In a late night, intimate talk with his father, Will questions his own goodness and its possible effectiveness when surrounded by wickedness. He then turns from thoughts of himself to concern about his father. Since his father has said that he too is a good person, Will questions why his father is not, therefore, a happy person. Here, Mr. Halloway launches into a deep, philosophical discussion about the unrelated natures of goodness and happiness. He tells Will that sometimes those who smile and laugh do so to cover up their wickedness. Halloway admonishes his son to distinguish between the dark smile and the light one. Being good is not easy, confesses Halloway, because wickedness never stops tempting man; man, he says, always has a choice: "You got the choice this second, now the next, and the next after that, be good, be bad, that's what the clock ticks, that's what it says in the ticks." But Halloway assures his son that no choice is necessarily final. A person does not have to remain wicked and sinful, for life in this world consists of a series of choices. One can always choose the alternative.
At this point, Halloway becomes the persona through which Bradbury himself speaks, and it becomes evident that one of the major concerns of this novel is the choices with which humanity is faced each day. ''Something wicked'' may indeed come our way, but whether we succumb to this evil or not is of our own choosing.
Halloway confesses regret over one particular choice he made. He waited until too late in life to marry. Now, the fear of old age and death make him tell his son that he would be happy if only he knew he could live forever. Will recognizes his father's unhappiness over having wasted the best years of his life, and he sees the Carnival as a powerful temptation because there his father's wish can be granted. He makes his father promise not to go near the Carnival.
Bradbury further characterizes the difference between youth and age as Mr. Halloway first refuses to follow his son up the secret ladder and then changes his mind. Mr. Halloway and Will climb higher until they both, in the safety of Will's bedroom, clasp each other in an embrace of love. Mr. Halloway's laying bare his heart to his son will take on added significance later as Mr. Halloway breaks his promise to Will and pays a visit to the Carnival.