A/N: Sorry for the horrible lateness of this chapter. I promised that a chapter would come out a week, but then my computer was down for about three weeks. Technically this chapter has been done the whole time, but I haven't had a chance to sit down and edit it until now.
On the editing note, I feel that some of my sentences my sentences might be a bit run-on-ish and awkward. Please, I've had this beta'd by two separate people, but would you give me a critique? Yes you, personally you. I want your opinion. It would be appreciated.

Also, someone mentioned to me in my reviews that the world seemed very futuristic in the some parts, but seemed very normal in others. This was done on purpose, because I really don't think that it'd be that different. Technology would have advanced, but I don't think that would automatically make everything shiny and stuff and that everything would have changed. Society is still society. Anyway. You can has third chapter. Sorry 'bout the long A/N

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Alfred followed Matt into his workroom quietly, his mind spinning from listening to all of this. What did he mean he died long ago? What were they talking about? Standing in the doorway, he watched as Mathew began to set up his work bench and a chair. Seeing him preoccupied, he began to look around the small room, curious as always.

Alfred walked slowly, not wanting to be loud or he would feel like he was intruding. It already felt like he didn't belong here, like it was a sanctum that he was invading and he was never supposed to be there at all. All the thoughts stopped though when he noticed a picture, one picture taped above the workbench right across from the Matt's. Mathew was in it, as well as someone who looked just like Matt. Someone who looked just like him.

"Hey Matt…" he looked over his shoulder, calling gently to the other like it was something he had always done. " Is this me?" he gently pulled the picture off the wall and held it in his hands. There was something different about the way he looked, something he knew he didn't recognize from the image he had studied in the mirror out in the hall.

Mathew cringed hearing his name called like that. He had almost made the robot too perfect. Wiping some tears from his eyes he turned to see what the other was talking about, but upon seeing the other standing there with the picture, his heart broke and a rage born of a sad desperation swelled up in him.

"Don't touch that!" he was standing next to him in a moment's time, snatching the picture from his hand. Nothing had been disturbed from that area since that day, and knowing that it had, knowing that it had by that andriod upset him greatly. "It's not you! You will never be him!" he held the picture over his heart and pressed his eyes shut. It wasn't his time to be weak; he couldn't lose it, especially not in front of this... not Alfred.

"I-I'm sorry." Alfred stuttered, he shouldn't have done anything, he did something wrong just like he had feared. "I… I don't understand. I didn't know, I'm sorry." He took a step back, feeling terrible.

"Who… who is it in the picture then?"

The soft nervous voice broke Matt's heart and the rage slipped away. Looking down at the now slightly crumpled picture in his hand he sighed; his brother would never want him to act like this. His brother would have never wanted this to happen in the first place, these lies. Was it even ever right to have made this android? Was it right to have the power to give life like he did?

"S-sit down. I'll tell you all about it." He flattened the picture out on his workbench quietly and sighed, he needed to get to work anyway.

Alfred sat down in the chair that was indicated, and leaned back, a bit nervous as the other went about hooking him up to the computer. He felt a thin layer peeled from the back of his neck and cringed as he thought that it was his skin and flesh; and as he felt something buzz, he felt a bit nauseous as he knew it was a drill that connected to his skull. He didn't say anything though, he sat quietly, waiting for the other to start his work and begin his story.

Matt hooked all the wires up to him in the silence, his hands shaking and making the work a bit more tedious. He peeled back the skin with a cringe, not liking to feel the separation of the seam that had been invisible from the lack of use, and he trembled as the creature that seemed so human, slowly turned into the complex computer he really was.

Sitting down at his computer and accessing his memory drive, he sighed; it was time to begin. He clicked open some files, and began.

"I- It's not much to say really. He had been my brother." As he spoke, it was hard to concentrate on his task, but considering he didn't see much in the many files he scanned through, it was easy enough work. "His name was Alfred. Alfred F. Jones."

Mathew furrowed his brow a bit at how little files there were actually in the other's head. Even in his invisible files, the ones that were simply the system requirements to keep him running, they were barer than before; only a scarce amount of things like habits and things that made this metal creature Alfred remained from the many files he had originally created and installed. It was like he had been wiped clean.

"He was an engineer like me. I was helping him make androids, creatures like you. Metal machines that could think and feel; he never did get very far, but I don't think it was from lack of brilliance. I don't think he wanted to." And he was understood more and more why every day. "He and Arthur, they had been together."

Looking through this robot's brain was frustrating. With every word he said new files were created, getting in his way, but he couldn't move them for fear of messing up his brain. And the more files there were the harder for him to search through to look for memories or any corrupted data. Not that any seemed to even exists. He knew that any deleted data would never be permanently gone, but even when trying to recall that, he came back empty handed. Whatever happened to his memories, it wasn't a flaw based on his computing system.

"But then…" he sighed, sitting back from his computer, a dull pain behind his eyes saying a headache from emotional strain and frustrating work was forming. " Then he died."

Saying it hurt. Thinking it hurt. Admitting it to this creature who had believed he was Alfred; that was the worst. The reason he was created was purely selfish. He wasn't loved for who he was himself, but who he was made to be. As he glanced away from the computer, trying to avoid the hurt feelings flooding the screen, he couldn't help but see it in the android's eyes instead.

"Arthur was broken. He took it the worst out of anyone who missed him. It got so bad, he could barely function." Closing his eyes, Matt stood up and went back over to the chair, all the while trying to avoid eye contact. Going back to the skin, he peeled more up the other's scalp to reveal a panel. He removed it expertly, and began to check over all the parts of the other's computer brain, seeing if it was a chip or something that had been dislodged, causing the loss of memory.

"He came to me one day, begging me. Begging me to be his Alfred. He wanted me to be my brother. I refused of course, but that didn't stop him. He came back with a different proposition, when not so hysterical. And that was where you came from. I spent several years creating you, finishing all my brother's work and I suppose it's now come to this." Mathew sighed, looking at everything in the back of his head, and glancing at the possible hundreds of empty folders opened on his desk.

"I'm sorry…." He sighed, quickly and naturally closing him up and putting him back together. "I'm really sorry that you…" he shook his head, unhooking him from his computer and sighing, smoothing the skin back together and brushing his hair with his fingers. Standing up, he walked around to look the android in the eyes. He didn't say anything more, but it was understood.

Alfred slowly stood up, feeling the back of his head. Somewhere, he felt heartbroken. It was not him who Arthur loved, he was not real. He was a replacement, he wasn't even himself. He was someone else entirely.

"I… I don't…" he pressed fingers gently to his temples, rubbing them, eyes wide. He was in shock, he was hurt, he was confused, and he was alone. He didn't even have a fond memory to give him hope. "Is there at least..?My memories…?"

Matt slowly shook his head, his gentle violet eyes sad.

"No… I'm sorry." The words were barely audible, but they rang out painfully clear, and soon after, a strangled sob could be heard, and Matt barely turned around to see Arthur dash away from the door.