A/N So this picks up where the other chapter left off. The next update probably won't be till after the 5th depends on how and when I finish my essay. School comes first and foremost. So if I update before then you know I've been procrastinating. And then you should just come in and scold me. Anyway enjoy! ;)

Chapter 3

Caroline drove around aimlessly for a while before she realised she didn't want to be anywhere but at home lying in bed, with a tub of chocolaty chocolate ice-cream and Oreo's on the side as she channel surfed the television, ultimately deciding on a day time TV show. She figured she had earned the right to let herself wallow, which is exactly how Stefan found her later in the day.

"Hey." called a voice from her bedroom door, startling her a little she wasn't expecting him to show up, but ultimately she should have known better. He would always be there for her.

"Hi." Her voice croaked, before she cleared it with a small cough.

"I see you've started lunch without me." he said gesturing to plentiful of wrappers belonging to assortments of various junk foods, as well a few blood bags lying by her bed side table.

"How bad is it?" she questioned from her spot on the bed ignoring his previous statement.

"How bad is what?"

"Don't play dumb Stefan. You know what." she voiced exasperatedly.

He paused briefly, considering his words wisely. "Things could be worse."

A groan left her lips, as she realised that it was that bad. She got up from the bed and started pacing. She suddenly couldn't sit still. She was angry at herself. She should have just avoided Tyler, should have never turned back to him. Maybe it wouldn't be such a big deal. Who was she kidding? Captain of the cheerleading team and the star football player, fighting; this was golden news to the schools population. They would all want to know what happened, those brave enough would question them, others would whisper behind her back.

School was supposed to be her safe haven throughout all this supernatural mess and well now she was at a loss of how to continue. Sure she could pretend to not hear the whispers, not take notice of the glares digging into her back, and ignore the questions, but it wouldn't be the same. She let out another groan, this time laced with frustration, the news would die down. But it would not be soon enough.

Her next problem was Elena. She wanted her best friend back. She wanted to be on good terms with both Elena and Bonnie at the same time. She wanted them by her side. She didn't know what to do. She had withdrawn herself from them, unintentionally—withholding information from the two. Space had been what they needed. But it seemed that it had had the opposite effect it had thrown them further away making things even more difficult. Their friendship had never ever been this broken. But she would be damned if she let them go as well, wasn't it enough she gave up on Tyler. She would have the strength to fight for her sisters. She would not let this be the end of 18 years of friendship. Her heart let out a slight ache. She just wanted things to be back to normal.

It seemed like she was covered in a dark cloud of rain and today had been the storm, she felt all washed out, battered, as blow by blow hit her and in the finality of it all, she had lost him. She paused, standing still as she let it all sink in she had lost Tyler, one of the most important people in her life; a person who had made her stronger, one who had accepted her flaws and helped her through them. And that's when the brunt of pain hit her as she fell to the floor in heap, light striking pain crashing over her. She let out a sob, tears racing down her face. Grief had engulfed her, encompassed every nerve, rendering her completely hopeless. Emotion swirled all around as her entire body trembled from her crying…she couldn't do this.

Stefan watched Caroline as she rapidly moved from one side of the room to the other, muttering words hastily under her breath and even with his super hearing he could only catch snippets of it. However after a while she then stopped midst her ranting pace and as if something had struck her she fell to the ground, her knees giving out on her. He rushed to her side, watched as she broke right in front of him. His non-beating heart wrenched at the sight of her. She had tried to be so strong. She had been strong for him; helping him through all his problems, now the tables had turned once again and it brought him no trouble as he lent his willing shoulder for her to cry on. He not only could imagine what she was going through he knew the extent of heartbreak and how much it hurt. But what he hadn't known was how much on the outs she was with Bonnie and Elena.

The two had cornered him at the end of second period history, with questions about Care and Tyler. He had heard whisperings but he didn't know the new gossip was concerning Caroline. The girls had been unaware that Tyler and Caroline were through or the fact that they had even been having problems. Bonnie had yelled at him…though she had probably been yelling at herself, he had taken her anger in stride. She had stormed away from them leaving Elena and him alone. Her eyes sympathetic they, both knew what she was going through.

"She probably doesn't want to see us" she had spoken, "But would you please let her know we'll be there for her the moment she wants to talk." She said with the utter most concern.

He nodded at her words, not trusting himself to speak right at this moment.

As he turned to leave her she had called out "I'm glad Caroline has you. I'm sure you've figured out now where Bonnie and I stand with Caroline at the moment. She has barely spoken to us in weeks. You've been there for her when we couldn't be. You'll get her through this. She looks up to you. She listens to you, take care of her Stefan."

Taken back by her words, he hadn't realised how much he meant to Caroline. Sure he was her friend but he had somehow surpassed even Bonnie and Elena's bond with Caroline. But he didn't give it much thought as Elena's words seemed to sink in, a familiarity in them sung. He had spoken the exact words to Damon when Elena had been having her hallucinations after killing Connor. He had told Damon to find Elena because she would listen to him and get through to her. What did this mean for them? Was something going on between him and Caroline, and he had been just too blind to see it? Did he like her in more than a friend way? No. That couldn't be. They were friends, just friends. It couldn't be.

Stefan was tugged out of his thoughts as Caroline let out whimper. He had held her in his arms. Her face buried into his shoulder as he had tried to soothe her. Petting her hair, telling her it was okay to cry, that is was okay to feel this pain, he knew it hurt. It hurt a lot. She just had to let it all out. He moved them to the bed, kicking off his shoes, while still holding her; he slipped them both into the bed. And just let her cry it out, rubbing smooth circles on her back.

She didn't need his words, she just needed him.

Stefan didn't know how long they lay in the same position but she had finally settled down; no longer trembling, her eyes closed. She looked at peace. That's when he realised she had fallen asleep on him. She was beautiful as she lay on top of him, clinging to his shirt. He felt the familiar sensation–one he now associated with Caroline—stirring up inside of him. He thought back to his earlier thoughts. Was this because of that? And that's when it hit him. He liked her, he genuinely liked her. For weeks he couldn't place what he felt around her, all the stirrings and the butterflies, the uncontrollable affections and now all the signs pointed to her and him. He hadn't felt like this in a very long time. Now that he knew what the feeling was. He could bring out the memories when he had felt it, two times in his life and both times with Katherine and Elena. He looked down at her in disbelief, how had she managed her way into his heart? How had it happened? When had his feelings for her become more than friendship. Her curls were a mess, but still he welcomed her fruity smell, he inhaled letting the aroma burn down his throat. It seemed to calm him down immensely and with that he let his thoughts dissipate and it wasn't long before he joined her in a deep slumber.

A door slammed, waking up Caroline, groggily she opened her eyes and was accosted not by the sun's rays but the moons as darkness had descended upon every crook and cranny of her room only to be blanketed by the light of a full crescent. She then became aware that a pair of arms locked around her waist holding her, warmth spread all around her as she discovered she was lying upon Stefan's chest. She could feel the soft rise and fall of his chest as he breathed serenely. His face shocked her, for she could finally see a 17 year old boy rather than a 150+ vampire. There was no trace of worry, no brooding look, no stern face, just a beautiful boy on the cusp of being a man frozen for all eternity. She lay still upon his chest afraid to wake him up as she watched him enthralled by his beauty.

"You know it's rude to stare" he says without opening his eyes, a smirk making its way across his face. She giggles at his statement and his heart perks up at the sound. Caroline's laugh is contagious which turns his smirk into a full blown 50 watt smile.

"It's also offensive to be so good looking but you don't hear me complaining about it." Caroline banters back playfully and he lets out a chuckle, his chest rumbling against hers igniting things her body had never felt otherwise. And before she could give it anymore thought he had rolled her over, placing his hands at her sides, eyeing her playfully.

As if anticipating "Don't you dare—Stef—STEFAN!" Caroline shrieked as he started trickling his fingers up and down. "STEFAN—please—STOP!" she cries out between her giggles.

Stefan relents but at the same time Caroline accidently kicks him in the shin throwing him off-balance, which then resulted with a thud as they both catapult to the floor in a tangle of limbs and sheets.

"Damn Caroline, where'd you learn to kick that way? That hurt." He teases as they untangle themselves.

"You started it!"

"I did not."

"You did so." Caroline she says sternly her hands on her hips. She holds the face for a few seconds before pretences fall and they are full out laughing again.

They settle down soon after.

"I can't remember the last time I laughed like that. It felt good."

"Same." uttered Caroline.

"Caroline?" Stefan says seriously, changing the tone of this conversation.

"Yeh?" she questions softly.

"You know Elena talked to me today. Why didn't you tell me you guys were having problems?"

She falters for a response but instead shrugs her shoulders.

"Caroline what's going on? You've isolated yourself from your best friends. Why? You didn't even tell them about Tyler. What's wrong?"

She shrugs again reluctant to talk about it.

"Caroline" he warns.

"I don't know" she finally mumbles.

He gives her a pointed look.

"It's just things have changed now that Elena's a vampire. And on top of that the whole Damon thing. Trading in you in for your brother, Damon's not good for her. Like seriously how can she not see how good you are for her? I'm just at odds end with Elena; I don't understand her right now and how she's also bleakly ignoring the sirebond as if it's nothing." she says exasperatedly.

"Look Caroline, I know it pains me to say this. But Damon isn't the worst person and he does love her. I know he's done some horrible things to you. But you can't deny it; he's not the same person he was back then, now. He's changed and a lot of that is because of Elena. She makes him better. I've seen so many changes in him some subtle some drastic. She brings out the Damon that I once knew as a child.

Whether or not there was a sirebond. Her feelings were genuine. I could see it even when she human. The way she would act around him, she trusted him; he was there for her when she needed him most, hell he's been there from the very start. Did you know Elena met Damon first?"

"What?"she exclaimed

"I overheard them the night she transitioned she was talking with Damon, he had compelled her to forget meeting him. They had talked and apparently he had wanted her 'to get everything she was looking for'. See even back then, she had somehow managed to worm her way into his cold still heart. Anyhow regardless of that things between me and Elena weren't working out. Things have been heading downhill for a while now. After my bender up and down the country we haven't been the same. And on top of that I've done some pretty unforgivable things to Elena. We weren't going to work; all we would have ended up doing is hurting one another. And I love that you see so much good in me Caroline, but deep down… I'm not good for her. But Damon is." he finishes off conclusively.

"I didn't know you guys had so many problems. She of course told me about them, but not how much they affected your relationship. I'm sorry Stefan. But do you really think Damon is good for her?"

"I do" Stefan nods "It's taken me a long time to come to terms with it, but I've seen them together, he makes her happy and vice versa. I can't deny them that. And I owe my brother and Elena that much. Just talk to Elena. Let her explain to you, and try to understand from her point of view. Just listen to her."

"Hey I listen!" she calls out.

"I know you do" he placates her. "And then go and talk to Bonnie, because she yelled her head off at me today. Talk to both of them. Elena said to tell you, that whenever you're ready to talk that they'd be there. I know you miss them, and they miss you too. Don't let your friendship end because of this. Okay?"

"'Kay" she says.

"Good. Now are you up for a six- hour-Jane-Eyre-distraction?"

"The BBC version?" she perks up. "This calls for Ice-cream."

"You mean you didn't eat everything?" referring to her earlier junk binge.

"I was saving it for later." She grins.

Stefan always managed to brighten her day, no matter how bad of day it had been, his smile, his warmth, he was the one that always got her, even before she got herself.

Caroline may have a storming cloud above her and the only moments of clarity seemed to when Stefan was by her side helping her out, extending the umbrella to cover her as well.

A/N YES were finally getting somewhere, Stefan figures out that he likes Caroline. Now how are things going to change between the two? Omgawd finally this chapter is finished. This took longer than I expected. I hope I didn't come off as too OOC but if I did, meh it's my story. I was really struggling with this chapter, thanks to everyone who helped me with it, and thanks to all the people who reviewed last chapter, I'm sorry I haven't had time to respond yet, been super busy. And in case you missed next update will be after the 5th. I probably won't start writing till the 5th. Assignments suck especially during the Christmas break. And yeh tell me what you think. Likes? Dislikes? HAPPY HOLIDAYS LOVE:)