A/N: Because I'm missing Matt on the show.

Disclaimed.


Matt looks at the petite brunette sitting next to him on the bus in concern, wondering why she suddenly went all rigid. "Rach?" he gently nudges her. "You okay?"

"I am fine, Matthew, thank you," she smiles stiffly.

"Are you sure? You got all upset, or something, when Mr. Schue said our next stop is the Empire State Building."

"You must be imagining things," she says tightly. "I assure you there is nothing amiss." He cocks an eyebrow at her in doubt at her forced tone, but leaves it alone.

As they all file into the lobby of the building, he notices that her hands are clenched into fists at her sides, and her knuckles are turning white. He frowns, trying to figure out what could possibly be wrong. The pint-sized girl had been extremely enthusiastic about seeing all the sights while the club was in New York, going so far as to correct their tour guides on some trivial details at a few of the places they went. Her current tight-lipped silence is unusual and, frankly, worrying.

He ends up standing in the elevator next to her, and as they start the ascent to the top, the blood drains from her tanned face. He furrows his brow, thinking he may have an inkling of the source of her discomfort.

"Heights?" he says quietly in her ear, watching carefully for her reaction. When she turns her face up at him, her eyes are wide, and she nods almost imperceptibly. Matt reaches down and links their hands together, giving her a comforting squeeze, and she presses herself against him automatically.

They finally reach the top, and he can see the fear in her big brown eyes as she steps off the elevator. Everyone else is laughing and talking around them, exhilarated by the view, but he only has eyes for the girl clinging to his arm.

"Group shot!" one of the girls calls out, and Rachel freezes as everyone begins to move to the edge of the building to line up in front of the railing. Matt can feel her hand trembling in his own, and runs his thumb over her fingers soothingly. It seems to help, and she takes halting steps towards the rest of the group, plastering a bright, fake smile onto her face. When the two of them reach the railing, she forces herself to look out at the impressive view before her before turning around to face the camera.

She feels strong arms wrap around her waist from behind, and she instinctively relaxes against Matt's chest. "You're okay, babe," he whispers. "I've got you."