Of all of the ways Damon Salvatore had envisioned his day going, what he was dealing with did not make that list at all. He was gross, sweaty, and locked in the cellar. Dying of a terminal illness was about exactly as fun as it looked when he watched his mother do so so many years ago. It would have been much better to have been allowed to go quickly with a bit of dignity intact like Rose, but that was not to be for Damon. It's funny that he was always called the selfish one, when the reason he was in this predicament to begin with was that he decided for once to do something that was not selfish and save Stefan's impossibly annoying friends from Klaus. That their rescue would be the last time he strapped on his hero hair didn't merit mention, seeing as how it was apparently going to be the last time he did anything at all besides lie in a bed and suffer.

As if it were not bad enough, the last person he would ever see was apparently vampire Barbie. "Caroline," Damon rasped, "why are you of all people the one assigned to babysit me? Did you lose a bet?"

Caroline looked up from her magazine she was reading and uncrossed her legs. Her face pinched in irritation and she blew out a large breath before replying. "I'm one of the few people you won't eat in your stupider than usual stupor. At least, now I am…" They both knew exactly what she meant by that. Not long ago he made quite a few meals of her and as much as she didn't want to talk about that, she wasn't quite over it either.

"About that…" he starts with a sigh.

"It's whatever."

"Indulge this dying vampire," he whines dramatically. "I've been wanting to talk to you for awhile." She raised a thin blonde brow at that suggestion. "Okay, wanting is a strong word. I should say I've known that I need to talk to you for awhile, but my stupid pride gets in the way. I couldn't stare down the justified anger of a girl," he chuckles with a roll of his glassy blue eyes. "Well, I have nothing to be so vainglorious about lying on this cot locked in my own cellar, so allow me to square with you. Please." That already took quite a bit of his dwindling energy, so he closed his eyes to collect himself and await her response.

Caroline bristled immediately and began to even tremble a little bit with rising displeasure. "I'd love to hear what you 'squaring with me' would entail. I think you were pretty honest when you thought I'd never remember what you said or did," she snarled.

"No, I was pretty awful, not honest. I didn't know you so I couldn't really honestly say anything about who you were," he contradicts. "And before you interrupt to tell me that I don't know you know," he continues, guessing without opening his eyes that Caroline was going to stop him to say exactly that. She had opened her mouth, but she wasn't going to give him the satisfaction, she just closed it and let him keep talking. "I will tell you that I've learned a bit more about you since you've turned. I've learned that you genuinely care about people and you work damn hard to ensure you get what you want and that people see you a certain way. I've also learned that although you smile, you can hold a grudge and you don't just forget things.

"I made you forget things and I made you put up with things you didn't want. Seeing you take on being a vampire and help that mutt with his transformation, it showed me that if you were given half a chance there is a lot more to you than the surface qualities I was so dismissive of."

Caroline didn't appreciate the notion that he'd been observing her very much either, whether the conclusions he came to were positive or negative. Honestly this babysitting gig was starting to really strain her patience. "Why have you been watching me, Damon? Did you not get your fill of Caroline in your life when I was compelled?"

"Because I wanted to apologize!" he spat, exasperated. Raising his voice irritated his voice and caused him to start to cough pretty violently. That burst of emotion wasn't worth it and he was liable to throw up the last of the blood in his stomach if this coughing fit continued.

His sudden violent coughing spell shook Caroline out of the familiar pattern of picking a verbal battle with him and reminded her forcefully exactly what was going on. Damon was dying right in front of her and she had promised his brother she would take care of him. She set her magazine aside and walked over to him and picked up the hand towel on the table next to the cot and soaked it in water. "Hold still," she commanded shakily as she wrung it out and started to pat his sweaty face in hopes that cooling him down would calm him. She patted him and fussed over him and fed him some blood for the next few minutes, focusing on care taking tasks to try to collect her thoughts so that she could respond in a serious way. Once he had calmed and seemed to be doing a little better, she did. "And in what world doe apologizing to me require following me around and watching me?" she mostly asked herself since he seemed to have calmed back to sleep.

Damon chuckled weakly. "One thing you learn if you've been an asshole as long as I have is that apologies are not one size fits all. I was hoping to quickly discover that you were a simple, empty-headed girl." Her mouth widened in outrage and she started shaking her golden curls in a preview of the outraged response she was too angry to even begin. She had managed to progress from stareing to taking deep breaths by the time he cut in.

"Hey...it'd make it way easier. A gift basket, say sorry, and we're good." He was too tired to laugh at his one joke, but the corners of his mouth did lift a little.

The idea of Damon showing up with a literal gift basket was enough to break the tension and make Caroline laugh right along with him. "Oh we would NOT have been good with a gift basket. I would have left it on fire on your doorstep." She shook the image out of her head and sobered a bit. "After what you did to me, using me like that, you couldn't get on my good side by doing something more appropriate for if you had just forgotten my birthday." That reality check sobered him back up too.

"No," he continued seriously. "I couldn't, which is why I didn't do that. But I figured looking after you might be a better start. So I did that and bought some time until I got the opportunity to do something more substantial, and here we are."

Caroline's wide blue eyes narrowed with curiosity and she looked at him like she had never seen him before. "So THAT's why you saved me?" she puzzled. "I figured you did it for Elena...you saved me so you could apologize?" This was to be a night of many surprises.

"I saved you so that I could show you that I'm more than a selfish jerk. I wanted to show you that I was sorry, and I hoped that I could gather up the courage to look you in the eye and say those words." He paused a bit and started to look introspective. "I didn't expect to die."

The thought of him dying right in front of her struck Caroline in an unpleasant way. There is a big difference between knowing someone might die in the abstract and sitting by their bedside and watching them do so. "Had this not happened, I probably would have thrown the apology in your face," she started, "but that doesn't mean I want you to die. Honestly, I still hope somehow you don't." He looked at her and seemingly brightened just a touch. "Not that I want to be besties or anything." If he snaked his way out of mortality yet again she didn't want to be stuck pretending to like him. He started to chuckle and it quickly turned into a pathetically weak cough. Caroline debated between whether water or blood would be more helpful and ultimately settled on water. He managed to get a bit of it down and seemed to settle his throat, and that sapped enough out of him that he went back to sleep again.

Left alone with her thoughts, Caroline occupied herself with fussing over him and musing over her thoughts. This was about the most genuine as she'd ever see him be, so that was a little strange. On the other hand who really knows if he actually wanted to apologize or if he was only doing so because he was dying. And really, he still hadn't brought himself around to actually doing it. Is he stalling because it is that hard for him to apologize to someone or is that just all she's going to get? She was absently patting his face and chest with cool water when suddenly he stirred, shaking her out of her thoughts and nearly scaring her out of her undeath by looking directly and suddenly into her eyes.

"This is your lucky day," he smarmed with a shadow of his trademark smirk, "I'm going to give you a real, proper apology." It was time for a deep breath because this was Damon's least favorite activity but he could feel himself getting weak and confused enough he was going to have to either do this right now or it won't happen. "I really hurt you, so you deserve for me to beg your forgiveness-"

"You don't have to do this," Caroline interrupted as she shifted uncomfortably and looked away from his intense, serious gaze. She was used to him being a jerk and him being a jokester. She was not acquainted with a version of him that was absolutely serious. "You saved me and Tyler and I'm sure you're sorry."

He nodded and proceeded more or less as if she hadn't said anything. "I'm sorry, Caroline. I'm sorry that I compelled you not to fear me. I'm sorry that I forced you to run my errands. I'm sorry that I viciously fed on you and forced you to forget that I had done it and cover it up when people asked. I'm sorry that I terrorized you and used you." She started to tear up and shake her head because this was all entirely too much.

"Please Caroline, look at me. I know I haven't really earned your forgiveness yet, but since I don't have time to do so I'm going to ask for it anyway. Can you forgive me?" That took everything he had left, but he did it. That much talking left him out of breath and he wound up ultimately having to rest his eyes again and catch his very short breath.

Caroline smiled, a few tears falling. "Yes Damon, I forgive you," she choked out. "I didn't realize that was what I needed...what you just did."

Damon was more than a bit startled by her tears; he didn't expect that at all. "You needed me to apologize," he half asked and half stated. "What I did was awful so...that makes sense…"

"No," she protested. "I needed you to mean it. I honestly wasn't even exactly sure why you had stopped. I told myself that didn't matter since you can't do that anymore anyway now that I'm a vampire, but I guess deep down it still kind of did."

"You're right about the fact that I can't do that to you and neither can anyone else now," he half agreed slowly. "But you're wrong if you think that's the reason that I stopped doing that. I haven't done it to anyone else since you've turned either." Her eyes widened. "And if somehow I don't have to be put down like a rabid dog I won't do it to anyone else."

That prompted a true laugh. "Really, Damon? No feeding or compelling? Let's not get ahead of ourselves."

"I mean maybe a favor here or there, or some blood if I can't get hold of a bag," he clarified, "but that's not what I did to you. I had myself convinced it was necessary, or just what vampires do, but it wasn't necessary and certainly all vampires don't treat people like that. Nobody I've done that to has ever turned, so I never really got to see what that did to someone. They didn't remember any of it so it just felt like no harm and no foul. Now I know that's a pretty stupid and self serving way of viewing it."

She nodded her assent, a thoughtful look on her face. "Now you do." The mood in the room seemed much lighter with all of that said. When he started his apology Caroline was only indulging him because he was dying, and was doing so reluctantly at that. She had no intentions of forgiving him really, she was just going to pretend for his benefit and be relieved when all of this was over, him included. Now that he had actually done it, she found she felt very different. It was shocking how many parts of herself she could feel healing up just a little.

"So, Damon….hungry?"

"Starving!"

"I'm gonna go grab some blood. Don't run off!" He smiled at that, not wanting to risk laughing again. He was in no shape to run anywhere and she had locked the cell door when she left anyway. Luckily she returned at vampire speed so it was only a few seconds before she was standing in front of him with several blood bags. She put them in a little pile next to her seat and handed him one and drank another herself.

By the time Katherine arrives, she's moved her chair close enough to the cot to easily lean over and fuss over him and they are smiling and talking quietly. That was a strange enough sight to draw her up short. Talk about walking into the Twilight Zone. But of course she wouldn't be Katherine if not for her ability to recover quickly.

"I'm here to rescue you from Damon-sitting duty. I figured you may have staked him by now, but Iguess stranger things have happened. Here is the cure," she announced, waving the vial like Vanna White and showing exactly where Damon got his own smirk.

"Cure?!" Caroline and Damon both asked at the same time.

"Yep! Thank Stefan," she quipped, tossing it to Caroline before vanishing. As far as they knew there was no such thing, but the worst that could happen if she was lying is Damon would die. That would change nothing, so bottoms up. Heads Damon lives to put being a better man in action, tails he dies a much less agonizing death.

But of course Katherine loves her boys so we know how that coin toss went.