some vials of metal. OreSeur does not think going is a good idea, since Vin and Elend would be alone in Straff’s army camp. Vin knows she must go anyway. Elend and Vin ride into the camp. Over the meal, Elend tries to manipulate Straff, but the man seems to catch on too quickly. Then he sends Vin out of the tent, so they can talk alone, father and son.

Straff and Elend talk inside, and things don’t seem to be going very well for Elend. Straff says he’ll just have Elend killed and demand Luthadel to open the gates to him. Elend says that if he is killed, Vin will kill Straff. Vin is outside, listening. She begins to manipulate Straff’s emotions, making him feel afraid. Finally, she smoothes away everything–every emotion he has, leaving him feeling empty and dead inside. The trick works, and Elend and Vin get out of the camp safe. Meanwhile, Zane has a little chat with Vin outside the tent, telling her that she is nothing but a knife to Elend. After they are gone, Straff commands Zane to kill Vin. Back in Luthadel, Elend learns that the assembly has voted to remove him as king.

The group meets together to see what they’re going to do about the assembly’s vote. They try to figure out if the assembly already has someone else in mind to put on the thrown, or if they simple want to send a warning to Elend because he has been ignoring them of late. The discussion leads to an argument between Breeze and Ham, as always, and Vin gets a taste of kandra humor when OreSeur whispers that he could always eat one of them and solve the argument. Later, Elend gets another lesson from Tindwyl about how a proper kind should act.

At night, Vin and OreSeur have a talk. OreSeur doesn’t think it’s healthy for Vin to keep herself awake for long periods of time, burning pewter to stay strong. He also doesn’t like the way Vin treats Zane, who should be her enemy. In the middle of the conversation, Vin realizes that she’s figured out what the Deepness is.

Sazed is in his room, studying and transcribing the rubbings he found. He knows that these few pages of transcribed text could keep him busy for months or even years. Vin enters through his window and wants to talk to him about the deepness. Sazed talks about if the deepness is even real or if it’s just a made-up story, some propaganda spun by the Lord Ruler. Vin says she thinks it’s real and tells Sazed that she thinks it’s actually the mist itself. The log book and the rubbings don’t say the mist actually killed people but that people died because of the mist. That could be because a permenant mist that covered the ground would kill crops and live stalk, leaving people to die of starvation. Vin also tells Sazed about the mist spirit that has been following her.

The assembly gathers, and Elend gets an opportunity to explain what he has done with his father. He uses twenty minutes to tell of the situation with the two armies and how his meeting with Straff went. He tells them that he used Vin’s power to threaten Straff, a move that may protect the city for some time yet. Meanwhile, Vin tries to pay attention to Elend’s meeting. She sees Zane in the crowd, and he smiles at her. They then have nominations for who should run for king. Elend and Lord Penrod are nominated, and, lastly, Cett is nominated. The man reveals himself to be in the crowd.

Vin watches in shock as Cett reveals himself to the crowd and to the assembly. He uses his army outside the gates to threaten the people into voting for him. He also tells the crowd about the koloss army not too far away, a fact that Elend hasn’t told anyone.

Vin sits in her room, studying the stacks of papers she has there. OreSeur is there with her, and they talk about the religious beliefs of the kandra. They practically worship the Contract above all else, the agreement they have with their human masters. Meanwhile, Elend discovers that some of the wells in Luthadel are being poisoned by someone, probably one of the armies outside. Vin talks to Dockson, and in the conversation, she determines that he can’t be the spy. She and OreSeur turn their attentions toward a new option: Demoux, a captain of the guard.

Elend works to find a way to convince the assembly to name him king again, while Vin wants to tell him her theory about Demoux. Tindwyle gets upset with Sazed when she finds out that he helped write part of the laws Elend put into place a year ago. Vin leaves the group and finds Zane, who immediately attacks her. She thinks he wants to spar, like before, but the fight becomes aggressive and Vin must fight him to survive. Zane tells her that he was ordered to kill her and that this attack was a warning. There are also many refugees coming from the koloss army, on their way to seek refuge in Luthadel. After giving his two warnings, Zane leaves.

Vin tries on another custom-made dress. Tindwyl tells her that Elend has nearly learned as much as he can from her; he’ll now have to learn to be a good leader through experience. Elend prepares his armored escort and carriage to go and see Cett. Breeze decides not to go, since he and Cett have history, which would only make the situation worse. When Elend and Vin actually enter the keep Cett is staying in and talk to the man, they discover just how sincere he is. He doesn’t want his daughter back, trusting that Elend will take good care of her. Cett wants Elend to step down from the election for king, and in return he won’t have Elend killed when he is made king. They also talk about the fact that no atium was found in all of Luthadel. Finally, Cett dismisses the two.

Sazed wanders through warehouse full of refugees from the koloss attacks, trying to help and health where he can. Tindwyl comes in and talks to him. She wants to see what he’s found–the rubbings he’s been transcribing. Meanwhile, Breeze has been listening in on the conversation, soothing both people in a way that would make them more friendly to each other. He walks among the refugees, trying to sooth away bad emotions and make them feel better. Elend and Ham come in, and Elend wants to make sure all the people have the clothes they need. Later, Breeze goes into the keep and has a secret meeting with Clubs. Though they always seem to hate each other, they drink together and talk; they’ve struck up a strange companionship. Allrianne walks in and tries to steal Breeze away. Vin, watching from outside, discovers that Allrianne is a rioter, since she was rioting Breeze’s emotions. She and OreSeur then go to find Demoux, still certain that he is the kandra spy. They find him in a little meeting of the church of the Survivor. He can’t be a spy, Vin decides. Then who is?

Sazed and Tindwyl sit together in the study, pouring over the rubbings, searching their metalminds for any references to the deepness or Hero of Ages. It’s morning, meaning they’ve been at it all night long. Tindwyl knows the course of actions Sazed takes is different from what the keepers want, but she is willing to stay with him and study these things further. Meanwhile, Elend and Ham walk along the wall. Ham comments that Elend looks more kingly than ever. As they walk, Elend announces that he has an idea to help Luthadel’s situation.

Vin, Elend, and the rest of the crew arrive early for the day of the election for king. Before the voting begins, Vin, trying to figure out what Elend has up his sleeve, discovers that he has joined the church of the Savior, in an effort to curry votes from the skaa members of the assembly. Suddenly, a groups of allomancers attack Elend and Cett. Vin manages to fight off the men, getting badly hurt in the process. After the fighting, the vote is moved to a more secure location, and the assembly members each announce their vote. Surprisingly, Penrod, a nobleman from the assembly is chosen the new king. Elend hands over his crown and leaves.

Straff Venture is angry that Zane sent a group of his allomancers to their deaths while Vin still lives. Zane promises that he has a plan to take care of her. Meanwhile, Straff meets with Penrod, the new king of Luthadel. Penrod is planning to give Luthadel to Straff, opening the gates to him and handing over the kingship.  Straff, on the other hand, doesn’t want to enter the city while Vin still lives. Later, Zane tells Straff that he has been poisoned again. Zane leaves, and Straff is forced to ride hard back into the camp so his mistress can make him another antidote tea.

Vin awakes to see that Elend is with her. He tells her that he is not king, and he reports that OreSeur, who was badly hurt in the fight, is currently digesting a new set of bones. Vin feels that Elend is now scared of her somehow because of the way she fought those allomancers. Vin goes back to sleep, and awakes to find Zane there. He accuses her, saying that she could have killed those attackers easily had she not been so distracted with protecting Elend and other innocents. Later, OreSeur visits Vin, in another dog’s body. They talk more about the Contract that binds all kandra. Vin uses brass and duralumin to push strongly on OreSeur’s emotions. Even though he at first does not react at all, with enough force, Vin hurts him very badly, and she felt like she were controlling him for a moment. She apologizes for hurting OreSeur, and he leaves to get some rest. Vin promise to never tell anyone what she’s discovered about kandra.

Sazed and Tindwyl continue to talk about the things they are learning. Something doesn’t make sense about the rubbings, written by Kwaan. It seems that Kwaan did not trust Alendi, but he also knew Alendi was a good man. But if Kwaan knew Alendi was good, why did he have his nephew, Rashek, to mislead or even kill Alendi? Elend comes in and asks for advice. After a discussion, he decides that being king isn’t about a title, but about doing something to help others. He returns to his closet and retrieves the white suite, the one made for a king.

Elend is hard at work, helping the people. He’s sending men out to dismantle the wooden parts of keeps and houses to use as firewood. The many refugees are cold and hungry, and he wants to help them. Someone comes with news that one of the gates under the river has been broken. That is how someone has been getting into the city and poisoning the wells. Also, other reports say that an Inquisitor is lurking about the city. Elend decides to go out and talk to Jastes, with the koloss army, himself. He rides out and meets Jastes, unable to make any kind of deal. On the way out, Elend manages to fight and kill one smaller koloss, earning the sword and pouch as his own. He looks into the pouch and discovers how Jastes is controlling the koloss. He’s paying them.

Vin sees Elend, now returned from his meet with the koloss army, inured and resting. Zanes comes and says that Cett was the one that planed the attack at the voting ceremony. Vin gets angry and decides to attack Cett. Zane and Vin attack the keep that Cett has been staying at in Luthadel. Together, they kill guards and hazekillers. Fueled by rage, Vin kills quickly, working her way to Cett’s room. She realizes that Zane is using atium, while she has none, and yet she’s killing just as easily as he is. They finally get to Cett’s room, where he is with his son. Vin fights them at first, but when she discovers that neither of them is an allomancer and that Cett doesn’t have a single allomancer with him, she leaves them behind, injured and scared.

The crew sees that Cett’s army is now leaving, a result of Vin’s attack on his keep the night before. Elend does not know why Vin attacked Cett like that. Some in the crew think she’s crazy, but Elend just sees her as determined. They also discover that the “coins” Jastes has been using to control   the koloss are fake, wooden coins painted gold. Elend goes to find Vin, who is hiding in the city. He finds her with OreSeur’s help. She says she must leave Luthadel and go north, to Terris. Elend says he trust her to do the right thing. They have one large bead of atium, and Vin gives it to OreSeur to hold for her.

Sazed and Tindwyl compare notes, studying the rubbing and other references they’ve managed to find. Tindwyl admits that she doesn’t believe in these prophecies, her interest in them being purely academic. Sazed, on the other hand, thinks Vin might actually be the next Hero of the Ages. While they talk, they discover that someone–or something–has torn a piece from one of the transcription pages. Vin comes in, while they try to figure out at what point were they both gone or occupied to not have seen an intruder going through their things. Vin asks Sazed how she can know if she’s in love. They talk about trust. After Vin leaves, Elend comes in and starts asking similar questions. Elend thinks he and Vin are too different to make a couple, but Sazed says that, to him, they are more alike than they think. After Elend leaves, Sazed realizes that Luthadel is going to fall soon; he needs to get both Elend and Vin out of the city before that happens.

Sazed calls a meeting with the members of the crew: Dockson, Breeze, Ham, and Clubs. He doesn’t invite Elend, Vin, or Spook. They talk about how the city is sure to fall. Straff apparently is in no hurry to take Luthadel. Instead, he’ll back off and let the koloss attack the city first. The koloss will win and enter the city, pillaging as they go. Then, with the koloss weakened and tired from the fight, Venture will ride in like a hero and save the city, defeating the koloss and taking Luthadel for himself. Sazed says that Elend and Vin need to get out of the city before these things happen. He wants Spook and Tindwyl to go with them. The rest of the group will have to stay and fight and die. Meanwhile, Vin feels she must follow the drumming she hears all the time. In Straff’s camp, Zane is attacked by his father’s men. He defeats them, but spares his father. He leaves, saying that tonight he will take Vin with him and leave Luthadel. He tells Straff that he should wait for the koloss to attack and then take the city.

Vin is in her room with OreSeur when Zane visits. He wants her to come with him, but she says she can’t because she doesn’t want to leave Elend. When Zane sees that she won’t go, he attacks her. They fight. When Zane starts to burn atium, Vin asks OreSeur for the large bead, a bead Zan had given her before. OreSeur doesn’t respond to her command. Vin discovers that OreSeur is not OreSeur. He is TenSoon, Zane’s kandra. Of course! There was no other spy. The bones they found were TenSoon’s and he had killed OreSeur! Zane corners Vin, but Vin uses a massive soothing to take control of OreSeur/TenSoon and attack Zane from behind. She then cuts the bead of atium fro TenSoon. But this is another trick. The bead is lead, with only a thin layer of atium. Soon, Vin is left helpless against a Mistborn killer with atium. Vin decides that Zane can see what she’s about to do, or, rather, what she plans on doing. If she attacks without thinking, though, she can, see in Zane’s reaction what she is going to do, only to change it at the last possible second. The trick works, and Vin defeats Zane. After Zane dies, she thanks OreSeur/TenSoon for helping her win. His contract is void, and he must return to his people. Vin goes to find Elend.

Elend is in his study when Vin comes in, bloody from her fight with Zane. She tells him that she killed him. He calls for Sazed, who comes to help with the wounds. While she is there, on the ground, she asks Sazed if he knows any wedding ceremonies. Of course, he knows hundreds. Vin asks which one is the shortest, and Sazed recalls one that only requires a declaration of love between the bride and groom before an ordained witness. Vin and Elend both say that they love each other, and Sazed declares them married. The wounds are clean, and Sazed sends Vin to get some rest. He also gives them a fake map to find the Well of Ascension. If the couple follows the map, they’ll be gone from Luthadel for a long time.

Elend and Vin prepare to ride out of the city. Tindwyl decides to stay in Luthadel. Spooks gets ready to go, and Allrianne will ride out, at Breeze’s insistence. So the four of them ride out, Vin quickly having to fight pursuers from Straff’s army. Once they are free, Allrianne breaks off to find her father’s army. Meanwhile, some of the crew watch as the escape, now sure of their own coming doom. Straff Venture hears of the escapes, but he has problems of his own now. He’s getting sick, which he knows is the result of poisoning from his son, Zane. He sends for his mistress, Amaranta, to fix him an antidote, but he discovers that she isn’t preparing what she normally does. She is actually killing, as she has for a long time. There never was any poison. Zane never tried to kill his father. But Amaranta, in her constant fixing of teas for Straff, has been causing him to become addicted to a rare drug. Without that drug, Straff will die. Straff, in a rage, kills Amaranta and then swallows as much powder from her medicine cabnet as he can, hoping to accidentally swallow some of the drug he needs before he loses consciousness.

Allrianne has made her way to her father’s camp, with the help of some bandits she’s tamed with her rioting. Her father, Cett, is not happy to see her. She convinces him to go back and join the winning party in the battle that is to come, although Cett promises that will likely be Straff. Meanwhile, Elend wakes up on the third morning out of Luthadel. He and Vin share a tent now, and he finds himself surprisingly comfortable on the hard ground, with Vin next to him. They get up and prepare the fire. It’s just the three of them: Elend, Vin, and Spook. Meanwhile Straff wakes up in bed. His men have taken care of him, and they’ve isolated the plant he needs to stay alive. When he hears that Vin and Elend have left the city, the men ask if they should attack now. Straff says no; they should pull back and wait for the koloss. Sazed meets with the others to plan a strategy for when the koloss attack. They plan to have a group of men at each gate. Saze and Tindwyl get a little time together, but then the warning drums begin to beat.

Vin is thinking about how the mist is staying later and later every day, instead of just disappearing with dawn, when she feels the pulsing of the mist spirit coming from Elend’s tent. She runs in, just in time to see the outline of that spirit lift some kind of knife to attack Elend, who is sleeping on the ground. She attacks the spirit and it disappears. Elend wakes up and never knows what was happening. She leaves Elend to sleep a little more and goes out to speak with Spook. He thinks someone is following them. Meanwhile, Sazed and the crew get ready, since it looks like the Koloss are about to attack. Men are at each gate, with one crewmember there to help. Straff sees that the koloss are attacking, but he tells his men to wait. Vin and Elend attack the camp of people that have been following them. It turns out to be Jastes. He’s lost control of the koloss, so he just left them. Elend kills Jastes because of his crimes against Luthadel. Vin discovers that the drumming sounds are getting softer, meaning the well is to the south, in Luthadel, and not in the Terris mountains.

Breeze works at his assigned gate, soothing soldiers by the dozen, helping them to be brave and fight well. The koloss pound at the door, while men atop the wall rain arrows down on the attackers. The koloss throw rocks up in return, smashing archers. Meanwhile, Vin runs towards Luthadel, burning pewter. She knows she will run out of pewter long before reaching Luthadel, and she wonders if the effect will kill her. But still she keeps running. Breeze and Clubs talk while the koloss continue to beat the gate. They blame themselves for being stupid enough to be in this mess, and they blame Kelsier for getting them into such responsibilities. Just then, the gates burst open. Meanwhile, Sazed gets word that Breeze’s gate had fallen. He doesn’t think he can really help. He notices that there is a crowd of skaa standing behind the defense force. When Sazed confronts them, telling them that they should flee to safety inside the city, the skaa answer that they are there to witness the fall of the koloss at the hands of Vin, who they are sure will return and make her appearance at Sazed’s gate. Then the gate breaks. Sazed musters his stored strength, growing in size, and faces the lead koloss, shouting for the men to fight. Vin, half collapsing and out of pewter, reaching a small village. At first she thinks to ask for pewter, but then she remembers how she used to travel with Kelsier on a path of metal bars in the ground. She asks for horseshoes, using them to “walk” by leaping, placing horseshoes ahead of her and pulling the ones behind to place further. In this way, she uses the horseshoes like stilts to help her travel in the air.

Outside Luthadel, Straff Venture sees that the koloss have now broken into the city gates. His men are ready to attack the koloss from the rear, but Straff decides to wait longer. Sazed, fighting the koloss, realizes that they need to get the gate closed again in order to survive. Using strength and weight, he manages to fight off the koloss and get the gate closed again. While getting a little break, a messenger comes and says that Tindwyl’s gate fell over an hour ago. Meanwhile, Clubs and Breeze are attacked and forced to run. Clubs is killed, while Breeze hides in a building. Dockson contemplates the root of their failure. He attacks a koloss, only to be cut down. Straff decides not to swoop in a save the city while the koloss are weak. Instead, he’d rather wait for the koloss to kill everyone and burn the city. Then Straff will move in. Meanwhile, Sazed fights on, wondering what happened to Tindwyl. He feels he is going to die, but then Vin arrives and starts killing koloss. Breeze is found by Ham and some others. They want to try to escape.

Vin continues killing koloss, several at a time. Sazed, outside Lord Penrod’s keep, begs the newly appointed king to go with them as they try to escape. Penrod insists on staying inside his keep. Vin continues to fight the koloss, but now she is almost completely out of pewter, steel, and almost every other metal. In desperation, to save some skaa from certain death, she super-soothes them, like she’d done to TenSoon, controlling the koloss with her mind. Sazed is standing outside Penrod’s keep when Vin walks up with koloss in tow. She orders Penrod to gather his men and put out the fires in Luthadel. Vin will take care of the koloss throughout the city. Later, Sazed finds Tindwyl’s dead body among the slain soldiers. He feels that all the faith, all the religions, he has always treasured is now useless. His life, he believes, has been a sham.

Straff wakes up and takes a sample of the drug he needs to stay alive. He gathers his men, expecting to be able to take the city now. But the koloss come out with the remaining soldiers of Luthadel. Vin jumps from among the koloss, sailing through the sky with a giant sword, cleaving Straff and his horse in half on impact. Allrianne watches these events from her father’s camp. She charges after them to help Luthadel’s army, forcing her father and his men to ride after her. Straff’s army surrenders, and Janarle, Straff’s general, is named the new Lord of the Venture army. Janarle, Penrod, and Cett all swear loyalty to Elend as their Emperor. Vin, needing rest, leaves Sazed in charge of the Empire until Elend can return to Luthadel.

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