A/N: Because...I wanted to see them this eppie and I didn't! :( Curse you stand-in escort and Mystic Grill manager! Curse you! Here's my take on how this situation would go... Story name comes from the song by Mandy Moore.

Disclaimer: I don't own The Vampire Diaries.

She smiled at his face that shone in the moonlight as she looked down at him, eyes tracing the planes of his face appreciatively. She gently nudged his shoulder, and she bit her lip to keep from laughing when his lower lip jutted out in a childish yet attractive pout. She leaned down until she was level with his face, and kept herself upright by placing her elbows on his bed.

"Matt," she whispered.

Immediately, his eyes opened and he sat up, looking frantically around the room, but when he saw it was just Caroline, his eyes warmed and his posture relaxed. His lips stretched into a tired smile and she couldn't help but give him a dazzling grin in return. His heart swelled at the sight of her wearing her hair in curls that framed her face perfectly and an emerald dress that complimented her complexion marvelously, thanking the heavens for giving him such a gorgeous girl to call his own.

"How did you get in? You do realize it's one in the morning right?" he asked, rubbing his eyes.

She smirked. "Key under the mat? Not very original." And then her smirk faltered and she looked down. "Sorry about the time. I knew you'd be off work, and I really wanted to tell you," she said, getting more excited with each word she spoke.

He chuckled, and his eyes widened when he caught sight of the sash draped across her front with the words Miss Mystic Falls, and he raised his eyebrows at her.

"You won?"

She cocked her head to the side mockingly at his observance. "You're really good at stating the obvious."

He rolled his eyes, but got up, quickly going to embrace her, picking her up off the ground as her arms wound around his neck, elated at his reaction. The sound of her giggling was music to his ears, and he squeezed her tighter. He set her on the ground, grabbing her face and leaning his forehead against hers.

"I'm sorry I wasn't there to see it," he apologized. "I knew you could do it. You're better than all of them," he praised.

She desperately wanted to ask him if he meant that she was better than Elena as well, but she was going to assume that was what he meant instead of possibly causing an argument.

And it was.

"Thanks."

He pressed his lips to hers and she instantly lost her train of thought, twining her hand in his hair, and whimpered when he pulled away all too fast, chuckling and taking her other hand out from under his shirt, where it had been happily resting on his abdomen.

"Not now, Caroline. I barely woke up," he chastised, but quickly chuckled. "Or should I say, I was barely awoken?"

She frowned at him, eyebrows furrowed like a child's, but then she smirked. "Oh please, don't act like me coming wasn't the best part of this entire thing."

"Touche."

She smiled, reaching on her tiptoes to peck his lips once more, but pulled away with a sigh. "You're right. You should get back to sleep."

"Why don't you stay?"

Her eyes glimmered with affection and she nodded, turning around. When she looked over her shoulder and saw that Matt was just standing there, completely dumbfounded, she resisted the urge to laugh.

"The zipper."

He nodded, looking slightly embarrassed for having a clueless moment and walked over to her, and she swore that she could see his steely blue eyes darken as he handled the zipper on her dress and pulled it down, leaving her only in her slip.

She shook her head at him, already knowing what was on his teenage-boy mind.

"Sleep."

He was about to object, stating how he wasn't that tired anymore, when a sudden yawn overthrew his original plan, and he grudgingly nodded. She grinned, taking his hand and leading him to his bed, getting in and settling in the sheets that had the faint scent of cologne and cleanliness which she discreetly breathed in every now and then.

The scent of him.

When his arms wrapped around her waist from behind, she finally sank back into his chest, preparing for what she was sure was going to be the best night's sleep of her life.

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