Staring at the molding carpet and the peeling paint on the walls for hours on end was beginning to give Matt flashbacks of the road trip he'd been on with his roommate his freshman year of college, which wasn't a good thing. Not that spring break '90 hadn't been an improvement on this, but quite frankly anything was an improvement on fleeing to New York in a stolen car with a bunch of M.I.B. wannabes hot on his ass.

Still, remembering the time he'd spent his evening cleaning up a motel bathroom somewhere in New Mexico after Jason-I-don't-know-why-your-girlfriend-was-in-my-bed-man-I-swear Moran puked tequila all over the dingy tile wasn't much of an escapist fantasy. Too bad the motel owner was too cheap to dish out for cable. Some mindless reality show to distract him from his problems would have been nice.

In the other bed, Bennet turned over, and Matt sighed—quietly—and scratched that off his list of things that could improve this situation to make it minutely less horribly miserable. The other man would probably give him that look (and man, was it ever a look) he had if Matt even considered switching on the TV.

Another reason this trip lost out to spring break '90. As much of a binge-drinking, girl-stealing son of a bitch as Jason had been, at least he wasn't the evil, administrative, Texan version of James Bond. With glasses.

Well, it could have been worse. They could have had even less money than they did, and then they couldn't have afforded to get Ted a separate room. Then he'd be getting cancer on top of an acute case of insomnia.

Bennet shifted again, his breathing even and slow and completely unbothered by the problems of normal people, and for a second Matt wished that he'd been given a useful, offensive power. Nothing like what Ted had, the poor bastard, but still, it would have been nice to be able to choke Bennet with the strength of his mind, to squeeze at least long enough for the man to wake up, to know what it was like, if only for a little while, to be in a situation that was totally out of his control. So Matt could have the satisfaction of seeing the pushy jerk's eyes bug out and his hands scrabbling at his neck…

It was then that Matt heard Bennet's breathing shift, become shallow and harsh, and saw just how rigid the man was lying. Even in the piss-poor light, it was easy to see his chest was rising irregularly. Matt felt his eyes widen. Oh God. Oh God. This was so not the time for him to be developing a secondary power. He didn't really want to strangle the guy.

A few seconds later, Matt was left feeling profoundly stupid as a strained, barely understandable whisper left Bennet's lips. Choking guys, in all the vast experience Matt had accumulated via bad action movies, normally couldn't get enough air to escape their lungs to talk. "Claire…"

A few seconds after that, Matt was left feeling profoundly spooked as Bennet twisted hard to the left and right off the bed, knocking the nightstand with his shoulder as he fell. There was a thump followed immediately by a muffled clatter and an even more muffled scream that Matt distantly recognized as himself with a musty-tasting blanket stuffed in his mouth.

Then the bedside lamp was switched on, and Matt got even more alarmed. Bennet, still completely dressed except for his shoes and crouched on the floor with his face half in shadows was scary enough, but the gun in his left hand made Matt thankful in an absent sort of way that he hadn't wet himself.

After a second, during which Matt didn't move and Bennet didn't move even more, if that was possible, Bennet turned his head to look at Matt. Well, sort of. More like about three inches to the left and two inches above where one would normally look when trying to meet someone's eyes. It was then that Matt realized what was so weird about this, more than the fact that Bennet slept with a gun under his pillow or had worse nightmares than Matt had even at the most discouraging point in his marriage; the former Primatech agent didn't have his glasses on.

Bennet apparently realized this about the same time Matt did, as he reached for the nightstand, swore under his breath at the failure of the glasses to be there, and swept his hands over the carpet in a way that gave Matt a severe sense of déjà vu, even worse than the overall motif of the motel room had. His wife may have worn contacts most of the time, but knocking her glasses off the bedside table had happened so often that it had almost become a running joke.

Matt watched Bennet's search for almost thirty seconds, a little stunned at this shift in scenario, before seeing a flaw in Bennet's strategy; that is, he was scrutinizing the wrong portion of floor. Gingerly, Matt reached down and picked up Bennet's glasses. He briefly considered tapping Bennet on the shoulder before coming to the conclusion that no good could possibly come of startling a man who at the moment probably epitomized the expression 'trigger happy.'

"Um… Bennet?"

Bennet turned to him. "What?" He sounded tired, and angry, and rather like he would shoot Matt if Matt asked him any questions about his little episode, which made Matt rather happy he had been planning to keep his mouth shut about the whole thing and in the morning pretend it had never happened.

So Matt just held out the glasses. "Here."

Bennet looked down at the glasses. He grasped the bridge of the nose, carefully, in the way of a longtime glasses wearer who liked to avoid cleaning them for the hundredth time that day if he could possibly avoid it, and placed them back on the nightstand. "Thank you." Then he turned off the lamp and went back to bed.

Matt blinked, and almost resisted the urge to grin until he realized that even with the full moon and thin curtains, there was no way Bennet could see his expression. Huh. And all this time he'd thought they'd been for show.