Midnight on the Lake Shore Limited, somewhere between Schenectady and Utica. It was 1990, but it could have been 50 years ago. The moment was that good.

Lying between cool, clean sheets, I watched the miles speed by in isolated points of light. They appeared as flashes out of the night, casting long shadows that turned the most familiar collection of trees and fence posts and telephone poles into haunting creatures. The route was unfamiliar to me, but I knew those creatures well. Night has always been my chosen time for travel.

In a car, roads are less crowded at night, and the endless construction on turnpikes and freeways causes minimal delays. Night flights are efficient; they leave a day free at both ends for work or recreation.

But the best night travel of all is by train.

Which was how I ended up taking the night train last spring from New York City to Cleveland.

My niece was graduating from medical school at Case Western Reserve University. She asked if I would fly in for the midday ceremony, and remain for a celebration dinner that evening. I said sure. Then I discovered the round-trip air fare was more than $500, my punishment for not remaining in Cleveland over a Saturday night.

So I turned to my all-systems Amtrak timetable. There it was: Lake Shore Limited, departing Grand Central Terminal at 7:45 p.m., arriving in Cleveland at 7:02 a.m. The first-class fare there and back was $336, including a "roomette" and all meals.

My choice was clear.

The train pulled out of Grand Central more or less on time, emerged from the tunnel beneath the city near the northern end of Manhattan, maneuvered around the perimeter of the Bronx and then headed due north, along the Hudson River. At 8:48 -- just past Croton-Harmon -- night fell.

Time floats on a train at night. With only the slightest suspension of reality, one is aboard the Pennsylvania Railroad's Broadway Limited, or the Santa Fe's Super Chief, or the New York Central's Twentieth Century Limited or any of the other great trains that crisscrossed the country in the 1930s and '40s -- the last time long-distance rail travel was a prominent part of America's transportation scene.

For train fans, those were the golden days, before interstate highways and jumbo jets redefined the word "travel." Trains got people where they wanted to go, and did it with a level of style and service available nowhere else. Admittedly, the train took more time than the plane, but in the pre-war world, time did not hold the importance that it does today.

Some of us prefer that attitude, at least once in a while. And so we are drawn to trains, when we can find a good one. We are excited by the sense of adventure that once charged all serious travel. This stimulation is fueled by the sheer size of a giant locomotive, a machine so powerful it pulls a string of cars on which the normal activities of life -- eating, sleeping, social discourse -- are carried on, mile after mile, day after day. And it is spiced by the diversity of the people aboard, who, oddly, seem ever willing to discuss their personal lives.

These special elements are still available on a few of Amtrak's routes, especially the longer lines west of the Mississippi River, those running between Chicago and the West Coast. And one or two in the East.

But whatever the train, the magic works best at night, when the view out the window does not remind over and over again that this is 1990, and the lighting in each car is dimmed for sleeping -- which also serves to hide the fact that plastic has replaced polished wood, and that the floor is badly in need of vacuuming.

Somewhere after Poughkeepsie, the last call for dinner was made. I headed toward the dining car.

Dining on a train has always been a big part of the adventure of railroad travel. In recent years, the precooked lasagna served buffet-style on many Amtrak runs has destroyed that notion, but some routes offer better. The Lake Shore Limited is one.

The dining car had a look of civility, though the table coverings were paper instead of cloth, and the yellow roses were fabric. Shiny clean plates and silvery flatware were neatly set, and the waiters moved smartly from diner to diner.

The steward sat me across from a portly, middle-aged woman traveling to the Southwest for her vacation. She was just finishing her meal; I ordered the steak and a split of California wine. She pushed away her brownie, asked for more coffee, and, as the train charged north, she began to talk.

By a strange coincidence, she had trained as a nurse at Western Reserve College, which later became the Case Western Reserve University that would present my niece with a degree the following day. In 23 years, she had worked her way up to administrator at a large New York hospital.

Being independent was important to her; she made that clear. When she decided some years earlier that her husband and two children were relying too much on her, she moved out for several weeks. "They kept waiting for me to come home and wash the sheets and towels," she said.

Later, when her husband was retired and she was not, "he expected me to come home and get his dinner on the table," she said. That was when she left altogether.

All this was offered freely, without much more urging than a "So how's the trip been?" It is, I have come to believe, separation from home that frees people's tongues on a trip, along with the belief that other passengers are indeed strangers, never to be seen again.

She finished her coffee and went off to bed. I finished my steak and was about to order a second split of wine when the presence of my waiter hovering over my shoulder caught my attention. Looking around, I found I was his last customer.

I was not ready for sleep, so I walked forward toward the club car. It was only 10:15. A cognac was in order, and a seat in one of those deep lounge chairs while I listened to the life of another of my fellow travelers.

The club car turned out to be not a club car at all, but a combination snack- and smoking-car that also sold drinks. Worse, it was about to close.

Ten-thirty and my train's only social car was shut.

Heading back to my sleeper, I passed through coach after coach where families and single people twisted into contorted shapes to get a little sleep in that eerie half-light that is how all coaches look at night. Pieces of muffled conversation mixed with periodic snores and music seeping from cheap headphones.

The sleeping car attendant had lowered the bed in my compartment; it took up every inch. Resigned to an early night, I was about to climb in when someone spoke to me from behind a half-drawn curtain across the corridor.

"Want a lukewarm beer?"

I looked past the curtain. There sat a woman in a compartment that had yet to be made up. Maybe she was 35; it was hard to tell with the one small light she had left on. I accepted her invitation.

She was a comic. Not just a funny person, but a professional comedian.

"I just finished at the Improv, and I'm opening on the Coast in a week," she said, adding that the train was the way she liked to travel. "It buys me time to wind down, and then wind back up again," was how she put it.

"And I work on new material," she said. "Did you see the people in that bar car? Card players and dedicated drinkers. And that red-headed woman with the three kids flirting with the guy with the black cowboy hat -- now what do you think was on her mind? And where did she think it was going to happen? This train is a sitcom on wheels."

I asked if she usually got her comedy from the people around her.

"Not so much any more," she said. "Now I get it from my family, from growing up Jewish and from my mother. You know, the living room where nobody was allowed to sit, the sweet potato casseroles with marshmallow topping and green beans cooked with canned cream of mushroom soup, those lectures on the evils of gentile boys."

It must be interesting for her mother to have her life turned into public entertainment, I suggested.

"She doesn't know," she said. "She thinks my humor's still political, like when I was in college. I had a Spiro Agnew-as-court-jester routine that made her howl. She thinks I've just replaced Agnew with Dan Quayle."

Draining the last of my beer, I bid her good night and crossed the corridor to my compartment. Inside, I undressed, raised the shade covering my window, turned the air conditioning up full, and slid between the sheets of my bed.

This was not at all bad, I told myself. A basket of cheese, crackers and a little bottle of wine had greeted me when I boarded. My meal was free and highly satisfactory. Before we pulled into Cleveland in the morning, a newspaper and fresh coffee would be delivered to my door. By then, my shoes, which I had placed in the special bin that was accessible to the porter from the hall, would be shined.

Late that night, after watching my niece graduate and dining with my family, I would make my way back to the station and catch the 2:04 to New York.

A little more than 40 hours after leaving home, I would have returned. And, with the generosity of my brother, who permitted me to use the shower in his room, I didn't even need a hotel in Cleveland.

But as I lay there in my bed and peered out into the dark, I was reminded that convenience was not what this journey was about. Nor was it free cheese, or even the coffee that would greet me in the morning.

It was about those shadows, those long fingers of tree limbs that danced across my window, monsters created by the occasional beam of light from somewhere off in the blackness. Again and again, they raised up out of the night to assault the train.

It was about the voices of the train, the rhythmic clatter of steel wheels against steel rails; the whistle, long and shrill, piercing the emptiness that was all around. They wrapped me up in their magic and carried me away.

Suddenly it was 1946. I was traveling with my brother and our parents aboard the Flamingo from our home in Cincinnati to Miami. I had awakened in the middle of the night as the train raced through a swamp somewhere in the South, and lifted the shade to see light from a full moon casting ghostly silhouettes of moss-draped live oaks across my window. I was 5 years old, and delighted to be terrified.

One blink and it was a year later; we were aboard the James Whitcomb Riley, going to Chicago. I smelled the onion soup being ladled from a silver tureen, watched with amazement as the huge roast was carved at our table. Fancy restaurants were still unknown to me, making my presence there an exotic event in my young life. Like the ride through the swamp, like so many fragments from so many train trips, this moment would remain in my memory for years.

I closed my eyes, leaving the shade open. Later, if I awoke, I would want to see more.

For the modern traveler, planes or cars may be the transportation of choice; they promise speed and efficiency.

But for a journey of the mind, nothing beats a night train.

SLEEPING CAR WAYS & MEANS

Sleeping cars are available on nearly all Amtrak's overnight trains. Those on western routes (west of Chicago, that is) have bi-level Superliner cars, with four different types of bedrooms:

Economy. Accommodates one or two people in two windowside seats that convert at night to a bed, with an upper berth that folds out of the wall. There are no toilet facilities in the room, but lavatories are nearby in the car.

Family. This room extends the full width of the car, with windows on both sides; there's a long sofa and two kids' seats for daytime travel. At night, it sleeps two adults and up to three small children on upper and lower berths. No toilet facilities in the room, but lavatories are nearby in the car.

Deluxe. The most expensive and roomiest compartment, it has a sofa and armchair by day, and an upper and lower berth by night. The private bathroom has toilet, sink and shower. This room sleeps two adults and possibly one small child; sliding partitions allow two bedrooms to be combined into a suite.

Special. Designed to accommodate handicapped passengers, particularly those in wheelchairs, and a traveling companion. The rooms are located on the train's lower level and have a toilet and sink.

Trains operating east of Chicago offer a variety of sleepers and bedrooms:

Roomette. Designed for one adult, with a seat during the day and a fold-down bed at night. There's a toilet and sink in the room, but they're not enclosed, and the toilet is inaccessible when the bed is down -- you have to raise the bed to use it.

Bedroom. Sleeps two adults, or one adult and two small children; walls between some bedrooms can be removed to form a suite. An enclosed toilet and sink are included.

Slumbercoach. Available as doubles or singles, these economy accommodations are smaller than other rooms, yet still offer privacy. There are seats for daytime travel and bunks that pull down at night. Toilets are not enclosed and are accessible when the bed is lowered.

Special roomette. Designed to accommodate a handicapped passenger. There's a toilet and sink in the room. Food and beverage service is provided in the room by car attendants. RATES: Sleeping car passengers pay a separate accommodation charge -- per room, not per person -- in addition to the basic rail fare. Charges vary by type of accommodation and by distance traveled. Prices are more expensive during summer and holidays (exact dates vary with each route). MEALS: First-class sleeping car service includes complimentary meals in the dining car for each occupant of the room, up to the stated capacity for that type of room. Snacks and wine, bedtime sweets and morning coffee and juice are also provided. Exception: slumbercoach rooms. INFORMATION: Reservations are required for all sleeping car accommodations and are available by calling Amtrak at 800-USA-RAIL (800-872-7245).

Skip Rozin is a writer who lives in New York.