A/N: Hey all! This is my written interpretation of those four and a half minutes to end all minutes from 3x19. It is NOT a 'what if Jeremy hadn't had his cockblock-of-the-year moment' story. Sorry to disappoint. I just felt like I needed to write every thought that I had about the scene, and what I thought the characters were thinking or feeling, et cetera.
Hope you enjoy it anyway. Much love ~ K

Disclaimer: I do not own The Vampire Diaries, its characters, or this plotline.


Damon wandered out from the bathroom, his vampire hearing poised attentively to ensure they would not be receiving an unwelcome Original visitor during the night. He already heard the sounds of light breathing indicating that the Gilbert siblings were asleep – so, naturally, Damon did not feel at all uncomfortable to be shirtless, grateful to be free of the suffocating garment.

Whenever he was around Elena, he felt so constricted, overheated and breathless that he needed to be free of unnecessary clothing items.

As the image of the girl crossed his mind, he walked over with cat-like silent footfalls to the drawers by her bed, plucking up the bottle of bourbon with a soft clink. His eyes fell on her peaceful face for just a moment before he tore them away, eager to get the alcohol into his system.

Behind him, Elena shifted slightly, her warm brown eyes flickering open to gaze upon his well-toned torso. His muscles rippled in the soft light streaming through a gap in the curtains, glowing from the dim bulbs of their shabby motel.

He slipped on a shirt but left it unbuttoned as he peered out the window, ever vigilant; his first priority was always to protect Elena and the people she cared about. She moved again in her bed, adjusting herself so she could see him better as he unscrewed the cap of the bottle and poured a generous amount into a plastic cup. She couldn't take her eyes off his body, her gaze tracing along every crease in his abdomen shamelessly, feeling her breath quicken ever so slightly.

His face was dark with thought as he sank into a creaky chair, unknowingly leaning back so his chest was illuminated in the sliver of light, seemingly gleaming in the darkness of the room. He put his feet up on another chair, sighing; Elena watched him, her face unreadable as he took a thoughtful gulp of bitter amber liquid, swirling it once in his perfect mouth before his gaze swept over to meet hers.

Elena's heart skipped a beat as his riveting blue eyes widened. It took her a fleeting moment before she closed her eyes, nestling back into the warmth of her bed, feigning sleep whilst knowing he had seen her. The faintest smirk – a sign of his former self before she had changed him, for the better – dawned on his face before he forgot it, never taking his eyes off her. He felt a heaviness deep inside of him as a sneaking thought crept into his mind. Would she…?

She would; her eyes opened again and they bored straight through him. He had never seen these windows to her soul so turbulent with newly unhidden emotion whilst simultaneously retaining a glare so intense that it almost burned him. But as quickly as he'd seen it, it disappeared, relaxing into a slightly gentler expression that melted his hardened vampire heart.

Swallowing hard and gathering every shred of courage that he had, he stood and walked over to her bed, past her sleeping brother, now forgotten in the intense moment they shared from across the room. As he walked, Damon felt dread settle everywhere within him – in his quavering stomach, in his lagging feet, in his pounding heart. He knew he wouldn't be able to take her rejection of him again. He knew he just couldn't survive it emotionally, not now, when he knew the feeling of her gaze being locked to his. He knew he could never again watch her look with those impossibly innocent yet devilish jewel-bright eyes at anybody other than him without wanting to rip their throat out – and he could, and he would.

He knew that, because he loved her.

Her eyes flicked away shyly for a moment, before he slowly lowered himself to the bed beside her. His chest still bare, he placed one hand behind his head so he could look straight into her eyes. His throat tightened at his close proximity to her, so he was relieved when she blinked her long lashes at him and opened her mouth to speak.

"You never told me about that," she breathed, and her words took him by surprise; he hadn't known what he expected, but he sure as hell didn't know her voice would sound admiring and full of love rather than accusatory.

"What you did for Rose…" It was a question, though she didn't phrase it as one, and he tore his gaze away from her glittering eyes to gaze at the roof. The old part of him didn't like that knowing look in her eyes, as if she could read his mind; however, the new him felt his heart leap with joy that she looked at him that way right now. It was one of the best feelings Damon had felt in his century and a half of life – no, existence, because it wasn't living that he had been doing before he'd met her.

"It wasn't about you," he murmured softly, more to himself than her. It was raw, and it was honest. It hadn't been to win points with his brother's girl; it had been to ease the passing of his friend, to whom he owed so much; he realised that now. And yet, Elena's influence upon him had been what had caused him to feel compassion again, so in truth, it was about her.

He heard her half-laugh in his ear and the smile in her voice as she spoke her next words.

"Why don't you let people see the good in you?"

The answer came to him without much thought. "Because when people see good they expect good." He turned his head towards her again, unable to look away from her any longer, and she looked right back at him with love in her eyes. "And I don't want to have to live up to anyone's expectations."

She caught the unsaid thoughts behind his words and exhaled shakily, now rolling onto her back, as it became his turn to watch the side of her face. She sighed again, pulling a lock of hair from her neck, exposing the soft, alluring skin of her throat and collarbone which once would have sent Damon's bloodlust reeling yet now left him unaffected – at least, in the sense that he didn't want to sink his fangs into that tender neck for nutritional purposes. She dropped her arms to her side, shaking her head slightly in response to her thoughts that he would never hear, smiling ruefully.

He gasped inwardly as their hands touched, lighter than the brush of a feather.

Light as it was, it was still enough to send bolts of electricity through the both of them.

On impulse, he stretched his fingers and grasped her hand, running them over her soft skin; it was a gesture of complete affection, a gentle love, and one he never wanted to lose. He tried to entwine his fingers within hers, hearing her breaths escalate in rapidness and volume, but she did not allow him to. She glanced at him briefly, her confidence wavering, before gazing back at the ceiling, her chest now heaving with her pants. She shook her head once, almost imperceptibly, as if deciding something, and then pulled her hand away and rose from the bed.

Damon heard the click of the door behind her before he chose to follow her. He walked outside to find her wrapping her arms around herself – for warmth or comfort, he didn't know – and leaning against the cheap motel vending machine as if she might fall without its support.

She turned slightly toward the sound of his footsteps before she shook her head.

"Don't," she said softly, without much conviction, and he knew then what she wanted, what they both wanted.

His eyes narrowed to scrutinize the back of her head carefully, as if it might open up and reveal her innermost thoughts to him. He knew the words he had to say, and if he could have, he would have dropped to his knees and prayed it was the right time to say them.

"Why not?" He said it softly, waiting for her to give him a reason, one she didn't believe but one he would be forced to respect until she took it back, yet she did not respond.

The light breath of wind increased as Damon whispered a single word, pouring everything he had into it – every emotion he had felt since he had known her, everything his once-cruel heart contained, everything that he had, giving her the power to take what was rightfully hers or to discard it, again, and break him, destroy him in the process.

"Elena."

The briefest of pauses, and then before he could register it, she whirled around, her long hair whipping behind her as she flew at him.

Elena's hands seized him along his jaw, bringing his lips to meet hers as she crashed into him; both closed their eyes upon impact, ready to lose themselves in this one shining moment. Unknown to the two who were blinded with their love, a light flickered as they collided – a perfect representation of the electricity that flowed between them now.

He was almost overwhelmed with the unrestrained passion that she unleashed on him. He kissed her back hungrily, placing his hands in the small of her back, pulling her tighter into him. Their lips parted for a moment, foreheads pressed together, her hand caressing his face, until they found each other again with, if it were possible, more passion than before.

Their tongues danced in perfect harmony as if they had been doing this every day of their lives, but their bodies now moved frantically, desperately, as he pushed her until her back was pressed against a pillar beside the same vending machine she had leant upon merely seconds earlier. He leaned against it now, with one hand; as their kisses became rougher, her own hand fluttered upwards, blindly finding his as if they were drawn to each other with magnets.

Her other hand pressed into the back of his neck; encouraged, Damon transferred his kisses down her neck and then to her collarbone as she threw her head back in ecstasy. He began to move lower, but gently, almost like a reprimand, she seized him again and returned his lips to hers, where they belonged.

He stole a quick kiss from her before pulling back, and together, by unspoken agreement, an invisible connection, they opened their eyes.

She gazed at him and he watched the process on her face – from surprise to adoration, then her stare flickered to his lips…

And only now did fiery lust rear its head behind her warm brown eyes. She leaned in, unable to resist him, and closed her lips upon his again.

Damon heard her soft moans as he kissed her, answering them with his own breathless gasps, and he felt her stumble against him, off-balance from the lightheadedness and the adrenaline rush they both shared. His hands roamed wildly all over her body, and she clearly did not object, judging from the way she pushed herself against his bare chest, longing to be closer. Her hand came to the back of his neck again, and Damon began to wonder where they would go from here, as neither of them felt any desire whatsoever to stop.

"Elena?" Jeremy's incredulous voice sounded behind him, and Damon groaned inwardly at the loss of contact as Elena returned to reality, pushing Damon from her.

"Oh my God, Jeremy, I…" she exclaimed breathlessly. She adjusted her cardigan, as it had started to make its way down her shoulders, and Damon reluctantly pulled his arms away from her and turned to face the unwelcome distraction.

Jeremy looked uncomfortable and disapproving, and Elena barely heard what he said, her mind too focused on the raven-haired man who took her breath away.

"Okay then," Damon said slowly, his eyes drifting back to her and lingering when she met his gaze. Elena looked away, struggling to compose herself, and Damon consequently abandoned all thoughts of continuing this wonderful experience now and turned back to the younger Gilbert.

"Let's go." His voice dripped with sarcastic enthusiasm as he stalked past Jeremy and back into the motel room.

And so brother faced sister; he stared at her, looking paternally disappointed that he'd just caught her moving rapidly towards a state of undress in the throes of passion with an older, not quite forbidden man. He breathed deeply before she could speak, to defend herself, and turned to follow Damon into the room.

Elena was left with her thoughts as company – and not very good company at that, as they whirled around in her head, each attempting to be heard over the rest.

Her emotions, however, flit like darting birds across her face; guilt was replaced by disbelief, which then became another half-smile with glittering eyes as she remembered the feeling of his lips upon hers.

She'd never ever felt that before; the rush of intensity and desire so hot it burned her, even now, and the longing for that one encounter to last forever…

But her fleeting pleasure then became one solid wall of confusion that she could not see past, and her brow furrowed.

Unanswered questions rang out clearly in her head above the clamour of her thoughts.

What did this mean?

What did she feel for Damon?

What did she feel for Stefan?

And most importantly, what would happen now?

As Elena followed the men into the motel room, the tension heavy in the awkward silence, she knew only two things for sure.

This time, she wouldn't let it go without having that talk.

And she wouldn't want to let him go any time soon either.