Title: Second Chance (And I Won't Waste It)
Category: The Vampire Diaries
Genre: Romance/Drama/Humor
Ship: Stefan/Caroline
Overall Rating: Explicit/NC-17 (eventually)
Chapter Rating: Teen/PG-13
Spoiler(s): The entire first season. A lot of this is rewritten directly from the show, at least in terms of characters that wouldn't really be affected by Stefan/Caroline but are still essential to the main plot.
Word Count:7,331
Summary: [A rewrite of Season 1 with Caroline as Stefan's love interest.] Stefan tells himself he's only back in Mystic Falls to find out why Elena looks so much like Katherine, but the more time he spends with Caroline, the less he can convince himself.

Second Chance (And I Won't Waste It)
-Novel-

Nine.

Jeremy rushed toward the table where Tyler, Matt, Bonnie, and Elena were sitting.

"Hey, has anyone seen Vicki?" he asked worriedly.

"You're her stalker," Tyler returned snidely. "You tell us."

"I can't find her!" he answered.

Matt looked between the two boys, his brows raised, lips pursed.

"She probably found somebody else to party with." Tyler smirked. "Sorry, pill pusher, I guess you've been replaced."

Elena's brows furrowed. "What's with the pill pusher?"

"Ask him." He nodded his head toward her brother.

"You wanna do this right now?" Jeremy asked, brows knotted as he glared at him.

Elena stood from her stool. "Are you dealing?" she demanded.

Sighing, Jeremy merely looked at her.

"She's never gonna go for you," Tyler told him.

"She already did," he snapped back. "Over and over and over again."

"Yeah, right," he dismissed.

Sighing, Matt turned his eyes up in irritation.

"There's no way," Tyler said, shaking his head.

"And I didn't even have to force her into it," Jeremy reminded.

Matt tipped his head, eyes narrowed, and stared at his best friend. "What the hell is he talking about, Ty?"

"Nothing, man, just ignore him, he's a punk."

"You know what?" He waved his hands. "How about all of you shut up and help me find my sister?" Matt looked around at each of them, arching his eyebrow.

"I'll check the back," Bonnie said.

"I'll check the square," Matt agreed.

"I'll come with you," Jeremy said, nodding toward Matt.

"Oh, no, no, no," Elena said, moving to take his arm and pull him away. "You are coming with me."

They stopped in a doorway and she turned to him. "So that's your game now, dealing?"

"I'm not dealing," he snapped back.

"Look, I'm sick of the tough love speech, Jer. It's clearly having no impact."

His eyes narrowed. "You and Jenna, between the two of you, it's enough already!"

She nodded. "We can stop if you want…"

He leaned back against the arched doorway.

"Send you to a therapist where you'll be forced to deal with it," she continued, "or to rehab." She shook her head. "Where you'll sit in group and tell some stranger how you let your life fall apart…"

He stared down at her, jaw flexing.

"Or you could talk to me," she offered gently.

He dragged in a breath, pushed off the wall, and said, "I vote for none of the above," before he walked away.

Elena let him go, grinding her teeth.

…

"No…" Stefan craned his head back. "Pretty sure that's a plane too."

"Buzzkill," Caroline complained lightheartedly. "One lousy comet and I can't get a shooting star?"

He turned back to her and grinned, swinging their twined hands between them. "Yeah? What were you going to wish for?"

"Nu-uh!" She shook her head, wagging a finger at him. "You can't tell a wish or it won't come true."

"Well, so far your luck on shooting stars has been pretty bad…" he reminded, brow raised. "So you might as well share it."

She shrugged. "Nope! I'll just save it for the birthday candles."

He chuckled under his breath. "How about a hint then?"

"Mmm…" She turned, stepping toward him, lips twisted up thoughtfully. "Well…" She smoothed her hands around his neck, finger lightly playing with the ends of his hair, and tipped her head back. "I might be persuaded…"

He leaned forward, their foreheads pressed together. He slid his hands around to her back and tugged her forward. She pressed against him, their hips aligned, and he felt her nails drag down the nape of his neck. She stared up at him, her dark lashes fanned out, her eyes a jarring shade of blue.

"I can be persuasive," he murmured before his lips settled over hers, heavy as he sucked at her lips, chasing the taste of her watermelon lip balm and the cinnamon gum she'd been chewing earlier. For a moment, he forgot all about where they were, the danger that now lurked in Mystic Falls, and that he was trying to get her secret wish out of her. There was just the soft lips of Caroline Forbes, the delicate scent of her hair invading his every unnecessary breath, the butter-soft fabric of her dress twisting up under his fingers, and the feel of her tongue stroking his, flicking the underside of his upper lip. He could get lost in her, easily, without complaint.

"I like your interrogation skills," she said between kisses.

He chuckled against her lips. They spent a few minutes just like that, with his fingers loosening to draw circles over the small of her back and the harsh, desperate press of their lips fading into slow, lingering, sipping kisses.

She hummed happily, tugging lightly at the collar of his shirt and tipped her head to one side.

She was panting and her lips were swollen, her cheeks flushed. He didn't think he'd ever get tired of how beautiful she was. He reached up and tucked her hair behind her shoulder, his thumb stroking lightly at her neck, her pulse hammering away. "How'd I do?" he asked, remembering suddenly how it all started.

"Good. Very good," she encouraged, arching her eyebrows for emphasis. "But… I'm not easily convinced."

He grinned, leaning back in.

"Hey!" a loud, male voice shouted, demanding attention.

They turned, blinking as if to leave the daze they'd been in, a bubble, separate from the outside world.

Matt walked toward them. "Have you guys seen my sister?" he wondered worriedly.

Caroline stepped back to face him and shook her head. "No, why, what happened?"

He frowned, giving his head a hard shake. "I can't find her. She's missing."

"Oh…" She glanced at Stefan. "We can help look," she offered.

"Of course," Stefan agreed.

"There's Bonnie," Caroline noted, spotting her across the grassy field they stood on. "We'll just check with her, see if she's heard anything," she decided, starting toward her.

"Stefan," Matt called after him.

He paused, gave Caroline's hand a squeeze, and told her he'd catch up.

She nodded at him before moving toward her friend.

Matt stared at him a long moment as he walked the few short steps back, tucking his hands in the pockets of his jacket.

"I saw you at the hospital yesterday," he said, his voice hard, accusing.

Stefan's brows furrowed momentarily. "Did you?"

His brow ticked up briefly. "What were you doing there?" He waved his hands quizzically.

He stared at him a long moment before answering simply, "Visiting."

Matt's eyes narrowed skeptically. "Visiting?" He looked him over before lifting his chin. "You know… I don't know what's going on between you and Elena or you and Caroline… But I've known them for a long time and… Elena and I, we might not be together right now, but I look out for her. I'll always look out for her."

Stefan nodded. "Elena is a friend," he told him sincerely. "I have no feelings for her beyond that."

"And Caroline?" he asked, brow raised.

"Caroline…" He turned his head and searched for the familiar blonde hair. "She's different," he mused.

Stefan's brows furrowed then as he thought he heard familiar voices in the distance. He could just barely make out Damon saying, "You really have to stop screaming."

And Vicki answering, "No, please, stop. Don't…"

"Shh," his brother soothed. "I've got you."

"Speaking of," Stefan said, returning his attention to Matt. "I should get back to her." He nodded. "I'll keep an eye out for Vicki. We'll do what we can to find her," he assured.

Matt still looked skeptical of him, but he nodded.

Stefan moved toward Caroline, but when he was sure Matt had left to continue his search and Elena was still busy with Bonnie, he sped off in the direction he'd heard Vicki and Damon's voices.

Way above on the brick roof of a building, Damon had Vicki next to him as they stood on the ledge, his hand around her bicep as she cried, struggling to get free of him.

Damon shook her around a little so her loose footing would scare her, smirking all the while.

Stefan sped up before leaping up and landing easily on the ledge, his brow furrowed as he stood adjacent to them.

"Not bad," Damon mocked, his hand covering a crying Vicki's mouth. "Did you snack on a bunny before your date?" He wiggled his eyesbrows. "Smart move, brother. You want pretty little Caroline for a dinner partner, not as the main dish."

Aside from the twitch of his jaw to show he'd noticed and didn't appreciate the jab, Stefan ignored him, stepping off the ledge and ordering, "Let her go."

"Shhh…" Damon said, letting his hand fall loose from Vicki's mouth, who turned to look up at him as he turned his gaze downward over the ledge, hand braced on her back. "Really? Okay." He moved to drop her over the side.

"No!" she cried.

"No-no-no!" Stefan shouted, holding his hand out to stop him.

Damon scoffed. "Relax," he said, shoving Vicki toward his brother.

She stumbled, falling as she reached Stefan, who leaned down, his hand on her shoulder as he kept his eye on his brother.

Grinning, Damon merely walked toward them as Stefan stood upright, glaring at him.

"What's happening?" Vicki wondered, confused, terrified, bracing her hands on the wet cement of the room.

Ignoring her, Damon spoke to his brother. "I don't need her to be dead, but…" He flashed his brows, pursed his lips, and shrugged. "You might."

Stefan's brow unfurled, his jaw falling slack.

Damon smirked at him lopsidedly before turning his eyes down to the sniffling Vicki. He glanced briefly at Stefan before he asked her with faux-concern, "What attacked you the other night?"

She turned her head to look at him, sniffing, tears still falling down her face. "I don't know… An animal," she said, turning over, staring off into the distance.

Stefan looked down at her and then to Damon, who wondered, "Are sure you sure about that?" He bent down, elbows braced on his knees, and raised an eyebrow at her. "Think."

She glared at him.

"Think about it. Think really hard..."

Her brow furrowed as her gaze lowered in thought.

Damon gave her a moment before he asked her, "What attacked you?"

She looked up at him sharply and then flinched, leaning back. "A vampire," she replied decisively.

"Who did this to you?" he yelled.

"You did!" she screamed.

"Wrong," he said, brows arching.

"Don't," Stefan said, shaking his head.

"It was Stefan," Damon told her.

Vicki turned her head back to look at Stefan, confused.

Damon reached for her, grabbing her up by her arm.

"Don't," Stefan ordered.

Vicki's eyes were screwed up, tears still falling, as she stared at Stefan.

Pulling her closer, Damon placed a hand on either side of her head and forced her to look him in the eye. "Stefan Salvatore did this to you," he compelled.

"Stefan Salvatore did this to me," she repeated in a monotone.

"He's a vampire," his gaze darted between her eyes. "A vicious, murderous monster."

"Please," Stefan pleaded, "Damon. Please don't do this."

Damon released Vicki, who stood, her expression tight with fear.

"If you couldn't fix it before," Damon replied, shuffling his feet. "I don't know what you can do now," he mocked. Sneering, he turned then and ripped Vicki's bandage from her throat, ignoring her as she cried out. Blood dribbled from the wounds he'd left on her neck and Stefan struggled, his gaze stuck to the coppery flow on her skin. Damon shoved her then, right into Stefan's arms.

He caught her by her arms as she cried, struggling now, believing him to be her attacker.

"Your choice of lifestyle," Damon told him, tossing the used bandage at his brother's head, "has made you weak." He watched him as Stefan continued to stare at Vicki's neck, his head hung in shame. "A couple of vampire parlor tricks is nothing compared to the power that you could have!"

Vicki was bent over, sobbing, waiting for one or both of them to kill her

Stefan stayed quiet, his brother's dark words weighing heavy on his mind.

"The power that you now need," he reminded, smirking.

Stefan looked up at him, red veins reaching out beneath his eyes as he let out a shuddering breath, the desire to turn his head and sink his teeth into flesh beginning to cloud his better judgement. He could just imagine the warm, thick liquid as it wet his tongue and flowed down his throat, as his teeth tore easily through Vicki's supple skin. He hated Damon for reminding him, for making it sound like it was so easy to just take a sip, return to human blood, and all would be better than ever.

"But you can change that," Damon reminded.

Stefan ducked his head closer to Vicki, who cringed, and cried out as his hands gripped tighter around her arms.

Damon grinned excitedly. "Human blood gives you that."

He shoved Vicki away, letting her fall to the ground, and closed his eyes tight as he searched inside himself for the control he'd had only this afternoon. He grunted painfully as he bent over, his hands on his knees, hunger making him ache to just feed, kill, destroy. Who was Vicki anyway? Nobody. Just a girl. A girl who only had her brother and Jeremy who worried about her. One sip. One taste. One deep draw and he could compel her. It would all go away. She wouldn't say anything and his thin grasp on what little perfection he'd had in over a century would be found again. Caroline wouldn't have to know what he was and he could return to her, they could go back to her place and watch a movie and cuddle on her bed and he could be the sweet, normal guy she wanted him to be, with no fear that Vicki Donovan would suddenly blow the lid off everything and blame him for what his psychotic brother had done.

Damon walked toward him and bent to face him better. "You have two choices… You can feed…" He shook his head, "and make her forget!"

Stefan lifted his head and stared at Vicki, at war with himself, panting, his whole body vibrating with thirst.

"Or you can let her run, screaming 'vampire' through the town square," Damon finished.

"Ugh," Stefan groaned, his brows hiked. "That's what this is about… You want to expose me?"

Damon turned his eyes up, his expression screwed up with irritation. "No!" he exclaimed. "I want you to remember who you are!"

"Why?" he growled back, turning his head up to face him. "So what, so I'll feed?" He stood upright and started walking toward him, his disgust and anger clear in his face. "So I'll kill? So I'll remember what it's like to be brothers again?"

Damon stepped back, his eyes narrowed, his smirk turned into a scowl.

Panting, Stefan waved a hand. "You know what, let her go... Let her tell everyone that vampires have returned to Mystic Falls. Let them chain me up… and let them drive a stake through my heart…" He stared at him. "Because at least I'll be free of you."

Damon's cast his gaze away, brows hiked. He laughed, shrugging. With a shake of his head, he folded up his lips, unable to reply right away.

Stefan stared at him, tears creating a film over his eyes.

Chuckling, Damon walked casually toward Vicki, lying face down on the crowd, curled up, hoping they'd forget about her. "Wow," he muttered. "Come here, sweetheart," he said, reaching for Vicki's arm and pulling her up.

"No…" she whimpered.

"It's okay," he murmured, pulling her back to his chest. He glanced up at his brother, who was staring down at him, brow furrowed, uncertain. Turning his head, he whispered against Vicki's ear; she slowly began to relax, listening to him, calming down as he lightly stroked her hair. Finally, he rubbed her back, leaned away, and smiled at her. As he stood up, he held his hands up to Stefan and shrugged, waving a hand back at the girl.

"What happened?" Vicki asked the two men. She looked between them. "Where am I?"

Confused, Stefan stared down at her, while Damon stared at him, stumbling back a few steps.

"Uh, I ripped my stiches open," Vicki muttered. She reached for her neck, face screwed up in pain. "Ugh."

"You okay?" Stefan wondered.

She looked up at him. "I took some pills, man," she laughed, grinning. "I'm good." She pushed herself up off the roof and started for the door, dismissing them.

He turned his head back to look at Damon, his brow knit.

"It's good to be home," Damon said, turning his gaze out to the square below, hands on his hips. Eyes narrowed, he looked back at his brother and told him, "Think I might stay a while… This town could use a bit of a wake-up call, don't you think?"

"What are you up to, Damon?" he asked, his voice harsh with accusation.

"That's for me to know and for you to…" He poked the air with his finger. "Dot, dot, dot." He stared at him a moment before scoffing and then added, "Tell Caroline I had a lovely evening and appreciate her inviting me along…" He smirked. "Hope we can do it again sometime." With that, he simply turned, and leapt over the edge of the building.

Stefan watched him go, brow knotted tightly.

He didn't know what to make of what had happened, he only knew it would get worse the longer Damon stuck around.

A few minutes later, he made his way back downstairs and walked inside the Mystic Grill to find Matt tending to his sister, bandaging her neck back up.

He looked up as he saw Stefan approach and stood upright. "She said you found her wandering around."

He nodded at him, feeling a brief stab of relief that Damon had managed to compel her successfully.

"Yeah," he replied.

"So, um… Thanks."

Stefan nodded, offering a vague smile, and then spotted Caroline, seated at a table with Bonnie. His grin widened, though he felt suddenly exhausted from the night's events. She grinned back at him, sitting up a little more in her seat.

"Hey," he said as he reached them.

"Hey," Bonnie returned, smiling up at him before turning her eyes to Caroline. "I'll let you two finish up your date." She stood from her chair. "Have fun!" Just as she was about to leave, she paused, and turned back around. "Hey, about your brother and his disappearing act—" She reached back, her hand landing atop Stefan's on the table as he moved to take over her seat. Inhaling sharply, her face fell, her wide with shock, and she stared down at him.

"You okay?" Stefan wondered, looking up at her.

"What happened to you?" she whispered emotionally.

He stared up at her, her brown eyes gazing down at him but somehow distant.

Suddenly, she pulled her head back, blinking repeatedly. "That's… so rude," she muttered, laughing at herself as she hugged her purse close to her side. "I'm sorry." She swallowed tightly. "Have a good night. I'll see you guys later." She turned on her heel and fled.

Stefan watched her go, his brow furrowed. "Is she going to be all right?"

"Uh… Yeah." Caroline nodded slowly. "She's been wigging out a lot lately, I think it's just her grandma. She keeps bringing up this witch thing…" She shrugged. "Must be getting to her."

"Huh." He pursed his lips thoughtfully.

"So I hear you're the hero in the end," she said brightly, drawing his eyes back to her. "I left you with Matt and the next thing I know you've disappeared to save a damsel in distress..."

He ducked his head as he smiled. "Yeah…" He reached up, scratching his fingers down the back of his neck. "Not exactly what you had planned for the end of our date, I'm guessing."

"No." She shook her head slowly. "But I think I do enough planning as it is… So maybe not having control for once is a good thing."

"Yeah?" He looked over at her, brow raised. "Listen, what happened with Vicki, that… That was bad timing. Because I—I really wanted us to have a great date and—"

"And we did," she interrupted, reaching over to cover his hand with hers.

He gazed at her a moment and then grinned. "It was the popcorn, wasn't it?"

She laughed, her eyes bright with amusement. "Absolutely. I'm a popcorn slut." She shrugged. "You've figured me out."

He chuckled. "I'll have to remember that."

"Mmm." She nodded. "Definitely worth remembering." She leaned toward him, resting her chin on his arm and staring up at him from beneath hiked eyebrows. "So how about you take me home, mysterious hero?"

He reached across to brush her bangs out of her eyes. "I think Damon took the car home."

"It's a nice walk," she assured, standing from her chair. "What do you say?" She held a hand out for him. "You, me, no crowd of people…" She tipped her head, smiling down at him.

"That sounds perfect," he said, reaching up to take her hand and squeezing as he stood from his chair. He rubbed his thumb over her knuckles as they left the Grill, and purposely didn't look over at Vicki, keeping that moment untouched and completely centered on him and Caroline.

He wished it would last.

…

Elena climbed the stairs to the second floor of her house, holding her jacket tight in one hand. After Matt told her Vicki was fine, she elected to go home. Especially since Caroline was sitting at a table with Bonnie gushing about how great her date went. It wasn't that she didn't want to be supportive, she did, she just couldn't help that she still kind of felt some weird connection to Stefan and she hated it. She hated that part of her was really jealous of Caroline and how happy she looked, how she practically glowed when she talked about Stefan. And even worse, she could see that he felt the same way; she could hear it in the way he talked about her, and she should be happy for them, for Caroline, at least, since they were friends. But there was a part of her that just wouldn't let go.

And hanging out with Damon was just weird; he was there all of ten minutes, asked a few questions, stared at her kind of intensely, and then disappeared. She literally turned around to ask him if there was anything he wanted to see around the festival and he was nowhere to be found. So whatever, she tried to be nice, help out, and it fell through.

There was a shuffling noise coming from Jeremy's room that caught her attention. Brows furrowed, Elena walked toward his door. "Jer?"

"No, it's me," Jenna replied, looking up from where she was digging in the drawers of Jeremy's desk. "The hypocrite patrol."

Hand braced on the doorjamb, Elena's brow furrowed. "What are you doing?"

She stood up and told her dramatically, "I've become my own worst nightmare." She frowned before letting her eyes wander the room suspiciously. "The authority figure who has to violate a 15-year-old's privacy." She stomped across the room with purpose to the corner, where a jacket and a boot sat, where a bong was hidden. "Jackpot," she exclaimed, grabbing up the bong and boot to show her. "I see the hiding places haven't gotten any more creative." She tossed the boot into the joint bathroom between Elena and his bedroom and turned back around to keep looking.

Elena walked into the room slowly. "What brought this on?" she wondered, moving some clothes out of the way to take a seat on a chair.

"Your ass-hat of a history teacher shamed me good yesterday," she explained, brows raised as she dug around in Jeremy's dresser.

Brows raised, Elena fiddled with the bong absently. "You got Tanner'd. Been there."

Jenna held up a pipe and spoke to it in a mock-impersonation of Mr. Tanner. "'Discover the impossible, Miss Summers.' Got it." She tossed the pipe to Elena to add with the bong. "Thanks. Like I didn't know I was screwing up."

Elena stared down at the pipe but shook her head. "You're not screwing up, Aunt Jenna."

"Yes, I am," she said emotionally, her eyes wet with tears. "You know why…? Because I'm not her." She shook her head. "She made everything look so easy. You know, high school, marriage, having you…" Her brow knotted.

Elena stared up at her, lips turned down.

"I-I can't do it. I'm gonna say or do the wrong thing, and he's gonna get worse, and it's gonna be my fault…" Her voice shook. Defeated, she moved to sit at the edge of his bed, her shoulders slumped. Turning her eyes up, she let out a humorless scoff. "It's impossible."

Elena pushed herself forward, moving to the edge of the chair and leaned forward, resting her elbows on her knees. "This is just the fear talking," she assured her.

Jenna stared back at her.

"You're a little scared, that's all." She shook her head. "We all are…" Her eyes fell.

"Hey…" She tipped her head and stared at her curiously. "What's up? You look like something just clicked in your head."

"I have to go do something," she said decisively. "And… And it could be stupid. Like… Like really stupid, but… I have to."

Jenna stared at her worriedly. "How stupid is stupid?"

Elena half-smiled. "Not so stupid that I get physically hurt, but stupid enough that I might break my own heart."

Slowly, understanding dawned. "Are you sure?"

She bit her lip but nodded. Standing from her chair, she raised an eyebrow. "But are you going to be okay?" she wondered, sincerely concerned.

Jenna grinned before nodding at her.

Elena smiled back before grabbing up her jacket again and moving toward the door.

"Elena?"

She looked back.

"Just…" She sighed. "Be sure, okay? Be sure that it—" She shook her head. "That it's worth it!"

Elena stared at her a long moment before finally nodding. "Okay."

Taking a deep breath, she turned and left, telling herself that it would be. It had to be.

…

Back at the Mystic Grill, Jeremy walked inside, searching for Vicki's familiar face, still worried even though he knew she was safe and with Matt.

He smiled as he spotted her, his heart lightening; she had a hand on her hip and she was leaning against the wall.

Tyler walked toward her as she said something he couldn't hear. And then he was reaching for her, his hands on her hips, and Vicki smiled, leaning into his touch, tipping her head back and meeting his lips. Her hand found his elbow as his rose to cup her face, brushing her hair back, mouths slanting together.

Jeremy's face fell, his gaze dropping to the floor. He blinked a few times before shifting his feet, glancing at them once more to confirm that what little hope he'd had was already fading. Brows furrowed, he turned and walked away.

…

Caroline paused as she heard a knock at the door. A smile tugged at her lips. Stefan had been tired so after walking her home, much of which had involved being wrapped in each other's arms, heads tipped back to chart the comet's journey across the sky, he'd dropped her off at the front door with a kiss and a promise that their movie night would not be interrupted. She could still feel the pressure of his lips and an excited buzz ran up and down her body. Letting out a little sigh, she walked around the corner into the hall and started for the door, heart beating a little faster as she hoped he had come back.

But when she drew open the door, it was a different Salvatore on her porch, rubbing his hands together, his back to her.

"Damon," she said, her brows scrunched up. "Hey…"

He turned around to face her, a lopsided smirk showing. "Hey." He shrugged. "Sorry to show up so late…"

"No, it's fine." She pushed the door open wider. "Did you want to come in?"

His smirk stretched and for just a moment, she questioned the decision. She shook the feeling off and offered a friendly smile, stepping out of the way.

He nodded, brows hiking briefly before he stepped forward, paused on the threshold, and then entered the house. "Nice place," he commented, glancing around, his arms crossed at his back.

"It's amazing what a little proper lighting and modern furniture will do," she joked, closing the door and moving down the hall toward her living room once more.

"I don't know, I think a Persian rug or two might liven it up a bit," he mused, ticking an eyebrow at her playfully.

She laughed under her breath and took a seat on her couch, pulling a throw blanket over her lap. "So? What brings you to my humble abode?" She half-smiled. "I know you left early from the festival; Elena and Bonnie ratted you out."

He clicked his tongue and moved to take a seat in the armchair across from her. "Well, I guess I'll have to pick more trustworthy friends in the future then, won't I?"

She grinned. "Well, you did just meet them…"

He scoffed sarcastically. "If you can't trust your brother's girlfriend's friends who you've just met, who can you trust?"

Caroline snorted, rolling her eyes. "All this tells me is that I have to try harder to find someone for you to befriend."

"Well, I'm here right now, aren't I?" He raised his brows and stared at her. "Maybe… I want to befriend you."

"Hmmm…" Her lips pursed as she pretended to consider the idea. "I don't know. I'm pretty picky about who my friends are."

"Are you?" His eyes flashed wide and he tipped his head. "Is there a quiz? Should I study?"

Her head fell back as she laughed. "Yes, an extensive one! I'll give you a hint though…" She cupped her hand around her mouth and stage-whispered, "I take bribes in the form of food."

He chuckled genuinely, his chin falling to his chest.

She leaned her head on her hand, elbow balanced on the arm of her couch. "So this afternoon, when you left…" Her brows rose curiously. "Did something happen? Or was it the crowd or…?"

He shrugged, letting out a long sigh, and sat back in the chair. "A little bit of the crowd… Little bit of general apathy toward festivals and comets and…" He lip curled in a mild sneer as he waved his hand dismissively. "That whole thing."

Her brows furrowed. "Then… why'd you come?"

He shrugged, staring at her. "Because you asked me."

She raised a skeptical eyebrow, her lips pursed.

He smirked, as if he enjoyed the way she didn't fall for what was very obviously a line. "And because I knew it would annoy Stefan," he admitted.

Caroline shook her head. "You shouldn't tease him. You guys aren't going to figure out… whatever it is you're fighting about if you pick on him."

He hummed. "What if I like that we're fighting?" he wondered curiously.

She stared at him, slightly confused. "Do you?"

He didn't answer, and she had to wonder if he even knew. Eventually, he let his eyes flit away. Finally, he shoved up from his seat and wandered the living room, looking at pictures, picking at knick-knacks, just generally being a snoop. "You really like Stefan, don't you?"

She watched him as he moved; he could be so jittery, like sitting still was difficult. "Yes," she murmured honestly. "A lot."

"Hmm… He likes you a lot too." There was something in his voice; a tiny bit of mocking. She was starting to think that was his default setting. "I can tell." He tapped a finger against his lips and turned on his heel, facing her once more. He strode across the room abruptly and took a seat on her coffee table, staring at her. "Here's the thing Caroline… I like you." He frowned, looking a little confused by his own confession. "I don't know why, because you're bubbly and excitable and those things usually make me break out in a dry-heave…" His lip curled with distaste.

Her brows hiked and she let out a tiny, incredulous laugh. "Wow, suddenly regretting calling you charming..."

His lips twitched, showing his amusement. "But for some reason, those things don't completely annoy me about you." He shrugged. "And for that reason, I think we should be friends." He sat up taller. "Best friends. Like…" He shook his head. "I'll braid your hair and remind you never to wear yellow again." He wrinkled his nose. "Washes you out."

"Are you my gay best friend? Because fashion advice wasn't asked for, Mister I-Wear-Black-And-Only-Black-And-For-Some-Reason-Think-That's-Cool."

He broke out into a lazy smirk. "See? For some reason that whole spiel was oddly amusing."

"Uh-huh…" She tipped her head, her eyes narrowed. "I can't tell if you're just really weird or this is how you actually make friends."

"It's been a while." He shrugged dismissively. "My technique is rusty." He held a hand out and then, with dramatic mocking, asked, "Caroline, would you do me the honor of being my first friend here in Mystic Falls?"

She laughed shortly, helpless against her smile. "Fine…" she sighed, reaching over and taking his hand.

He shook it and then used it to tug her forward a few inches.

Her breath caught in surprise, but he only grinned at her, as if catching her off guard was something he enjoyed.

"Just so we're clear, this doesn't mean I want to help out or be invited to any more of those festival things…" He gave a dramatic shudder.

She snorted. "Right, because I really want you there in all your gothic glory." She rolled her eyes. "Yeah, trust me, you won't go with the color scheme."

He smirked as he sat back. "Perfect." He stood up, hands tucked into his pockets. "Hey, mind if I do the honors and let Stefan know we're bff's?" He shrugged. "I've been trying to imagine his face and I think the throbbing vein in his temple is just the right amount of restrained rage…"

Sighing, Caroline stood to walk him to the front door. "Didn't we just talk about this?"

"Right. Don't poke the moody, sullen, serious bear…" His eyes flashed wide.

"Uh-huh…" She pursed her lips. "Why do I get the feeling that's exactly what you're going to do?"

He grinned. "Because we're friends and friends know each other."

Rolling her eyes, she paused in the doorway, arms crossed over her chest. "Damon…"

He looked back at her as he climbed down the stairs, an eyebrow raised in question.

She paused for a moment, biting her lip as she wondered if it was her place to intervene. But Caroline had never been good at following the rules when it came to what was socially acceptable, so she just barrelled ahead anyway. "I don't know what you and Stefan are fighting about and maybe neither of you will ever tell me, but…" She stared at him searchingly. "I know it hurts him and… I think it hurts you too." Her gaze fell to the ground briefly. "So I don't know, maybe… Maybe this whole pushing Stefan thing, it—it's really just you picking at your own scabs, you know?"

He stared up at her, brows furrowed. "Careful, Barbie, we haven't even gotten to the hair-braiding yet and you're already psycho-analyzing my family dysfunction." It was said lightheartedly enough, but Caroline heard a thread of warning underneath; this wasn't a subject he wanted to discuss.

She blew out an exasperated breath. "Fine." She waved a hand. "Go away. Try to be nice. We'll pick this up some other time."

"Maybe over drinks…" He winked at her, playful attitude back in place. "If I'm drunk, I might be more open to Doctor Forbes' Sharing Corner."

She glared at him, pursing her lips to keep from grinning. "Very funny."

"Some might even say hilarious," he boasted plainly.

"Goodnight Damon…" she sighed.

"Night Caroline," he sing-songed back, waving a hand as he walked around to his car.

Chuckling to herself, she stepped back inside and closed the door, leaning against it.

She wasn't even sure what just happened, but she did know that Damon… was a handful. And maybe getting involved with Stefan was going to be more family drama than she ever expected. Still… There was something about the way Damon had asked to be her friend that made her think he was maybe, possibly, being genuine. More genuine than he'd been in anything else since she'd met him, at least.

Or maybe it was late and she was looking too deep into something and someone than she should be.

"Bed time," she said aloud to herself. "Definitely bed time."

Leaving the Salvatore brothers to their own devices, she locked the front door and made her way to the stairs, all the while replaying the look on Stefan's face as he leaned in to kiss her for the first time. Giving an inward squee (okay, maybe a little on the outside too), she grinned happily to herself and decided that, completely ignoring the part where Vicki Donovan went missing, the day was a total win.

…

As Elena waited outside the front door of the Salvatore boarding house, the tinny sound of the bell still echoing throughout, she tried to calm her nerves. What was she doing? This was insane. This—This was terrible. She was an awful, terrible, reprehensible, awful—wait, did she already say awful?— person!

The door creaked open slowly she paused, heart stuck in her throat when she was faced with a confused Stefan Salvatore.

Brows furrowed, he stared at her a moment. "Elena… Hi."

She offered a vague smile. "Hey," she said, shifting her feet. "Listen, uh…" She closed her eyes briefly and gave her head a quick shake. "I… I know it's late and this is—It— It's probably really random, but I… I needed to talk to you and just—I had to get this off my chest before it's too late and…" She blew out a breath and turned her eyes up. "And I'm rambling, sorry."

"No, it's fine. Uh…" He held his hands up uncertainly. "Say what you have to say."

"Okay… Okay, uh…" She tugged on her fingers awkwardly.

Stefan waited patiently, eyeing her face.

"See, the thing is…" Her brow wrinkled as she stared up at him. "I got home tonight planning on doing what I always do, write in my diary, like I have since my mom gave me one when I was ten..." She shook her head, waving her hands around. "It's where I get everything out, everything I'm feeling. It all goes in this little book that I hide on the second shelf behind this really hideous ceramic mermaid. But then I realized that I was just… I was hiding things. I—I was writing them down but I wasn't expressing them and there was no…" She blew out a breath. "There was nobody reading what I was writing to help me make sense of it and I… I need to make sense of it, so…"

He stared at her searchingly. "So you came here."

She nodded.

"Because…?"

"Because I… I've felt things that I… shouldn't be feeling and I—I feel awful about that. Because you—You obviously really care about Caroline and you guys are getting closer and I should not get in the way of that. I—I don't even think I could if I wanted to and that—" She closed her eyes, lifting her hands to brush them over her face, pushing her hair back and away. "I'm jealous and I hate it." She tipped her head back and finally looked at him. "It… has been really hard since my parents died and I've been trying to make sense of it and be okay but it's difficult. I—I'm not the same person I was before it happened and I want to be. I—I want to be with Matt and be happy and not—not stress about Jeremy or my Aunt Jenna or crush on the guy that my friend likes and is possibly dating because that's… It's not who I am. I don't do that and…" She trailed off, turning her eyes away for a long moment.

Stefan stayed silent, merely waiting for her to finish.

She looked back at him, her brows knotted. "When we met… When—When we talked…" She stared searchingly into his eyes. "I felt something. And…" She shook her head. "And maybe you didn't, I don't know, maybe—maybe it's Caroline for you, but…" She swallowed tightly. "I just needed to know… I need to know if what I'm feeling is just confused or if it's something or…" Her gaze dropped to his lips and she stepped forward, until her shoes were touching his.

"Elena, I—"

She pushed up and pressed her mouth against his, lips slanting together. Her eyes fell shut and her hands reached for him, finding his shoulders as she suckled his bottom lip. She inhaled deeply through her nose and then pressed closer. But in an instant, he was away from her. By the time her eyes opened, he was ten feet out of reach.

Reality set back in and her expression widened with shock. She reached up and pressed a hand to her forehead. "Oh… my god, I'm sorry. I…" She swallowed tightly. "I didn't mean to… I—I just wanted to talk and then…" She dragged her hands down her face. "Really, Stefan, I'm so—"

"It's Caroline," he interrupted her.

Her brows furrowed. "What?"

"For me," he explained, walking back toward her slowly. "It's Caroline for me." He stared at her seriously. "I like you, Elena, but… as a friend." He shook his head. "I want to be with Caroline."

Her face fell but she molded it into removed understanding. "Okay, yeah, I… I completely get it."

He nodded, but stared at her uncertainly. "I'm sorry," he told her, looking sincerely apologetic.

All Elena saw was pity. "Right, no… It was dumb. It—It's totally fine. I…" Her brow furrowed as she faked a smile. "Caroline is… amazing and you're lucky to have her and I—I'm practically over this crush already, so…" She waved a hand. "It's… whatever."

"Okay." He crossed his arms over his chest. "Uh, I—I guess I'll see you at school." He backed into the house, reaching for the door.

"Stefan…" She turned to look at him. "Can we… not tell Caroline about this?" she hoped.

He paused, looking away.

"I know it's a lot to ask…"

"No, no, it—" He licked his lips and nodded. "It's fine. I won't tell her."

Elena sighed with relief. "Thank you."

"Sure." He waved a hand and started closing the door. "Night, Elena."

"Night," she murmured distantly, watching him disappear behind the heavy wood door.

As soon as it closed with a click, she let out a long, heavy sigh.

So he'd made it pretty clear who he wanted and Elena… She would respect that.

Unfortunately for her, instead of blowing out the flame on her crush, it fanned it. Because for her, that kiss was… electrifying.

Groaning, Elena turned on her heel and made the trek back to her house, all the while unaware of the watchful eye of Damon Salvatore, who'd witnessed the entire exchange.

[Next: Chapter Ten.]

Author's Note: Okay, so as many of you probably know, I'm starting back at school tomorrow, which means that updates will probably be more of a weekly thing now. Unless homework is mysteriously lighter than usual (it's unlikely, nobody get your hopes up, lol). I was talking with my beta (you rock, Shannon!), and we have a lot of amazing ideas being thrown around for how this is all going to play out.

I know some of you are concerned about the pairings to come. There was at least one reviewer (hi Sarah! I hear you, darling!), who mentioned that she wouldn't like to continue reading if this was going to turn into a Caroline/Stefan/Damon fic with that whole third wheel thing happening - SO if it's something that's really going to bother you, like the particular issue mentioned, I need you to sign in so that I can message you privately and not spoil it for anybody who doesn't want to know. If you don't have an account, you can reach me on Tumblr (sarcasticfina), but again, please don't write anonymously because I can't answer those without letting everybody know where it's going and that kind of ruins the fun of getting there. I will say that we got to see a preview of the friendship of Damon and Caroline and that will play a HUGE part in this story.

I will also say, for those of you who are going to be really, really angry at Elena, that I did not mean to write her in a terrible, home-wrecking kind of way. She's confused and she doesn't want to hurt Caroline and I've tried to write that as sincerely as possible, so I hope you won't view this as me trying to hate on her character or make her out to be a bad guy. All will be explained in due time, my lovelies.

So, thank you all for reading! I hope you enjoyed this update. I look forward to getting out the next chapter next weekend. And for those of you still wondering about the Caroline/Elijah fic, I'll be sending it to my beta soon, as it's currently in my own editing stages and has turned into a mini-fic that has about four chapters to it.

A ton of love for all of you, please leave a review and let me know what you think!

-Lee | Fina