"Where's my son?" a pipe-smoking Aaron Spelling cracks as he paces the thick carpet in his spacious office, which boasts everything from tropical fish to a custom-made pinball machine. The mega-producer of such shows as DYNASTY, BEVERLY HILLS 90210 , CHARMED and oh, yeah, SUNSET BEACH passes a table covered with framed photos of wife Candy and daughter Tori (Donna, 90210) just as his son, Randy (Sean, BEACH), strides in, announcing, "I'm not late!" He's right - he's precisely on time. After father and son exchange warm greetings, they sit down with Digest to get up-close and personal.

Digest: Aaron, were you happy to have a boy after having a girl?
Aaron Spelling: You know, there's nothing like having a girl and a boy. It's like the royal family. We were thrilled.

Digest: How did sister Tori deal with the new baby?
Aaron: (laughs) At first, she was very attentive. It was like having a nurse around. And then they grew up. I can't tell you how many times she tried to kill him.
Randy Spelling: We had a lot of fights. Normal kid stuff, like I wanted to watch TOM AND JERRY, and she wanted to watch the news. I wanted to hang around with her, and she was a teenager, so she didn't want to have her little brother around.
Aaron: The great thing is, they're now each other's best friend. They have dinners together. They go clubbing together. My wife and I keep looking and saying, "It finally happened."

Digest: (to Randy) What's your first vivid memory of your family?
Randy: I used to love to play guessing games with my family. We would sit at the kitchen table. They would put 10 objects on the table, and they would make me go upstairs. They would touch one of them and I would have to come down and guess which one it was.
Aaron: We stopped playing it. He was freaking us out. Nine out of ten times, he'd guess exactly what we'd touched. We were going {he hums THE TWILIGHT ZONE theme]. We hadn't done CHARMED yet, you know. It was amazing. Then I used to ask him to pick a racehorse, and he was always wrong.

Digest: You should ask him which pilots will be successful.
Aaron: I showed him every pilot. I loved to get his and Tori's opinions. They're the audience we're appealing to. They've been very helpful in casting. Like on The Mod Squad movie, it was Randy who told me about Omar Epps.

Digest: Would you consider following in your dad's footsteps?
Randy: Definitely. My favorite thing when I was young was to go to his studio, and we would eat lunch together. I would sit in on some of the casting or some of the rough-cuts. I loved watching everyone work and seeing what everyone had to say. I would definitely go into producing or writing.

Digest: What was Randy like growing up?
Aaron: We were frightened about Randy. When Randy was born, he was 4 1/2 pounds.
Randy: No, no, no - 2 1/2 pounds.
Aaron: You went down to 2 1/2 pounds. We couldn't get him our of the hospital. His mother used to spend every day there. I would stop by to see him on the way to the studio and home from the studio. It was really scary. But even in those days, he was a fighter. We thought we might lose him. It's the saddest memory we have. The day we brought Randy home was like Christmas, the Fourth of July and selling 50 pilots rolled into one. It was the happiest day of our lives.

Digest: You're one of the most prominent families in the country, yet you remain down-to-earth. How does that happen?
Aaron: First of all, I thank you for saying that. If we hear one thing over and over and over, it's that people are stunned by how we're just what we are. None of this crap about growing up with a big house and growing up with money. They're real kids.
Randy: I mean, we've had a very glamorous life, but at the same time, we grew up very grounded. I wouldn't have to clean the house, bit I wouldn't get a $200-a-week allowance.

Digest: What was your dad's reaction when you said you wanted to become an actor?
Randy: Every time we would go to one of his business functions, people would ask me, "So, you going to be an actor?" I was like, "No, no. I don't want to do it." And then we went on a trip to Las Vegas for about five days, and I said something to him about it. It was because I did a movie with my friends about two months before. I started thinking, "I really want to try this." I finally got the courage to go up to him at dinner, and I said "Dad, I think I want to try to work with an acting coach." He said, "Okay, when we get back to town, I'll get you one." Sure enough, right when we got back to town, I started working with someone.
Aaron: I brought home a script - and he doesn't like to read scripts - but he read this one and on his own called the casting director and said he wanted to read for a part. That's how he got the role on MALIBU SHORES [as Flipper].

Digest: Is there something that you guys do, just the two of you?
Aaron: Yeah, we knock Mom and Tori - I'm kidding.
Randy: Ever since I was born, we've had a beach house in Malibu, so we would fish. That's one thing that I still love doing with him.
Aaron: Me, too. We don't talk to anybody. And people are nice enough to ignore us,. He goes without a shirt. My bod won't call for it.

Digest: Why did you build such a big house?
Aaron: It was m y wife's dream. I loved the house we were in. I think Randy and Tori did, too. We only moved, like, four blocks away on the same street. It was really her dream. We bought the house; we tore down the house. It was Bing Crosby's house, and here I'm saying to myself, "God will never forgive me. We're tearing down Bing Crosby's house." But there were two reasons we tore it down: There was a swimming pool downstairs with nothing around it, and [Tori and Randy] were kids. They could go down there, and we'd never hear from them. And there were trap doors in the house. There was a big shoe closet, and when you moved a show, the door opened. It was freaky. We just couldn't live in that house.

Digest: Did you know how many rooms there were going to be?
Aaron: Are you kidding? She never told me anything. Then one day, she said, "Stop by on your way home from the studio. I want to show you something." I walked in this house, and my last surprise was a two-lane bowling alley. I said "Why a bowling alley?" She said, "Your mother told me you used to set pins in Dallas before they had automatic pinsetters." It made Candy decide to put in the bowling alley. My friends come to the house and they expect it to look like a museum or something. Candy has put different colors in every room. It's a very warm house.
Randy: My friends love it.
Aaron: I've gotten to where I love it now. I didn't at first, I must be very honest with you. I like it when people see the house. But we have a rule: We never allow any cameramen in the house because that's glorifying your home.

Digest: What's the most important lesson that you've taught Randy?
Aaron: To love. Not just his mother and me. I have never seen friends adore anybody as they do my son. His friends call my wife Ma and me, Dad. He's taught me more than I've taught him.
Randy: No, that's not true. He is probably the most generous person I've ever known in this world. I've adapted to that and his sensitivity , If he knows that he's hurt your feelings, he can't take it. My dad's a teddy bear. I remember once he spanked me, and I could see in his eyes that it was just killing him. He has the biggest heart in the world, and it's taught me a lot.
Aaron: [One] instance I can never forget. Randy's not a little kid anymore. I guess when he was 18 years old, I said, "I'll see you later, little guy." One of his buddies said, "Hey, he's not little anymore." And Randy said something I'll never forget: "Dad, I'll always be your little guy." How do you top that?