Elena glanced at her arm and then herself in the mirror, a clear look of worry and exhaustion in the eyes staring back at her. Clad only in a navy blue tank top and shorts, she sauntered into her room from her bathroom, unaware of the foreign presence until he made himself known to her.

"Cute PJs," Damon commented upon glancing up at her from the ledge beneath her window. He fiddled with something in his hand unseen by Elena as of yet.

Elena stopped, caught off guard by the familiar voice. For a moment there was silence, as if they both wondered what to say to the other. "I'm tired Damon," she informed him. It was clear that she was hardly in the mood to speak to him after all that had gone on that day and all that tomorrow could bring.

Damon rose to his feet, crossing the space between them and still twirling the object between his fingers. "I brought you this," he presented Elena's necklace to her as the pendent dangled from the chain in his hand and he half smiled.

"I thought that was gone," she stated, almost bewildered by its existence after the events that had gone on. "Thank you," she breathed and she reached out to his hand to take the necklace from him and replace it comfortably back around her neck. Damon pulled his hand away from her as if to state clearly that he wasn't going to hand it over so easily. "Please give it back," she said it half as a plea and half as a demand, unwilling to play his games tonight.

"I just have to say something," he advanced towards her and Elena answered with a weary step back, wanting to distance herself from him as he held the very object that she considered her safety in his hands, hands that she only trusted a bit more than half of the time.

"Why do you have to say it with my necklace?"

For a moment his brow furrowed and he seemed to be mentally debating how to say what he wanted to say. "Because what I'm about to say is probably the most selfish thing I've ever said in my life," he struggled to look at her in between his words and switched his glance from her face to her left and back again.

Elena took a deep breath and stood her ground, "Damon don't go there," she was unwilling to explore such feelings with him. Their relationship was already complicated, actually saying the words might only complicate it more.

"I just have to say it once," again he advanced towards her and again she took a step back from him, as if she wanted to run back to her bathroom and hide from his words, "You just need to hear it." Merely inches from her face, Damon glanced into her eyes and spoke the four words that were completely out of his character had he been speaking to anyone else but Elena. "I love you, Elena."

Elena opened her mouth to say something to him, but he interrupted her before she could, her eyes glistening in the light as if she was fighting back tears. "And it's because I love you that…I can't be selfish with you." She searched his eyes for something, anything to say to him, but any words only came out as a sighing breath.

Damon shook his head gently, "Why you can't know this," he added. He almost seemed to realize his words as he spoke them, "I don't deserve you…But my brother does," he seemed to come to the conclusion in that moment.

He leaned in and Elena thought he might kiss her and so almost unnoticed, she lifted her head to return his kiss, but his lips only planted themselves on her forehead and he held them there, unwilling to let go of that moment in time. Again Elena tried to say something, anything, but nothing came out when she tried.

"God I wish you didn't have to forget this," Damon brushed a bit of her hair from her face and smoothed it to move behind her ear. She gave him a puzzled look, confused as to what he was about to do until he looked to deep into her eyes as he'd done before, "But you do." He compelled her to forget all that he'd said as a single tear fell from his eye, the pain of losing Elena in his heart proving to be more than he could hold in.

She literally blinked and he was gone and it was not until he was gone that she realized what she'd wanted to say. As she'd previously thought that her necklace was gone forever, she had made herself consume vervain by way of tea. Of course, Damon did not know this. She went to her window, "Damon!" she called out into the night.

Damon was surprised that she called for him as he ran off into the night. He'd compelled her to forget, to forget his words and forget that he'd ever been there that night, why was she calling for him? At first he had no intention of turning back, no matter what it was, he couldn't go back there, not right now. But Damon was a selfish creature by nature; he couldn't help but want her, but want to go to her even if he had promised to keep his feelings to himself from now on. He turned back, went back to her window and back to her room, standing before her in probably the most vulnerable state she'd ever seen him in.

"Damon…" when she actually saw him, the words almost left her again. "When you tried to compel me…I have vervain in my system. I didn't think I would be getting my necklace back," she told him honestly, that was a start, but not really what she'd wanted to tell him.

Damon was dumbfounded by this new information and wondered what it meant now that there was no taking it back, not right now at least. It was true, she and his brother were not officially an item anymore, but it didn't mean that it wouldn't complicate things between himself and Elena in the future when she and Stephen ultimately got back together. "Elena, I wasn't lying when I said it was the most selfish thing I've ever said in my life, but if I can't take it back, then I won't," he stated simply. There was nothing he could do about it at this point and he didn't want to hear some lecture from her as to how he could do that to her. He went back to the window to leave, but it was her hand that held onto his arm that stopped him. Even if he could easily break from her grip, Damon wanted to stay and hear what it was that she had to say to him.

"Don't go, that wasn't all that I wanted to say," she took a deep breath, seeming to gather confidence before she could continue. "Damon, I care about you," she admitted. If he was going to allow himself to be vulnerable, she could only return the favor; especially after all he'd done for her today. "But I won't hurt Stephen and I don't want to hurt you," she looked into his eyes as she spoke to him. "I won't be your Katherine."

Those five words hit him like a brick, but he knew that in a way, he deserved them and that at the same time, she hadn't meant them to hurt him.

"I won't play you and Stephen against one another and ultimately against me," she sighed and sat on the ledge he'd been sitting on when she'd seen him for the first time in her room that night. "I love Stephen and I care about you. I don't want to make things difficult for either of you and I know I've already hurt Stephen and I know I've already hurt you, but you both still watch out for me," she looked at him, almost confused as to why they would do so.

"Elena, you are…one of the most beautiful and amazing women I've ever met," and of course in Damon fashion, he had to lighten the heavy mood a bit, "And I've met a lot of women in my time," he gave a small smile and crossed the distance between them before his face went back to solemn. "I will always protect you, no matter who you're with because I love you," he said to her. He was drawn to her and even if he wanted to hate her for being with Stephen, wanted to hide away from the pain it caused him, he could never bring himself to run away and be unable to protect her. He was Damon Salvatore, he didn't ever run from anything.

To this, Elena only looked from her hands in her lap to him. Even if it meant nothing, even if she might regret it, she leaned forward and gauged his reaction for a moment before placing her lips on his and kissing him. She kissed him in thanks to everything. She kissed him in thanks for every time he'd ever saved her, for every time she knew that he would save her, and for the fact that he loved her.

Upon pulling away after what seemed like an eternity, Damon knew there was no need for words after that, that anything he said about it would only ruin that moment between them that he knew would never occur again, or at least not in the near future. And so he settled for, "Goodnight Elena," before he moved to the window and left her room with a quickness that could only be seen by another vampire.