The next day Klaus took Caroline out to the city. There were street dancers, people painting on sidewalk, musicians, merchants, and so much more. Everywhere you turned there was something new to be seen. Caroline had never seen anything like it.

"This place is incredible!" she exclaimed, amazed at all the exciting things taking place around her.

"Isn't it?" he said, smiling. He took her hand which she, surprisingly, didn't mind. "I want you to see it all," he said lovingly.

He showed her around the town for most of the day, telling her the history of everything, how he built it, and how it was like before. She listened to everything he said, amazed that he could build a town with so much beauty and culture.

Finally, after walking around the city all day they decided to stop by Sophie's restaurant. The sun was setting so the vampires were starting to come out. Many of them were already at the restaurant.

"Is this where all the vampires hang out when there aren't any parties?" Caroline asked, jokingly.

"I guess you could say that," Klaus responded. He was worried that Marcel would be there to try something against him, or worse, Caroline. He pulled her towards him.

They sat down at a booth where they ordered their drinks and talked about the places Caroline would like to visit most. Everything was going great until Marcel showed up.

He walked in with three of his men behind him. He looked serious. Everyone in the place stared at him. He cracked a smile and just like that, everyone went back to their business. Klaus was annoyed at the amount of power Marcel held over these people. He remembered when it was him whom they feared like that.

Marcel waved his men off and went over to their table. Klaus, instinctively put his hand on Caroline's. He knew that Marcel knew about her. There was no hiding it now. Marcel noticed and looked at their hands. He smiled then looked at Klaus. "Klaus," he nodded. "I didn't realize you had such great taste in women," he grinned, looking at Caroline. She hadn't even noticed Marcel was looking at her. She was focused on Klaus. This, for some reason, annoyed Marcel. She doesn't even acknowledge my presence, he thought, frustrated, thinking of how he could get her attention.

Klaus took him out of his reverie. "There are many things you don't know about me, Marcel," he said menacingly. Marcel was annoyed but did his best to smile.

"That may be true... But you know what I do know, Klaus?" He looked at Caroline and then back at Klaus. "No woman could ever love you."

Caroline finally looked at Marcel. She looked visibly upset. That comment angered her. She stood up and faced Marcel, ready to tell him off.

"You don't know me!" she said loudly. Many of the vampires around them had now turned to look at the scene unfolding among them, surprised that anyone, especially someone like Caroline, could stand up to someone like Marcel. Klaus was smirking, amused by her reaction. He loved seeing this feisty side of Caroline.

"You're right. I don't," Marcel said in an equally fierce tone. "But I know Klaus. And trust me"- he was right in front of her now - "he's gonna do something that's gonna send you running for the hills. It's only a matter of time." He decided to annoy her some more. He also enjoyed seeing this side of Caroline. "And when that happens, and it will, I'll be here to fill his spot," he said flirtingly, knowing very well his last comment would strike a nerve.

Ugh, he's obviously trying to get under Klaus' skin, Caroline thought, not realizing that it was her Marcel was annoying and not Klaus. She looked at Klaus who was completely relaxed since he knew exactly what Marcel was trying to do. She looked back at Marcel who was smiling at her which pissed her off even more.

"You know what? I really don't need this right now," she said. She didn't want to start fighting with him in a room full of loyal vampires.

"Shall we go, Caroline?" Klaus asked, completely calm. He got up and gave Caroline his arm which she willfully accepted.

Instead of being completely enraged at Caroline for her outburst and disrespecting him in front of all the people in the restaurant, Marcel was impressed by her ability to stand up for herself. He hadn't been around someone like that for a long time. He had encountered some humans who had considered themselves brave enough to stand up to him but they were just foolish because they didn't know who he really was. But Caroline did. She knew exactly who he was but that didn't stop her. She's really something else, he thought.

"Well, it was nice chatting with you, mate, but unfortunately we have to go," Klaus said sarcastically. He flashed him a small smile and lead Caroline towards the exit. Marcel watched them go with their arms linked.

"Caroline!" he called out before they left the restaurant. Caroline and Klaus both turned to look at him, impatient to leave. "Have a good night," he said.

Wow. He must really be desperate to get on Klaus' nerves. She rolled her eyes at him. "Yup," she said and they walked out, not once looking back at Marcel as they left.

Marcel stood there a minute or two before he sat down in the same spot Caroline was seated a few minutes before him. He began to rethink his plan to use Caroline against Klaus. Do I really want to hurt this girl? he wondered. Of course I do! he corrected himself. She's the only thing I have against Klaus right now. I need to put this... compassion I'm feeling for Caroline aside and focus on the plan! He sat there for a few more minutes until the men he came with saw him alone and joined him. They went to a party where Marcel spent most of the night, distracting himself from Caroline and Klaus.