Disclaimer: I do not own the right to the vampire diaries

Author's note: I haven't written fanfic in awhile, but seeing that scene with Damon and Elena really inspired me. So this story takes place after 3x19. The originals still exist in my story, but of course I'm putting a twist on everything. Hope you enjoy. Please feel free to comment. Thanks

Her hands were shaking as she clenched tightly to the pockets of her coat, hoping to get some semblance of control. A slight breeze brushed lightly through her hair, sending chills down her spine as memories of that night awakened deep inside of her.

Elena was lying in bed, tossing and turning in the sheets of some dirty motel room.

"Why did I ever agree to go on this road trip?" she thought to herself.

Of course she needed to see Jeremy. Make sure he was safe. Get him to talk to Rebekah, but…

"I should have gone with Stefan. Safe and reliable Stefan." Of course just as those thoughts crossed her mind, another part of her was tingling with excitement knowing she was alone in a motel room with Damon. Elena chastised that part of her. She was angry with herself for wanting someone so badly that sometimes the need was too great to bear.

Elena tried shutting her eyes, waiting for the waves of sleep to pass through her. It never came. But he did.

Damon walked in like a raven in the night sky. Elena felt a lump form in her throat as Damon's sculpted chest was revealed to her in all its glory. Damon smoothly swung a shirt over himself, leaving the buttons undone. Elena felt her hands dampen with sweat, her skin melting on the covers, her eyes drinking in his beauty as he sat down in a chair staring forlornly into his cup.

"He seems so sad," Elena thought despondently. She felt a great need tug at her… to wrap her arms around him…make him know that it will all be alright. She needed to be near him, to hold him, to touch him…

Suddenly Damon's eyes were staring right back into hers. Completely startled, Elena instinctively shut her eyes, hoping that Damon didn't notice how long she had been staring. Of course the image of those sad beautiful eyes tempted her to look back into them. Elena wanted to keep her eyes closed, but Damon's eyes always had some power over her that she could never understand. The lack of control she had when she was with Damon, frightened her.

Elena's eyes opened once more, locking into his mesmerizing eyes. Then they just stared at each other for what seemed like a lifetime. Elena couldn't look away. He practically hypnotized her and had full control. She wasn't even sure she was breathing.

Damon slowly rose from his chair and walked over to the bed. Elena felt his warm body slide next to hers. Her pulse quickened instantly and knowing that Damon heard caused her cheeks to slightly blush.

"Control yourself Elena. Just be calm and remember to breathe."

Elena felt herself breathing, but it sounded unnatural…as if she was gasping for air. It was torturous to feel him next to her and smell his arousing scent. Elena made sure to not glance his way and tried to get some control over her breathing. Suddenly, Damon's fingers lightly touched hers. His hand slid right in between her fingers and they were holding hands. Her heart felt itself try to jump out of her chest. Still trying to look away, she heard her breathing get faster, her pulse now racing. Her body was aching to be touched by him… all of him. Elena was in pure agony.

She jumped out of bed and left the room before she could get another glimpse of him. Elena walked over to the soda machine and wrapped her arms around herself. Her resistance was diminishing and the pain was unbearable. She heard Damon suddenly appear behind her.

"Don't," Elena heard her voice shake unsteadily. Gusts of wind swept through her hair and felt almost like someone stroking her face. She shivered.

"Why not?" Damon's smooth voice was like the caresses of the wind. Elena tightened the grip around her waist….her resistance almost gone.

"Elena." His voice calling her name. Her heart ripping apart. Her resistance gone.

Elena ran into his arms and felt her lips passionately kiss Damon's. They were lost to each other as he fervently kissed her neck against a wall. The pleasure came in waves, increasing as his tongue slipped though hers. She moaned in ecstasy. All thoughts were lost to her. Damon was the only thing in the world.

Elena felt herself awaken from her reverie. Her body was warm with the memory of him. Without her realizing it, Elena had been lightly stroking her lips, her resistance succumbing to her desires once more.

Of course Jeremy had interrupted them that night and Elena convinced herself she had made a mistake. She told Damon that she still didn't know what she felt for him.

"Of course you do…you coward," she whispered to herself. In fact she always knew, but she was afraid. Afraid with her feelings…afraid of Damon…afraid how she was around Damon. But just remembering his lips caressing her skin made her knees go weak.

"I need him," she admitted to herself. Elena thought she was crazy. Like some obsessed woman who couldn't control her cravings. But she didn't care. She loved Damon and wanted him desperately.

She started running down the street past a row of cars, her feet still weak from her memories, but her heart pounding to get to Damon. She was almost past the row of cars when she noticed a strange man standing in front of her. He was staring right at her.

"Excuse me? Do you need something?" Elena asked in confusion.

"Someone sent me to deliver a message," the strange man announced. As Elena got closer, she noticed the man's spiky blonde hair and small frame. She thought that she might be able to take him, but he was probably a vampire. Elena tried not to let this guy scare her.

"A message? What message?" Elena was proud her voice never quivered.

The man's deep voice bellowed through the air. "Stay away from Damon!"

Completely mystified, Elena was lost for words.

"If you don't heed this warning, there will be consequences. People will die," the man warned ominously. The man was now inches away from her.

"You're crazy. Why would anyone want me to stay away from Damon?" Elena asked perplexedly. Suddenly the man grabbed her and Elena quickly kicked him in his groin. Surprisingly, the man kneeled over, crying in pain.

"You're…you're not a vampire," Elena whispered in shock. The man rose up again and gave her an eerie smile.

Without warning, the row of cars that Elena had passed moments ago, exploded and fire roared deep into the night. The shock of the explosion had Elena thrown into the ground.

Despite the pain, Elena looked up to see the strange man standing on top of her, still smiling.

"Who…who sent you?" Elena whimpered.

"Next time blood will be spilled. Just remember the warning," he threatened and turned away.

"Just tell me…who sent you? TELL ME?" With tears threatening to spill from her eyes, Elena watched as the man walked away.