Disclaimer - own nothing of Alphas.

Thanks goes to Minarrett for previewing this.

"What's up, Doc? I've always wanted to say that. Anyway, I was wondering-." Kat stopped mid-stride, her smile falling as she looked at the man behind the desk. "A penny for your thoughts?"

"I'm sorry, Kat," Dr. Rosen said. He looked up at her, a look of sorrow and regret in his eyes.

She saw the recorder with its sticky on it, a note she wrote hastily one night, a cable connecting it to the doctor's laptop. "Hey, when I wrote 'watch it,' I meant it as 'review it,' not as a threat or anything. Don't apologize." She paused. "Or did you just accidentally delete my memories?"

Dr. Rosen shook his head. "I had no right to…What I did to you was wrong, inexcusable."

When he didn't elaborate, she gave a dismissive chuckle. "Just give it another week and it'll be a proper 'forgive and forget,' meaning I'll forget whatever it is you're talking about, but consider yourself forgiven now." She made her way to the bookcase where the magnifying glass was – her second favorite item in his office, next to the phonograph.

"Maybe I shouldn't be the one treating-."

"Wrong," she said jabbing the magnifying glass in his direction. "Don't even think about that. You're stuck with me because Bill recommended you. Well, not really, but I know how to get here and I'm not in the mood to find a new shrink, a new route, a new thing to memorize."

Kat hit 'play' on the video player, seeing the exchange in the office between the two, focusing intently on the explanation or confession Dr. Rosen gave when she first started recording her memories.

'Sometimes my passions get in the way of my practice. I want to take it slow with you, to not risk overlooking anything.'

Hearing her voice, seeing his face – the tone then not different than what she heard now – Kat struggled to think of what might have bothered him so. Not that she wanted to recall the unpleasant memory, if indeed that was what it was. Then again, she knew she needed to because it would help them both.

"Oh, you mean that thing with Nina and my 'sweet sixteen' birthday, Doc? You didn't harm me with that." She remembered that evening, being woken up in the middle of the night, of Rosen talking about her and not to her. "Really, no harm, no foul. I'm seeing more of the house, my bedroom and such. Hey, I can even see my toy box in the corner of the room."

Dr. Rosen's eyebrows rose. She liked that look better, more of curiosity and interest versus self-criticism and intensity. "What other details do you remember, if I may ask?"

Kat smiled. "I'll draw it for you. But first," she went to the record collection, searching titles that could fit the mood. Behind her, she could hear him clear off the desk. The tunes playing, she helped herself to the various art supplies and sketched not only the box, but some of the toys as well.

"What I liked was that thing with the fragments that could sorta glow when you held it up to the light. I forgot what it was called."

She continued talking about some of the other toys, their sounds, textures, colors and sometimes smells. The more she talked, the more she remembered. The more she remembered, the more engrossed Kat found herself in this forgotten world of her youth.

"What about you, doc? You were a kid once. What did you do for fun?"

It was a bold question; one Kat wasn't going to apologize for. But as she heard herself say on the recording, it was unfair that she had to 'spill her guts' to him while he got away with remaining silent. She knew she wasn't the only one annoyed by that state of affairs – his silence and distance. But right now, she was having fun with toys and play and…

"There was a microscope my sister had," he began. "It was fascinating to look at all the details in a single blade of grass, among other things."

Kat was a bit disappointed yet not surprised that he'd select such an item. Then again, maybe she could challenge him, to 'return the telling' in a manner of speaking. "I bet you couldn't draw it for me – that blade with and without all of the details." She held out a few green pencils to him, along with a gray and a black.

"You're probably right," he said, a sincere smile on his face now.

"Oh no you don't," Kat said, pressing the collection in his hand. "You have to at least try, even if it's a stick-figure blade."

He gave her a questioning look, whether it was disbelief that she made the request or doubt in his drawing abilities, she didn't care.

"Give it a try, Doc," she said. "One line at a time. You can do it."

Kat could tell he spent too much time thinking about it versus simply doing it. "Do you remember what you told me about what happens when you spend too much time thinking about one thing," she asked.

Dr. Rosen erased yet another line. "Yes, I do."

"Good, because I don't," she said without missing a beat. "So, I wrote it down and you get to hear it again." Kat cleared her throat with a dramatic flair as she removed a small notebook from her back pocket, reading the quote while exaggerating the intonations of a professor she heard on a documentary she watched the other night.

The smile on Dr. Rosen's face was worth it.

By workday's end, she found a wrapped cylinder in her backpack. Seeing the kaleidoscope made her smile.

A video observation, a couple of trips to a stained-glass store and a few hours later, Kat gifted him a more personalized kaleidoscope, one she hoped would bring fond memories of today and many more, for both of them.