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Will and his dad linger, not yet willing to go to bed. There is much for them to discuss.
Will begins by asking if he (Will) is a good person.
His father answers in the affirmative.
Will asks if Charles is a good person. He's all right, he replies.
Will asks why his dad isn't happy, then. His dad dodges the question.
Charles relights his pipe and proceeds to give his son a lesson in goodness versus happiness. Being good is difficult and hard work, he tells his son. Temptations exist always, and goodness is making the right choice again and again.
Charles calls his son wise, saying that Will is already wiser and better than Charles will ever be.
Will thinks it over. He tells his dad that maybe he'll tell him everything at breakfast, but for now he needs more time to think. He expresses the hope that his father be happy.
Charles lights his pipe again and says living forever would be best.
He tells his son that everything makes him sad except for Death; Death acts by making everything else about life sad.
Will jumps up. He tells his father not to go near the carnival. Will makes his father promise. Charles asks why; Will says he'll explain later. The two of them turn back to the house.
Will touches the ladder on the wall, then asks his dad not to pull it off.
Charles says that one day Will will grow tired of the ladder and pull it off himself. Will doesn't believe it.
Will starts climbing, then invites his father to enter the house that way as well. His father refuses.
As Will ascends the ladder, his father looks tiny and shrinking on the ground. He taunts his father.
Charles climbs up after Will. The two make it to the windowsill and sit, "same size, same weight, colored same by the stars, and sat embraced once more with grand fine exhaustion, gasping on huge ingulped laughs" (28.83).