There were many people waiting at the bus stop, ______ some of them looked very anxious and disappointed. 

2014全国二卷语法填空，答案是and，可以填where吗？虽然我知道填where很罗嗦，但是能不能从逻辑上分析下不能的原因。

完整的语法填空题：

One morning, I was waiting at the bus stop, worried about ___41___ (be) late for school. There were many people waiting at the bus stop, ___42___ some of them looked very anxious and ___43___ (disappoint). When the bus finally came, we all hurried on board. I got a place next ___44___ the window, so I had a good view of the sidewalk. A boy on a bike ___45___ (catch) my attention. He was riding beside the bus and waving his arms. I heard a passenger behind me shouting to the driver, but he refused ___46___ (stop) until we reached the next stop. Still, the boy kept ___47___ (ride). He was carrying something over his shoulder and shouting. Finally, when we came to the next stop, the boy ran up to the door of the bus. I heard an excited conversation. Then the driver stood up and asked, “___48___ anyone lose a suitcase at the last stop?” A woman on the bus shouted, “Oh dear! It’s ___49___ (I).” She pushed her way to the driver and took the suitcase thankfully. Everyone on the bus began talking about what the boy had done, and the crowd of strangers ___50___ (sudden) became friendly to one another.