Matt is thirty two when he sees her. He is in Miami on vacation with his children when he spots her on the beach in a barely there bikini. He shifts little Brian to one arm and uses the other to rub his eyes. "Elena?" he whispers into the air.
His eyes widen when she looks over toward him with hardened eyes. "I am not Elena," she says, instantly appearing in front of him.
Matt looks down at little Brian to make sure he's alright before glancing over toward the water where his eight year old daughter is playing. It takes his mind a little longer to remember what his teenage girlfriend had told him all those years ago in Mystic Falls. "You're Katherine," he says when he remembers Caroline's ramblings about Elena's doppelganger.
Katherine Pierce's smile triggers the ghost of a memory within his mind, but he cannot place the incident. He remembers the smell of strawberries and looking into her eyes, but nothing more. "And you're Matt Donovan," the ageless vampire says bringing him back to the present, "but who is this little one?"
He freezes on the spot. Not his kids, he pleads within his mind, anything but his kids. They're all he has left in this world, and he refuses to give them up the supernatural.
Katherine bends down and smiles at the three year old and Matt subconsciously holds his son tighter to him when Brian reaches out a hand to play with Katherine's carefully constructed curls.
"He's on vervain," Matt tells her defensively. "We all are."
Katherine stands to her full height and Matt can't help but consider how much more intimidating this version of Elena is. "I don't eat children," she hisses, understanding his implication.
Suddenly, a voice breaks out before Matt can speak. "Daddy, look at my sandcastle," Jessica says as she runs up to him.
Above all, Matt is a father, and he puts on a happy face as his blonde daughter points to the sandcastle at the waters edge. "That's great, Jessie," he tells her.
"It is pretty awesome," interrupts Katherine, "but I can show you how to make it even better."
Matt wants to protest, but Jessica has been talking about making sandcastles since their vacation started three days ago, and he has a soft spot for his daughter's blue eyes. So, reluctantly, he allows Katherine to interact with his daughter as he holds his sleepy son.
After an hour, Katherine notices Jessica getting sleepy and nods to Matt who says it's time to head back to the beach house. Katherine picks up the little girl and walks back with Matt. "She has your eyes," she whispers as they walk. Matt doesn't say anything, doesn't know what to say when this killer vampire beside him sounds so much like what he remembers Elena to sound like back when they were together—all sadness and innocence. "I had—" Katherine pauses, bites her lip, looks down at Jessica, and then continues "—back when I was human, I had a baby girl, but I never got to see her grow up. I never even got to hold her. Mama said she had blue eyes."
Matt doesn't say the words he knows she wants to hear. She can't be Jessica's mother, even if he believes Katherine to be sincere so he leans down and kisses Brian's forehead instead.
She doesn't need an invitation into the beach house because it is a rental, like a hotel, so she tucks Jessica into bed while he does the same for Brian. He finds her sitting by Jessica's bed watching the girl sleep.
Matt runs his hands through her brown curls before taking her hand and leading her back outside.
"I'll watch over them," she promises. "They won't ever see me again, I promise you that, but I'll keep them safe."
Matt nods in understanding and she smiles sadly. "You haven't really changed, Matt," she whispers before she leaves, "and I admire you for that."