This fic contains major spoilers for the as-yet (9-8-07) unaired PROO episode, "Things Not Said". If you have not seen the episode, read this at your own risk!

"Coffee, Sir?"

Andrew Hartford smiled self-indulgently as he looked up from the blueprint schematics of his latest creation. He met the eyes of his faithful servant, Spencer, who was patiently holding a very rickety-looking tray of coffee and cream. Andrew simply nodded, and Spencer set the tray down on the desk.

"From your rather jubilant expression, I gather that the upgrade has gone well," Spencer said casually, hands behind his back.

Andrew's eyes glittered, and he grabbed a cup of plain, steaming coffee. He blew on the hot liquid and smiled enthusiastically.

"Oh, 'well' doesn't even come close to describing it," he sighed. "He's learning so quickly. Do you know, I left the 'M' encyclopedia on his nightstand last night, and over breakfast, he was telling me, in detail, about every single topic in the book. Or, at least, he would have, if I hadn't stopped him. And he was so excited about it!"

Spencer frowned.

"Forgive me, Sir, as you may have noticed, I'm not exactly a spring chicken these days, and perhaps things have indeed changed since I was a lad; but in my day, teenage boys didn't typically go around memorizing encyclopedias for fun."

Andrew shook his head.

"If he wants to learn, I'm certainly not going to stop him!"

"Well, decidedly not, Sir. But what I'm concerned about is the fact that encyclopedias and technical manuals seem to be all there is to read around here. Have you thought about buying the boy a comic book?"

Andrew laughed.

"A comic book?"

"Sir, was it not your goal to create the son you never had? A chip off the old block, as it were? I seem to recall that when you were a boy, you never found learning all that interesting. It's a wonder you ever made it out of high school at all with all the sloughing off you did."

"Well, if I had it to do over again, I'd do a lot more work and a lot less goofing around," Andrew said.

"And it would be your choice. Your informed choice, now, as an adult, looking back. But think of it from the perspective of a sixteen year old. Think of it from your son's perspective. Facts and knowledge are wonderful things, but what are they without imagination? What is a teenage boy if he can't have fun once in a while?"

Andrew took a sip of his coffee. The butler had a point.

"I guess I never thought of it that way. And, lord knows, I might not have gotten the best grades, but I sure did have fun."

"How well I know, Sir."

Andrew nodded and sat back down at his desk.

"I'll go out tomorrow and pick him up something. I've got too much work to do tonight."

At that moment, Mack, Andrew's son, appeared in the doorway. He had an impish grin on his youthful face, and he tapped idly on the wall.

"Hey, Dad?" the boy asked.

Hearing the word never failed to send chills down Andrew's spine, and a strange warmth coursed through his body at the sight of his most perfect creation.

"Hi, Mack," he said softly. "How are you, Son?"

"You'll never believe what I just saw on TV!" Mack exclaimed. "There's a carnival in town! KSGE's news is broadcasting live from the grandstand. There are rides, and food, and balloons... can we go to it?"

The boy's speech patterns were still rather childlike, as he had only gone online three weeks ago and had many bugs that still needed to be worked out.

Andrew looked at the boy, then at the schematics. One of the upgrades he had installed the night before had been a much-needed emotional response program; he had realized the boy needed adjustments when he had screamed in anger at Wile E. Coyote for disrupting the delicate balance of nature by using an ACME rocket to try to catch the Road Runner.

This could be the perfect opportunity to test out the boy's new functions.

Andrew shook his head, putting on what he hoped was a reluctant grimace.

"Mack, I'm sorry, I've just got way too much work to do tonight. We can maybe go tomorrow."

A look of deep sadness came over the boy, and he shook his head.

"But it's one day only. There are sword swallowers!"

"I'm sorry, son. Maybe next year."

Mack looked as though he was ready to cry, and Andrew made a mental note to tone down the boy's sensitivity. It was just a carnival, after all.

"Oh... okay," Mack said sadly. "I understand. You have work to do. I understand."

He turned away, and slowly made his way back to his bedroom.

Spencer had watched the events with bemusement, and now that Mack was out of earshot, he sharply turned to Andrew with a disappointed glare.

He was shocked to see that instead of regret, Andrew was wearing an expression of great pleasure.

"Sir!" Spencer hissed. "How awful of you! Look at what you've done to the poor boy. You could have found a few hours to take him to the carnival!"

Andrew looked at Spencer, puzzled.

"But didn't you see? He's so... real! His reactions were spot-on. I've never seen such a realistic artificial response. I think he was actually about to cry!"

"Well, how pleased I am that he's living up to your expectations," Spencer snarled.

"Oh, Spencer, don't be that way," Andrew sighed. "Look, tonight when I give him his upgrade, I'll program in some memories of the three of us going to the carnival. That should cheer him up."

He finished his coffee and put it on the tray. Spencer paused, then picked up the tray.

"You know, Sir, part of having a child is creating memories... together."

Andrew looked up from the schematics and sighed.

"We will, Spencer. One day. One day."