Maxwell: Fran wants to have a baby with me.
Niles: What, you've forgotten how to do it?
Maxwell: This is serious, Niles. I'm not sure I really want to go through that again. All the crying and the diapers and the waking up at 4 am.
Niles: Oh, sir, it's not so bad when you consider I did all that! You know, come to think of it, you are too old to have a baby.
Maxwell: I'm not that old.
Niles: You have three children already. Why can't Ms. Fine be happy with that?
Maxwell: Because they're not ours. Having a baby is one of those things that bond a couple together.
Niles: Mmm. That's why we're so close.