"ATWOOD" Ryan looks up from his book nervously before jumping out of bed.

"That fancy ass lawyer is here to see you." Michael sneers getting down to Ryan's level. The guard's hot breath on his neck reminds him too much of last weeks events and Ryan takes a fearful step back.

"Better not be telling secrets boy."

"No sir." Ryan mutters casting his eyes downward before quickly walking to the visitors room where Sandy is waiting.

"Hey kid." Sandy says with a grin. Ryan smiles back, uncertainly. The only visitors he ever had were social workers, no one had ever dropped by before and Ryan is too taken aback to respond for a moment.

"How are you?" Sandy asks looking over Ryan for any more signs of bruising or neglect. The boy's eyes darken almost imperceptibly at the question but he quickly covers it.

"Good." Sandy nods and slides a second bagged lunch across the table. Ryan looks at it sceptically and hesitantly digs in at Sandy's nod. The odd pair sits in companionable silence enjoying the momentary break from their lives. Half-way through his second sandwich Sandy looks over to Ryan and sees the boy happily munching a sandwich, a streak of jam on his cheek. The childishness of the gesture makes Sandy suddenly realize how young Ryan is, that in the midst of this crappy life he is just a kid.

"You got..." Sandy points to the side of his face and Ryan flushes immediately before urgently wiping the jam off his cheek. When Ryan meets his eyes again they are full of shame and embarrassment and Sandy can't help but wonder what this kid went through to make something so small so big. He's about to offer a reassuring statement but is stopped by Ryan's laugh.

"Mr. Cohen you have jam on your face." Ryan says though his giggles before immediately sobering obviously worried he insulted Sandy. Sandy feels the stickiness on the side of his face and immediately bursts out laughing. The laughter is contagious and soon Ryan is giggling along with him.

"We are quite the pair." Sandy says with a rueful headshake as he wipes the side of his face. "The only thing my wife can 'cook' is a peanut butter and jelly sandwich and apparently she uses too much jam." Ever since he met Sandy Ryan has been curious about this man's life, grasping at the few careless allusions he made about his wife or son.

"What are they like?" Ryan asks after a beat, curiosity getting the better of him. Sandy looks across the table in confusion.

"Your family." Ryan clarifies before immediately mistaking Sandy's stunned silence for incredulity.

"N-Never mind – I shouldn'tve...." Ryan trails off miserably. Sandy just smiles and pulls a worn picture from his wallet.

"No, no it's fine. My wife Kirsten is a business woman, and a mother and an amazing wife." Sandy says fondly "I still haven't figured out how she does it. Seth is—hard to put in to words, great kid, smart, funny, you'd like him." Ryan nods holding Sandy's eye contact for the first time ever in awe of the pure love and adoration that laces every adjective he uses in relation to his family. The way he talks about them says way more than the words he uses.

"What about you Ryan? What's your family like?" Sandy says levelly knowing that Ryan's family life would be a sore topic. The kid doesn't say anything but Sandy silently waits him out, not pushing but not withdrawing the question either.

"My Dad's in jail...armed robbery." Ryan's eyes flick to Sandy's to judge the man's reaction but Sandy gives an understanding nod.

"My brother is in jail for grand theft auto...but he didn't want to steal the car." Ryan replies almost desperately as though he needs Sandy to see his brother as more than a criminal. Again Sandy nods his face neutral.

"I'm not sure where my mom is." Ryan's voice is barely a whisper, his mother's abandonment obviously being the most painful facet of his family life. Sandy lets out a breath because what can he possibly say to make the situation even an iota less painful.

"What are their names?" Ryan looks up in confusion. No one had ever cared much beyond the fact they were criminals and deserters.

"Frank, Dawn, my brother's Trey." Ryan replies tentatively trying to figure out Sandy's angle. To his surprise Sandy doesn't have one aside from simply acknowledging that the people in his family are people not just wasted space.

"Atwood time's up." Ryan nods in acknowledgment and turns back to Sandy.

"Well I'll come by on Thursday." Sandy says putting the bag in his briefcase. After a moments hesitation he pulls out a card.

"Here's my card, my home number, if you need something before then ok?"

"You don't have..." A head shake from Sandy stops Ryan's protests mid-sentence and he Ryan curls his fingers around the card accepting the gift.

"See you in a few days kid." Ryan walks a few steps away then stops looking tentatively back to Sandy.

"Mr. Cohen?" Sandy looks up from his briefcase expectantly "You have a really nice family." Ryan blushes to the tips of his ears like he's worried he said too much and ducks his head in embarrassment. Before Sandy can acknowledge the compliment Ryan is halfway across the room not daring to look back.

Sandy sits in his home office staring at the photo of his family. He had begun to take his family's cohesiveness and strength for granted and it took seeing his family through a broken down child's eyes to make him realize what he had been missing.

The front door suddenly slams shut with enough force to jerk Sandy unceremoniously out of his musings.

"Seth we have to talk about this." Kirsten's voice filters through the air but the only response she gets is the slamming of another door. In concern, Sandy goes to the foyer where his wife is leaning heavily on the table.

"What happened?" Sandy asks taking in her dejected looking appearance. With a heavy sigh Kirsten pulls Seth's new Nikes out of a plastic bag. The smell of urine affects Sandy's nostrils and he immediately puts the pieces together.

"The gym teacher caught Luke Ward red-handed." Kirsten says angrily. "I knew he was having some problems but I didn't know it was like this." Kirsten runs a hand over her face tiredly the stress of having to deal with Seth's bullying head on obviously distressing her.

"He hasn't said two words to me since we left Dr. Kim's office and for Seth you know that's a problem." Sandy nods and gives Kirsten a hug letting her settle into his chest for a moment.

"I'll talk to him." Kirsten nods into his chest and Sandy walks up the stairs to Seth's room.

"Seth?" Sandy calls knocking on the door. "It's Dad can I come in."

"Whatever." Sandy groans at the thought that his usually quick witted son has been reduced to the teenage cliché of 'whatever'. Seth stares at the ceiling, Captain Oats balanced on his chest, his eyes flicker to Sandy than back to the ceiling.

"Want to go to the comic book store I need your help with something" Seth raises his eyebrows confusion. His Dad hadn't gone straight for the interrogation? That was odd?

"You need my help with something at a comic book store?" Seth repeats incredulously "Don't you have work to do?" Sandy finally opens his ears to the bitterness he had been trying to ignore over the past few weeks.

"I'm never too busy for you." Sandy says seriously. "One of the kid's I'm working with, it's his birthday on Thursday and I thought a comic book starter pack would be a good present. But I can probably navigate the store by myself." Sandy says standing up.

"Archie comics are still the rage right?" Seth groans and gets out of bed.

"Alright but I'm just doing this for the kid." Sandy nods his assent and Seth follows him down the stairs bypassing Kirsten wordlessly.

"You boys going out?" Kirsten calls after a slight desperation in her voice.

"Guy time, we'll be home by dinner." Kirsten gives Sandy a look, begging him to fix things. Sandy gives her a reassuring smile and follows Seth out the door.

Seth's defensive walls lower slightly as Sandy tells him about Ryan. He even starts asking questions, genuinely interested in the teenage kid he's picking out comic books for. Two hours and a fat stack of comic books later the two boys are back in the car. Instead of turning home Sandy turns to the beach.

"Balboa bar?" Sandy asks knowing the time has come to breach the difficult subject of Seth's bullying.

"It's dinner in like 2 hours."

"We won't tell your mother." Reluctantly Seth follows Sandy from the car knowing the dreaded conversation was looming.

"Did I ever tell you I ran for student body president?" Seth plops on the bench beside his father not really in the mood for another lecture on getting involved in school activities.

"Raging idealism, radical opinions, eyebrows that demand respect...can't say that I'm surprised." Seth quips before taking a bite of his Balboa bar. Sandy chuckles a little before looking out over the ocean remembering his own high school experiences.

"Well I was strong candidate if I do say so myself." Sandy admits. "Or I was until the local skinhead population decided that they didn't want a Jew running their prom."

"Well we are known for being cheap." Seth says wryly trying to lighten the heavy mood that was pending.

"The day before elections they spray painted my locker black with a huge swastika in the middle of it, slit my car's tires, defaced all my campaign posters in ways I don't even want to admit to you." Seth watches his father intently as he finishes his story, surprise and empathy brewing in his stomach.

"The water polo team peed in my shoes." Seth admits even though he is pretty sure his father already knows. "Shoved me in a locker a couple times."

"You're not a big fan of enclosed spaces." Sandy comments nonchalantly even though he is livid over the treatment of his son.

"Yeah no." Seth admits uncomfortably.

"So this is really why you want to go to boarding school?" Sandy comments. "It's not really a deep longing to wear a uniform and experience the New England winters." Seth looks up slightly guilty and gives a shrug.

"I owe you an apology." Sandy continues surprising Seth. "Because I've obviously failed you. I'm sorry I didn't see this sooner, that I can't protect you from this but most importantly I'm sorry I ever made you feel that you couldn't talk to me. Seth I love you unconditionally and without reservation." Sandy exclaims.

"The fact that some pampered, stuck-up, water-polo playing asshole doesn't see that you are an amazing kid doesn't affect my opinion of you in the least ok?" Seth nods mutely and Sandy wraps and arm around Seth's shoulders grateful that the boy allows the contact.

"Do you understand that?" Sandy asks needing to drive the point that his love is unconditional home.

"Yeah."

"Ok second point...boarding school." Seth looks up hopefully the thought of escape an almost permanently on the forefront of his mind.

"For now no." Seth faces falls and he turns miserably back to the ocean. "Kids are mean everywhere Seth and the kids that go to boarding school, they come from money and power just like the kids here so what makes you think they'll be different?" Seth doesn't have an answer because he certainly wasn't considering that in his planning.

"And if things suck there then what? Do you go to a different school? Keep running?" Sandy prods. Again Seth shrugs.

"They win if you do that Seth." Sandy explains. "The decisions you start making now affect the kind of man you are going to become. Do not be the kind of man that runs away, rise above it, ignore it, fight back but don't slink off with your tail between your legs because you are better than that. That being said if, at 15, you still want to go then I promise you your mother and I will discuss it with an open mind ok."

"Promise?" Seth asks hopefully.

"Promise." Sandy sighs putting his arms around Seth again. "You know there is another reason why I don't want you to go to boarding school. You're a great kid who makes me proud every single day. I don't want to miss you growing up in to an amazing man." Seth looks up to Sandy a jumble of emotions vying for position on his face, relief, hope, hurt.

"Come here." Sandy says drawing Seth into a tight hug. "From now on I'll be around more ok?" Seth nods in to his father's shoulder returning the tight hug as a few angry tears of hurt and frustration slip down Seth's face. He wasn't sure what his father would think of him when he knew what really went on at school. His father who always was liked and respected had a son who was ridiculed and despised. The last thing Seth expected was compassion and understanding and the belief that Seth was still somebody worth being proud of.

"I love you." Sandy assures Seth again planting a kiss on Seth's hair. "I love you more than anything in the world."

"I love you too but anything in the world is pushing it you're up there with Captain Oats and Michael Chabon." Sandy laughs and pulls away.

"Come on let's get home before your mother decides to cook something."

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Ryan's thirteenth birthday is about as eventful as every other day he's spent in McClellen. It's not like his expectations were high but the thirteen year old boy in him was secretly hoping that his mother would remember, miss him and swoop in to save him.

"Atwood." Ryan's heart leaps as the guard calls out his name...maybe, just maybe...

"Sandy Cohen is here for you." Ryan feels a rush of disappointment but at the same time a surge of interest and anticipation. Sandy was unlike anyone he had ever met, he was kind, funny, and never got mad but Ryan couldn't help but think that it was too good to be true. Why was Sandy interested in him, a poor kid with a bad family and not even a foster family who wanted him? Doubts still linger in the boys mind as he walks out to the visitor's room.

"Ryan! Happy Birthday!" Sandy exclaims taking Ryan completely aback. He was the first person all day to remember. Ryan looks down at the table to the expensive looking cake staring back at him a candle reading 13 on top.

Sandy watches as Ryan takes in the scene with awe to shocked to do anything but gape, gratitude and excitement shinning in his eyes. After a moment Ryan looks up to Sandy.

"Thank you." His voice is soft and full of poorly restrained amazement. Sandy's heart aches for the kid because this should be expected.

"Well it's a big day you're a teenager now!" Sandy exclaims. Ryan smiles shyly. "Here I got you something." Ryan carefully takes the brightly wrapped present trying to remember the last time he received a present.

"You didn't have to do all this." Ryan clarifies after a moment caught between not wanting to sound ungrateful and not wanting Sandy to think this kind of behaviour was necessary.

"I wanted to." Sandy assures Ryan as he gingerly unwraps the present careful not to rip the paper. A small smile lights Ryan's face as he flips through the comics.

"Seth helped me pick them out." Sandy explains. "He said he'd like to meet you sometime." Ryan looks shocked at the comment.

"I—uhh- I don't know if that's a good idea." Ryan says with a furious blush imagining what Seth would think of a dirty, institutionalized kid when he had so much.

"Tell you what think about it." Sandy says cutting Ryan some cake. "He's a nice kid, you'd like him." Ryan nods and the two eat the cake in companionable silence as Sandy debates the contents of his briefcase.

"Ryan I have something I want to show you." Ryan looks up nervously his face turning to a wall of indifference when Sandy pulls out his file.

"I haven't read it." Sandy promises trying to put Ryan at ease. "I am, technically, not your lawyer and I'm not your social worker reading it would be an invasion of your privacy and I wouldn't do that to you." Truth be told he had to have Kirsten lock the file in her jewellery vault so he wouldn't succumb to temptation.

"I am asking for your permission to read it though. I think I could get you into a good foster home, get you out of this place, pull some strings, but I need something to go on." Ryan looks at Sandy warily not completely convinced he hasn't read it already and fairly certain that that file will change the way Sandy looks at him from here on out.

"Why are you doing this?" Ryan asks softly. The question has been nagging at Ryan ever since his first visit. Why did this man even care? Sandy looks at Ryan for a long moment then sighs.

"Because I can." Sandy says simply. "Because you deserve it."

"So do the other kids in here." Ryan protests. He is no better than the other kids in this place.

"I know that kid and if I could help every kid I would." Sandy admits. "But I know you, or at least I know I'd like to, and I know that I could help you if you'd let me. So will you? Will you let me help you?" Ryan wants to drill into this guy that he doesn't deserve it. That just because Sandy found him shaking in a solitary cell doesn't make him any more deserving than the other kids, that there are younger kids, better kids, softer kids. But Ryan is too damned exhausted and desperate to care about being noble.

"Whatever." Ryan mutters softly looking down at the table not wanting to watch Sandy's face turn to repulsion when he reads over all the failed foster homes.

Sandy flips through the file well aware Ryan is watching him from hooded, wary eyes. It's everything Sandy expects, child abuse, neglect, being passed around from foster home to foster home like a baton. A younger Ryan stares back at him in police photos, a hard stare trying to cover up intense fear and vulnerability. One picture Sandy can clearly see where the tears flowed down the boys face and the image instantly imprints itself in Sandy's brain fully prepared to haunt him throughout the years. Keeping his face carefully neutral Sandy breezes through Ryan's school fires stopping short at Ryan's test scores.

"Ryan! These test scores...98th percentile on your standardized tests." Ryan doesn't meet his eyes obviously too worried about the affect of the rest of the folder. Seeing Ryan's obvious embarrassment Sandy closes Ryan's file and looks at the small, sad boy.

"Kid look at me." Sandy requests softly. Ryan bashfully lifts his eyes to meet Sandy's. "That file is just a file. It's not who you are it's just a record of experiences. You should be proud you made it through ok? Hold your head up." Ryan's eyes are still desperately sad but some of the uneasiness is gone and Sandy smiles reassuringly as Ryan holds his eye contact.

"That's it." Sandy encourages. "I'm going to get you out of here ok?" Ryan feels a waves of relief come over him because it seems like there might be a chance Sandy keeps his promises.

"Ok."

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