Author's Note:This has been something I've been playing in my mind. I hope you enjoy it. It starts post 4x15. Jeremy's dead and Elena turned off her emotions. But it's going to go AU from there.

She was a vampire, she didn't feel cold. But as she walked down the street towards her house, Caroline wrapped her jacket tightly around her, her body shivering as she did her best to keep the tears at bay. Watching Elena unable to cope with Jeremy's death was too much for her. It drove home the one thought she was actively avoiding for the past two or three years. Caroline herself managed to cheat death over and over again, Elena too. But nobody else she knew was as lucky. They all died. Jenna, Bonnie's Grams, Vicki, Alaric, her dad... And now Jeremy.

They all died and it was all for nothing.

The cure, the reason why they killed Kol, and with him thousands of vampires who did nothing wrong to them, was gone. Silas was out there somewhere, and Jeremy was dead.

Who would be next? Bonnie's dad? Her mom? Would her own luck ran out before that? Would she have to bury her friends first?

Caroline blinked several times to chase the tears away.

"Fancy seeing you here, love."

She jumped, startled, turning around quickly to face Klaus. She was so lost in her grim thoughts she didn't even notice him walking up to her.

"Klaus," she said, breathlessly. He smirked, clearly pleased with her reaction to him.

"You shouldn't be walking on your own... You don't know what kind of monsters are hiding in the dark."

He meant himself, she was sure of it. She could see the way his shoulders were relaxed. He was feeling playful, and there she was, a mouse, ready to be toyed with.

Something heavy settled in her stomach and a cold, iron grip squeezed her insides. She raised her hands, defensively. She shook her head, taking a couple of steps back, away from him.

"No," she said as firmly as she could, ignoring the little tremble she could hear. "I can't do this now. Come back tomorrow, Klaus. I'll flirt, and throw insults at you and listen to veiled threats and whatever you want. Just leave me alone tonight. I can't..." She had to close her eyes and take a deep breath to keep herself in control. "I can't handle this right now."

When she opened her eyes again, he was still there, looking more worried.

"Caroline? What's wrong?" He took a step towards her, reaching for her. She moved away, avoiding his touch like it was vervain.

"Don't," she warned him and he stopped, dropping his hand to his side.

"What happened? What's wrong?" he asked again, softly. His sharp eyes roamed over her body not with desire but with worry, assessing her for injuries, making sure she was fine. She was far from it, though none of her wounds were physical.

"Everything," she replied without thinking. "Everything's wrong. It's been like that for a while, and I just..." She took another deep breath. "Jeremy's dead. Permanently. Which is probably good news for you, not so much for us. Bonnie's crazy, Elena's..." The world around her blurred for a moment as tears filled her eyes again. She wiped them quickly, willing herself to calm down, calling on every ounce of her self control. She couldn't let herself cry.

"Caroline... I'm sorry."

"No, you're not."

"I'm sorry you're hurting. You know I hate seeing you hurt."

Once again, he reached out to her, trying to offer her comfort. She pushed his hand away.

"Don't. Don't touch me!" she raised her voice, sounding a little hysterical.

"I'm not going to hurt you, love. I just wanted to offer you some comfort," he explained.

"Well you can't. Because Jeremy's dead and somebody will have to take care of all the funeral arrangements and legal stuff and it's not like Elena can do anything in her current state. But that's okay, because she has me. I'm a fixer and I'm going to take care of everything. There's so much that needs doing."

"Caroline, you don't have to do this alone."

"And who's going to do this with me? Bonnie? In between her quest to kill twelve people? Stefan? He and Damon will be too busy taking care of Elena, who is now all alone in the world because her whole family is dead! Maybe Tyler? Oh no! I forgot, he's on the run and doesn't even answer my calls, so he doesn't even know what happened! And now you want to help me? Comfort me? Can't you see that I'm this close to breaking? And if I let myself break, I'm not going to be able to pull myself together again! So don't touch me! I can't! I can't..." A strangled sob escaped her and she suddenly lost the ground under her feet. Klaus caught her before she crumbled to the ground and there was nothing stopping the unwanted tears from escaping.

The last, thinnest barrier broke and she couldn't stop her sobbing.

Klaus's strong arms wrapped around her, holding her close. She hid her face in his chest, curling her fingers in his shirt. He was muttering into her ear, though she couldn't hear the words over the sound of her own sobs. One of his hands was rubbing small circles on her back, but it only made her cry more.

She wasn't sure how long they stayed like that, but Klaus didn't move away, he just held her, letting her grieve. Grieve for Jeremy, for her father, for Alaric and for everybody else they lost over the years. He let Caroline grieve for herself and everything she would have to face in the coming days.

And somehow, the grief didn't break her.

Coming next: The morning after. Caroline still has problems to solve and bad things to face, not to mention that her life is even more complicated than before.