When the door to Damon's bedroom opens and Caroline and Damon pull away from each other, Caroline can tell who's at the door just by the devastated look on Damon's face. Or—at least—she can tell who Damon thinks it is.

His breathy, guilt-laden, "Elena," confirms her suspicion.

Caroline refuses to look at her friend and instead directs her gaze back to the pillow her hair had just been splayed on.

"Guess again," not-Elena says as she closes the door and steps into the bedroom, confirming Caroline's worst nightmare. "Mommy, daddy, and baby make three," she singsongs as she walks over to the bed. She laughs then. "Although you two are also almost brother and sister too…in a way. What a twisted little family we are, right?"

Damon growls low and Caroline watches as he strategically positions himself in between her and Katherine. She wonders momentarily if he does this because he noticed the way she started trembling at the confirmation that it is Katherine or if he does it because it's her and he doesn't need anymore reason to protect her than that.

(She knows she will always come second to Elena, but she likes to think this means something to him.)

Katherine situates herself on the edge of the bed and leans toward Damon. "I didn't know you two were this close," she says, "but this could be fun, you know."

"Get out, Katherine," Damon tells her coldly.

"But we have so much to talk about," Katherine pouts.

Caroline finds her voice. "I am not your puppet, Katherine, and Damon is not your toy."

Katherine tilts her head to one side. "But don't you want to know why I chose you? Don't you want to know how I knew I could choose you?" she asks.

A part of Caroline is curious. How did Katherine know Damon had fed her blood earlier that day? How did she know she'd turn? In the grand scheme of things, however, it doesn't really matter—and anything out of Katherine's mouth is just as likely to be a lie as it is to be the truth, so it's a moot point in any case.

When Caroline just glares at her, Katherine shrugs. "You're wrong, you know," she says as she gets back off the bed. "You will always be my puppet and Damon will always be my toy. Just as you two will always need each other. It's family, my children."

They hear her chilling laugh echo down the hallway, and Caroline is thankful when Damon wraps his arms around her until she stops shaking.