ABOARD THE AMERICAN ORIENT EXPRESS - The cottonwoods along the riverbank were ablaze with golden leaves as the train barreled into Gore Canyon in the Rocky Mountains. Steel wheels sang on the rails and the Colorado River was a constant companion.

The only companion, really. There wasn't a road in sight - because the only other way to get through this steep, picturesque cleft in the mountains of Colorado was on foot or in something that floats.

What better justification for a trip across the West on a train?

But not just any train. This wasn't a numbing slog on Amtrak, which has replaced the nostalgic romance of rail travel with an approximation of a Greyhound bus ride. Rather, it was a lap-of-luxury tour on the American Orient Express, a line that revives a bygone era of the posh private rail car - with gourmet meals, champagne receptions, tinkling piano music in the lounge car and white-gloved crew members fussing over passengers at every turn.

"This is like a land cruise," said Pat Barker of Fuquay-Varina , N.C., traveling with husband Bob. "They just do everything for you."

Indeed, it is best not to think of it merely as Point A-to-Point B transportation - in the case of this "Rockies & Sierras" trip in October, from Denver to Oakland. This is a tour, in no particular hurry, with a high premium placed on enjoyment of the West's natural wonders.

It's important to know this in advance. Amtrak's California Zephyr makes this run in about 34 hours. To cover the same distance, the American Orient Express requires six days.

It means daytime excursions off the train to Arches and Canyonlands national parks in Utah, Lake Tahoe and Yosemite, side trips that had us aboard tour buses for 21 hours during the course of the week. "This is a train trip. Why aren't we on the train more?" Carol Lied of Milwaukee said in mild dismay over dinner in Yosemite.

Also, in order not to miss any prime scenery during the day, the train routinely parks in a rail yard for the duration of the night - this occurred on four of the five nights we slept aboard the train. As someone who'd looked forward to rocking to sleep in the coziness of my compartment, I was disappointed in this, but I may have been in the minority. Other passengers said they welcomed the train's idleness at night, since it meant showering and dining without being tossed about, and not being kept awake by clanking metal, hissing air brakes and a lurching bunk.

Onboard, crossing 1,397 miles, there was no mistaking the essence of this trip: stunning scenery of snow-capped peaks, evergreen forests, valleys, canyons and deserts, all savored in stress-free comfort. It's a marked departure from the sardine-can existence aboard a modern jetliner or the harrowing dance with big trucks on the interstate.

"When you drive, you see a lot, but you don't see a lot, because you have to concentrate on what you're doing," said passenger Linda Garnatz of Tampa, Fla., who celebrated her recent retirement by driving the length of the continent solo, from Nova Scotia to California. "I would drive along by the mountains and see roads going up there, or trains going up there, and I thought, 'That's where I want to go.' "

Now she gazed out a picture window from an overstuffed chair in the Seattle Club Car, taking in the vast expanses of north-central Nevada. "I love this," she said. "The food. The service. Everything."

American Orient Express goes to great lengths to ensure that the journey is indulgent on many levels.

To begin with, the dining is first rate. Train travel in the U.S. and on some runs in Europe leans heavily to prepackaged items, and employs some of the most overworked microwave ovens on rails.

Not here. At times during the day, I'd gaze into the empty galley and wonder how chef Courtney Nguyen coaxed such exotic dishes out of that tiny space: pan-seared scallop appetizers, luscious Dungeness crab cakes, and perfectly prepared filet mignon, duck breast, wild king salmon and even lobster tail. True, an oven-roasted lamb rack could have been a little more tender and a sesame-crusted ahi entree was undercooked to the point of resembling sashimi (as it is served in many fine restaurants), but on balance the fare was remarkably good.

The train has on board its own pastry chef - in our case, Elisa Hindes - who brings forth from those tiny ovens an array of fresh-baked goods: breakfast breads, dinner rolls, desserts (molten lava chocolate cake, for example), and scones and bite-sized pastries for the occasional afternoon tea.

Whew. Before we set out on this trip, tour leader Jeff Bennett joked in a passenger briefing, "Those of you who have traveled with us before know that AOE stands for 'another opportunity to eat.' "

Hors d'oeuvres, for example. They're laid out during the cocktail hour in the Seattle Club Car, which is outfitted with a baby grand piano.

Debra McKinnon was at the keyboard during this time and again after dinner, mixing pop standards and Broadway tunes with classical pieces. It provided a fitting soundtrack for the elegant setting, and I marveled at her ability to play a haunting Chopin nocturne on a rocking train without missing a note.

On our trip, there were nine sleeper cars for the passenger list of 54, plus three lounge cars and two dining cars. All are vintage stock, restored to their 1940s and 1950s glory. That means oceans of mahogany paneling, plush swivel chairs, floral fabrics, ceiling paintings and some finely detailed wood marquetry in the dining cars - images of birds in cages constructed from highly polished pieces of red oak, white oak, rosewood, walnut, bird's eye maple and poplar.

The train's sleeping cars are outfitted for comfort, with robes, plush towels and Aveda toiletries. But these compartments were faithfully restored to their original configurations, which means compact spaces that threaten to take your breath away at first encounter.

I had one of the smallest cabins on the train, a vintage Pullman, which measured 7 feet by 5 feet, with a sink, mirror and attached toilet/shower enclosure. By day, there was a sofa along one wall. By night, it converted into a stack of two bunks. This proved perfectly comfortable for a solo traveler, but for a couple?

"I was in there 10 or 15 minutes and I said, 'Jay, there's no way,' " said Jo Ann Butaud of Shawnee, Kan. "I was getting claustrophobic."

Said boyfriend Jay Butler: "We got moved to a parlor suite - for a fee. They were cutting deals left and right."

For those who require some elbow room, there are plenty of parlor suites, presidential suites and grand suites, though the fares climb with the square footage, obviously.

In any accommodation, however, it takes time to get used to moving about, cleaning up and getting dressed on a hurtling train. Our speed exceeded 80 mph in some stretches.

A spirit of adventure had me try the shower in my cabin's enclosure - which would have meant standing under the water's stream in a space that was 23 1/2 inches by 35 inches, dominated by a toilet. But the water pressure was just a weak trickle, so I donned a robe and flip-flops and padded down the hall to the car's public shower.

It was spacious, by contrast, and the water stream healthy. A couple of pinball collisions with its walls had me adopting a defensive stance, though - feet apart, knees slightly bent. Later, back in the cabin, it was probably a minor miracle that I shaved with a razor without opening a carotid artery.

It was oddly satisfying to dress up a bit and join fellow passengers in the dining car, there to sip wine from a stemmed glass and deliberate over the choices among five courses on the menu.

The parallels with the modern sea cruise are unmistakable. This trip, offered four times in the fall, isn't cheap - from $3,990 per person, double occupancy, with an early booking. But at least this train line doesn't nickel and dime you with a lot of add-on charges, as most cruise ships do. The fare includes all of the sightseeing excursions off the train, lodging and meals in Yosemite, plus soft drinks, bottled water and even house wines on the train.

The trip attracts travelers who want to experience the sights of the West at an unhurried pace, leaving all the pesky particulars to someone else. Our passenger list comprised mature travelers, some of whom couldn't easily get around; nostalgic baby boomers who recalled crossing these landscapes on Santa Fe trains in the early 1960s; and, of course, train buffs.

The latter continually compared notes with Steve Patterson, a Burlington Northern Santa Fe employee who moonlights as a lecturer on these runs. He's been everything from an engineer to a station clerk, and knows this route like you know your drive home from work.

With Patterson and Bennett alternately providing commentary over the public-address system, we plunged through 30 tunnels while climbing into the mountains west of Denver, including the six-mile Moffat Tunnel, which cuts beneath the Continental Divide at an elevation of more than 9,000 feet.

Beyond Winter Park Resort on the other side, the tracks coursed through the Fraser Valley, Gore Canyon and Glenwood Canyon before reaching the "banana belt" of western Colorado, planted thickly with orchards and even wine grapes.

Though we rumbled through eastern Utah and swung around the Great Salt Lake at night, the train soon picked up the original route of the transcontinental railroad at Wells, Nev., and followed the California Emigrant Trail into the Donner Pass and over the Sierra Nevada.

The scenery was best enjoyed during the day, either from the dome car or any of the vestibules between the sleeping cars - where you could peek out the open half-door and breathe in the crisp air of the Rockies or the salt scents of San Francisco Bay.

But on the one night when we were moving, I also enjoyed waking to peer out on the featureless landscape of the Great Salt Lake Desert in northwestern Utah, softly lit by a quarter moon.

From this setting, a passenger could rise up on an elbow, savor it for a moment, then lie back down, to be gently rocked back to sleep by the reassuring rhythm of the rails. !dtpo st!Eric Noland, (818) 713-3681 eric.noland@dailynews.com This concludes the Great Journeys series for 2005. To review other stories in the series - from a voyage on the Queen Mary 2 to bicycling in Maine to hiking the Grand Canyon from rim to rim - visit www.greatescapes.com. And be sure to join us in 2006 for our next series, The Culinary Traveler.