Disclaimer: I don't own Matrix.

Okay, so I was tired of reading really sad Agent Smith stories (yeah I am guilty of that too), so I made this. I tried to keep him as in character as possible (tell me if he's not). Please review with suggestions and all that. I have many more chapters planned. Tell me what you think!

Humans.

How he hated them.

Their stench seemed to stick to everything.

That odor. That horrible smell he couldn't free himself from.

Even here, surrounded by other Agents, the smell lingered. Like germs. Mimicking the parasites they came from.

Humans.

Agent Smith hated them.

He had just returned to the main headquarters after a brief run-in.

Since the "revolutionaries" were being quiet, temporarily out of the Matrix with their leader Morpheus, there wasn't much for him to do.

He had gotten bored. It was against protocol, but yes, he had attacked a group of men. He had found them in an alley, attacking some female.

Pathetic. When the males cannot gain the courtship of the females, they try to force it. Agent Smith contorted his face from its permanent frown, to a look of scorn.

There had been seven of them. He heard her scream, and had killed them for the sport of it. It's not like there was anything else for him to do.

He hadn't killed her. The woman with the business suit (someone of her "class" usually didn't go wandering through alleys…but the humans never failed to amaze Smith with their stupidity) and the reddish brown hair was still alive.

The look of horror on her face had amused him enough to spare her pathetic existence. Even if he had tried, he was ordered back to headquarters before he could think of a way to get rid of the young woman.

Why did those viruses care so much about what they looked like? All of them were the same. The same filthy beings with no purpose other than to destroy everything in sight.

Agent Smith was at the large white desk, monitoring everything going in and out of the Matrix. No sign of Morpheus or the others in his band. It was unlike him to be out of the Matrix for so long.

Without them, there was no one to fight who could compare. If he could "love" anything, he would love fighting. The feel of power over those disgusting creatures. The feeling of control. Knowing no matter how fast they try to run away, he was faster. No matter how strong they were, he was stronger. He had never met his match in any of them.

A smirk spread over Smith's face. He really was better than any of the others. The perfect Agent.

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One week later.

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What am I doing here? What am I doing here? Am I crazy? This is stupid. She flustered herself. Trying to think carefully, tapping on the steering wheel, biting her lip, and glancing up at the tall, shiny, professional looking building.

C'mon, don't be chicken. It's not like you're breaking the law or anything.

She nodded, confirming this to herself, and stepping out of the car, her reddish brown hair falling around her shoulders untidily.

She pulled her purse up further on her shoulder, walking with a determined step through the glass doors, and to the front desk. "Hello, I'm—" she began to the man in the black suit, with an earpiece and dark sunglasses.

"Do you have an appointment?" the man asked without looking up.

"Uh, no, but I was here to see a—" She glanced at the note she'd made herself in the small little notepad from her purse.

"No one goes upstairs without an appointment." The man was still staring at his computer, ignoring her, practically saying "go away, we don't want you here."

She hissed in a breath through her nose, annoyed most thoroughly by this man. "I need to see a 'Mr. Smith'," she stated angrily.

The man paused his scrolling of the mouse, and turned his head towards her. "Mr. Smith?"

"Yes," she answered still fuming.

His forehead puckered, suggesting under his glasses he was scrutinizing her. "Why?" he asked.

"I have information he wants to see. He has to see it right away or—" she started her lie.

"Floor ten," the man told her, turning back to the screen.

She nodded, surprised that line worked.

As she turned towards the elevator, she noticed him touch his earpiece, saying; "Agent Smith? There's a woman here to see you."

She stepped in the florescent-lit elevator, holding her purse with both hands, and glancing around the empty box. There was something very strange about this building…

The bell dinged and she stepped out of the elevator into a hallway. All the wooden doors were closed, with little black signs on each. She read them as she passed. 'Agent Jackson', 'Agent Brown', 'Agent Murphy', 'Agent Gray', 'Agent Jones'…what, did no one have a first name here?

Finally, she came to the door that read, 'Agent Smith', and breathing deeply once, knocked.

"Enter," came a steady voice.

She did. At the white desk with nothing but a computer and a phone was the man who'd saved her. He was wearing the exact same thing, down to the glasses and hairstyle.

As soon as he saw her, his brow became rigid, he glared, and his mouth contorted in a deep, menacing frown.

"Um…hello," she tried at a conversation. "Do you remember me? I was the one…um…" The way he was glaring at her, even under those dark glasses, made her take a step back. He looked so furious she could feel her knees shake.

"What are you doing here?" he demanded, standing up.

She tried to speak, her throat going dry with nervous fear, so threw a thumb over her shoulder as an explanation. "I…I asked around…I found out you worked here and—"

"Leave. Now," Mr. Smith hissed at her in that peculiar way he spoke, sitting back down, obviously trying to control himself.

"I just came to thank you." She took three brave steps forward.

Mr. Smith's head turned to her slowly, and he took his glasses off to glare at her with beady-little bright blue eyes. "I won't ask you again." He sneered, but she forced herself to ignore it, stubbornly pulling the chair sitting opposite him across the desk out, and sitting down.

"Good." She was determined not to be intimidated by this man, no matter how intimidating he really was. Agent Smith pulled his head back when she sat down, like she had a foul smell. Pursing his lips tightly, he turned to his computer, punching in something to the keyboard. "I came here also…to invite you to go for a drink."

Mr. Smith's head turned just as slowly as the man downstairs, and for the tiniest moment Elise was almost sure she saw the anger diminish…before it was right back in full swing.

"Ah. Relationships. Trying to free yourself of the fear of dying alone." He put both elbows on his desk, folding his hands like her father used to. "You fear dying without a partner, and so have become desperate."

She blinked at him, her mouth falling into a contortion of disgust, horror and bewilderment. Was this guy for real?

"It is a foolish thing, Miss…?"

"Roberts," she answered, crossing her arms over her chest, pulling her mouth closed, into an expression of annoyance.

"Miss Roberts," the man continued. "Billions of human beings strive for love and companionship in a world empty of meaning. It is that fear that drives humans, that fear of dying alone. I am not one of them." He smiled in a tight, pinched way. "That absurd belief that the company of another human can chase away the fear of death. Foolishness. Why? What good has love ever done you? What good has it ever done any human? What good has it ever done the world? Why bother? All it does is make people weak."

Mr. Smith continued, like he had been practicing this speech for a long time. "You probably want to be a mother, is that it?"

Whoa, why is he talking about having children? Elise was beginning to be a little more than a little creeped out by this guy.

"What good is it, Miss Roberts? Do you gain joy?" he was raising his voice now. "Multiplying! Eating! Destroying! Humans are social parasites, sucking away the life of the world! You are a parasite, Miss Roberts!"

When she was fairly sure he was never going to stop, she raised an eyebrow, cocking her head to the side with curiosity at him. "Hang on…what does that have to do with anything? I was inviting you for a drink 'cause I'm new here, and needed to make a friend." She had only then realized just how desperate and stupid that sounded.

"A friend?" he asked unbelievingly.

"Yeah." She nodded, feeling very uncomfortable and awkward. "I am not asking you out." She grimaced at the thought. "Because, I see now," she waved her hands at him, "you, sir, are a weirdo, and kind of a freak. Really, I just met you, and you're talking about me wanting to have kids, and for some reason coming to you."

The man was stunned, and seeming to try and relieve the awkwardness, put his glasses back on, fiddling with her sleeves. "But you don't deny it."

She rolled her eyes, pursing her lips and flaring her nostrils. "I do deny it. How do you even assume that?" She was beginning to get a little loud.

"Humans' need for companionship is just as hideous as their need for—" His voice told her another monologue was coming.

"Would you shut up?" she pleaded, very ready to leave this weird man's office. He reminded her of Scrooge, only more…evil.

"I have no friends, and am a friend to no one," he continued anyway. "Leave this building or you will be forcibly removed."

Elise was thinking security; Agent Smith meant killing the intrusive woman. Really, is it so hard to put a bullet through her brain? Smith wondered.

"You have no friends?" she questioned, finding that very easy to believe.

"I am above you, and need no one. Leave this facility," he ordered again, pointing with his bony finger.

"That does sound like a pretty full life. No friends. No relations. No pictures hanging on your walls." She glanced around the room, her thin face turning into agreement, though she really didn't. "You must be a pretty happy person. How does it feel when you go to sleep every night knowing no one cares if you wake up or not?" she questioned.

He pulled his hand from below his eyes down his face. How could this woman be so exasperating? Why didn't he just kill her now? "I don't sleep." He glared at her. Determined to win this argument before he killed her. He was already itching towards his gun.

"Oh!" She smiled, like she was impressed. "Wow." She nodded. "That does sound like you have it all figured out." Her legs were crossed, her knees exposed and her hands laying lazily on them. "No one likes you, and you don't have to sleep. How does that feel?"

"I don't need to feel." He sneered at her. By now, he would have killed anyone, but was too engrossed in the argument to remember his gun. "All there is, is the next job." He glared at her.

"Oh yes, the next job." She nodded again, still smiling that snooty smile. "You're on top of your game, the prime of life, in the fast lane." She raised her eyebrows like this really was exciting news. "If you don't feel anything, why'd you save me at all? You could've just walked by, but you killed them all," she challenged.

"I think you should leave now," he snarled, really loosing his temper with this infernal woman.

"Oh right, I have to let you get back to the only thing you do with your existence." She fluttered her eyelashes, standing up. "Have fun." She smiled wider, her mockery like acid in his code. She waved goodbye, but he wasn't about to let her off the hook just yet.

He was in front of the door before her, blocking her escape. "What good has all of this love ever done you? The fourth finger on your left hand has a pale ring of skin. You were married once. What good did love do you then?" he demanded.

"Better to have loved and lost than to never have loved at all." She tossed her head to the side, keeping that annoying tone of mockery in her voice. "Besides, at least I'm happy with my life. What is your life like?" she questioned with fake sweetness.

Agent Smith's code had been written with pride. She was crushing that. Not because she was faster, or stronger, because she had infuriating responses. Just kill her! he urged himself.

Think of something to say back! another part yelled. He had never experienced that kind of clashing of what he should do. No, win this argument, then kill her. That was more like him.

"Homo Sapiens," he muttered bitterly. "You're all such foolish wastes of life."

"Thanks!" Her smile spread from ear to ear. "I like you too." She was mocking him and he was letting her! What was this?

He was about to respond when the digital ring of a phone rang from the woman's purse. Turning away from him, she reached into her purse, answering the phone.

"Hello? Tina! Oh yeah…" she laughed. "I tried." She nodded, smiling. "Okay, meet you there." She closed the phone turning back to the man. "I have to go, but it's been fun," she continued to mock him. "I'm sure you won't even remember this conversation." (How infuriating her smile was!) "I'm sure what I've said will never make you consider gaining a personality." She smirked. "Where did I put my keys?" She put the phone down on the seat and began rummaging through her purse.

Just shoot her!

Think of a comeback! You're being manipulated by this loathsome woman and look like a fool!

His hand itched towards the breast pocket where he kept his gun, but she was gone before he could come to a decision. Tonight. He made up his mind. Tonight she dies.

So that's the first chapter...yea? Or nay?