This chapter in Clark and lipset's book on class in American politics resulted from a multi-day workshop at the Woodrow Wilson Center for International Scholars in the summer of 1999. The piece reverses the normal causality of class politics. It does not analyze citizens in elections, but government officials creating policies. It asks why policies differ across localities (specifically public transit decisions in 42 U.S. metropolitan areas). It probes how some government officials work with an "upper-middle-class" citizenry in mind, while others do so less. The chapter then tests for differences across localities and finds quite distinct patterns. The chapter next elaborates specific contours of the American upper middle class, in a creative merging of themes from Thorsein Veblen and David Riesman to current work on public policy.