She absolutely couldn't believe her eyes. It was just impossible, so impossible. She had been standing in the eastern part of the barn, tucked away and unseen, when Klaus had confronted Caroline. She was smitten, that much was obvious, but it was the look in Klaus' eyes that had taken Rebekah so aback. Klaus was smitten, too. With this human girl from the slums of the city.

And when his vampiric half had taken over, he hadn't drank from her, killed her, or even biten her. Instead he pulled away, unheard of for Klaus. Of course he had masked it with the skill that is only present in an Original, and the girl was unaware of what had really occurred, but the gesture alone was astounding. He was absolutely stuck on her.

Rebekah looked at the girl, almost in pity. She was obviously very confused and if Rebekah was correct also a little angry. Caroline reminded Rebekah of a younger her, a less experienced her. It made her wish that Klaus had never met Caroline, because she was doomed to meet heartbreak in death just as Rebekah had a million times over.

Alexander, Marcel, and now Stefan. Just his name crossing her mind caused a million pins to stab all over her body. But now was not the time for grief. There would be no million chances for Caroline to get it right, as a human there would only be one major heartbreak in her life; Klaus. She had chosen her fate without even knowing it.

And now here Caroline was, no doubt conflicted by the turbulent emotions Klaus was known to bring. Rebekah sighed, and decided to confront the doomed girl.

"Caroline." She called, and the young girl glanced up. She had not been crying, but her eyes were expressive and Rebekah was sure that in their look she saw not only sadness but also the feeling of being lost. Her blue eyes were swimming.

"Sorry, Rebekah, I'm not in the best state of mind." Caroline said, and Rebekah's eyes softened. The girl really was stunning, all soft lines and timeless features.

"I know how you feel." Rebekah said softly, motioning for Caroline to join her by sitting on a bench next to her. "It's Nik, isn't it?" She asked calmly, and watched as something very brief flashed across Caroline's features.

"Yes. He's just so, so… overwhelming." Rebekah chuckled.

"I have lived most of my life with him, and I can confirm that." Rebekah said and Caroline looked down at the dress she was wearing, deep in thought. "Do you love him?" The question must have come as a surprise to Caroline, for her head whipped up to look at Rebekah.

"No. Well, I don't think so. People always want something from you, and I don't know what Klaus wants from me. He's certainly been very forward with his actions, and I'm always a little on edge around him." Caroline confessed, glancing down at her knotted fingers with a blushing face.

"Do you want to be with him?" She asked this because holding feelings for someone and wanting to be with them were two very different sides of the same field.

"I… I don't know. I don't want to be here, I know that. I mean, I think I don't. But then sometimes I look into his eyes and I want to be near him, which scares me. But, I miss home, and I don't belong in a place like this." Caroline looked at Rebekah with big, hopeful eyes. Rebekah sighed internally. She was such a 20's girl, so brash but actually very scared on the inside and also deeply scarred. Caroline was looking for answers that the older girl wouldn't be able to give her.

"I'm out of my league." Caroline whispered, and a red tint rose to her cheeks. Rebekah's eyebrows furrowed for a moment, and then raised.

"Caroline! Please don't tell me you are a virgin!" Rebekah exclaimed and embarrassment flickered across the younger girl's features. She nodded sheepishly, no longer meeting Rebekah in the eye. "Oh, god. Caroline, sweetheart, does Klaus know?" Rebekah felt a surge of unexpected affection for this girl, here she was playing the equivalent to Klaus' hunter in a game she didn't know.

"Of course he doesn't know! Unless he can read minds, which, at this point, I wouldn't even doubt." Caroline said, blushing furiously once again. Rebekah's mind raced. This truly was the worst predicament.

"You're gonna be copacetic in the end, sweetheart. I promise." Rebekah found herself wanting to help Caroline, though how much good she could do she was unknowing to. While she knew it was an empty promise, she was also aware that it would help Caroline.

Her own love life was shattered, Stefan was now wandering the earth somewhere, unaware she even existed. She wanted Caroline's fate to be better than the bleak outlook it had now; to be the victim of Nik's inevitable anger.

She knew it would be Mikael that would eventually kill this story, she didn't know how, there was just this terrible gut-wrenching feeling.

"Really?" Caroline asked, and Rebekah could then see her true age. She was so young to have met someone like Klaus. She was probably barely twenty.

"Really. Just, be careful." Rebekah offered her, patting Caroline's hand gently, the only gesture she could really offer her as of right now.

"I'm trying."

-j-

Klaus was sitting at his desk, leaning his elbows on the hard alder wood surface, holding his head in his hands. Why could he not get his fucking shit together?

Before him lay the plans for the Mikael revenge that Elijah and Kol had drawn up just a couple of minutes ago, and he was supposed to be reviewing them. But no, of course he couldn't manage this simple task while his blonde torturer was on his mind.

He could try to blame the presence of Kol's rose behind her ear as to why he couldn't control himself and his vampiric side had taken over, but no, it really was just her. She made his blood boil, in the best and worst ways.

She had been standing right in front of his favorite horse's stall, and seeing Potere giving her hand kisses had given him the strangest jolt of feeling, one that he had never known before.

Maybe if he just gave in and took her already, in all the ways he imagined, everything would just become so much simpler. He would fuck her, then kill her, and then focus on the goal at hand. He had never claimed to be righteous, after all. But for some reason the kill her part made his head hurt; hence his current position. There was a knock at his door, breaking him from his thoughts.

"Yes?" He called wearily, practically already knowing who his visitor was. It was Elijah that stepped through the door, of course, with a determined look about him.

"Klaus, she needs to go." Elijah spoke with no preamble whatsoever, staring down at his brother. He sat down in the chair opposite Klaus' desk. Klaus' eyes snapped up to meet his.

"Why do you say that?" Klaus tried to make his voice stay calm, he really did, but even he could hear his anger peeking through.

"She's a distraction, a dangerous distraction. I can tell you haven't even looked at the plans I gave you. We need your head in the right place." Elijah said wisely, and it ticked Klaus off. He always gave Klaus his unwanted advice, managing to sound like a caring brother and a self-entitled asshole all at once.

"I can focus just fine, thank you." Klaus responded, leaning back in his chair, his fingers forming a steeple. Of course Elijah had noticed Caroline's power over his mind.

"Klaus, I meant it as a warning, but if you do not rid of her or start to focus, I will do the job myself." Elijah said, looking unflinchingly into Klaus' eyes. His jaw ticked at his brother's words, and the rage flowing freely in his veins was surprising and unsettling.

"Don't you dare threaten her." He said, not even trying to control his anger this time.

"Now this is surprising, Klaus. Protective, of a human girl?" He questioned, his eyebrows raising in challenge. Klaus did not need to be reminded of Caroline's fragile state.

"Elijah, she may be human, but make no mistake; your death will come before hers if you continue to threaten her so." Klaus spoke with finality, Elijah stood, nodding. He walked away from him, towards the door.

"Be careful, Niklaus." He said before exiting the room. Once Klaus was sure he was out of earshot, he spoke.

"I'm trying."

-j-

I walked into my room, shutting the door after me in welcome isolation. The room had never seemed more inviting.

After my strange conversation with Rebekah, my mind was reeling. Be careful. Resonated through my brain. Why would she say that about her own brother?

I had come to the conclusion that the Mikaelson family was built off of secrets, and I shuddered to think of what the creators of such a family would be like. I was itching for something, but I couldn't seem to clear my mind.

I peeled myself out of the dress that he gave me, leaving it in a pool of expensive fabric on the floor. I then crawled naked into the cool confines underneath of the comforter on the bed, even tugging it above my head. I felt the need to escape to the abyss of sleep, even though it was midday. Spending a couple of hours with the Mikaelsons will do that to you.

My mind was still racing when sleep managed to find me.

-j-

He couldn't help but groan when another knock sounded at his study door. Surely another one of his angry siblings coming to berate him.

He hit the nail on the head as Rebekah stormed in, not waiting for a reply to his knock. Her face was the perfect picture of irate anger.

"Nik! How dare you!" She said, and it would be yelling but she managed to keep it under a subdued level. He raised his eyebrows.

"How have I managed to upset you now, darling?" He asked in a somewhat calm voice as his sister seated herself in the chair Elijah vacated not too long ago. Her eyes blazed. It was a familiar look to him now.

"Why are you toying with an innocent girl?" She questioned him outright, and Klaus' anger was peaked once again. Why in the hell did his family have no boundaries when it came to Caroline? Any other girl and they wouldn't have cared what kind of games he was playing. And innocent? Not exactly the descriptor he'd use for Caroline.

"Toying? Rebekah, I don't have time for this. You barely even know the girl, let's not act like you are some kind of guardian angel." He said and his little sister's body now shook with anger.

"Actually, I think you'll find I've spent more time getting to know her than you!" Rebekah exclaimed, and Klaus' jaw ticked.

"Rebekah. What are you getting at?" His patience, not that he really had any to begin with, was wearing thin. Her eyebrows raised in challenge.

"Nik, you are using tactics against her that she doesn't even know yet." She said almost slyly, and Klaus' nostrils flared.

"What. Are. You. Talking. About." He managed to get out. Its times like these he regrets not permanently keeping his siblings daggered.

"The lovely girl you're so stuck on is a virgin." Klaus' brain immediately cleaned blank. It couldn't possibly be true. A virgin? But, she would have told him, wouldn't she?

"Rebekah, if I find out you're playing with me-"

"Nik, I swear to you that I am not."

"How do you know this?" Klaus' eyes narrowed. How could he not have known? A centuries old vampire and he had been blind to this? For all the times he had kissed her he noticed her hesitance, but he figured she was simply shy. Not a virgin.

Something inside of him stretched excitedly at the thought that she was unclaimed in every way, but he kept that at bay for now.

"She told me. I mean, I guessed it first, call it women's intuition, but she's not exactly good at keeping a secret." Klaus was at a loss.

"What am I to do?" He said, and even though it was more of a thought slipped out loud, Rebekah's eyes softened.

"Nik, go easy on her."

"I'm not exactly the best at that."

"You'll try for her." She responded, and she sounded sure for some reason. He stood up abruptly.

"Where are you going?"

"To see her, of course."

-j-

I wasn't exactly sleeping when I heard the door to my room open, more like daydreaming. And instead of lifting my head from the covers to confront whoever had come in, I decided to stay tucked away in the now sweltering heat underneath my covers.

"Caroline." Klaus called, and despite the warmth I was surrounded by, I shivered. His voice did things to me. I still refused to pull the covers back, and he chuckled. I was sure by now he had seen my dress on the floor and had deduced that I was naked. I could hear his footsteps nearing me.

"Love, are you hiding from me?" He asked, and there was a predatory edge to his already dark tone. I hummed in response. I wouldn't call it hiding exactly, just that I was emotionally exhausted and had no wishes to face him right now.

"Hmm. Well, if you don't come out in five seconds, I'll just have to find you." He said, and now there was a playful layer to his voice. He found this amusing. And to think I had thought myself the cat on the first night I met him. I could almost laugh at myself now. With this man I was most certainly the mouse.

Suddenly the comforter was pulled back and a ray of blinding sunshine snuck through the opening. I shrieked in surprise, burrowing further away from the light and yanking the covers back down, effectively hiding from him again. I could hear his carefree laugh and I smiled. He had a nice laugh.

Then I heard some clunking against the marble flooring as I assumed he removed his shoes and they fell to the ground. The covers were lifted again, except this time I had nowhere to run to and this time he climbed in. I could feel the powerful aura that constantly surrounded him now magnified as we both hid in the darkness. I was now very aware of how naked I was. I couldn't see a thing, though, and this made it slightly less embarrassing.

We weren't touching, yet, but I felt incredibly close to him in that moment.

"What are you doing in here love?" He asked, and his voice was soft and almost comforting. Oh, how quickly his moods shifted. I shivered involuntarily as I felt him move closer to me.

"I was sleeping." I murmured, my voice tiny in the darkness. His hand suddenly came into contact with my bare stomach, and he left it laying there. I felt him sidle up to my side, so that one half of me was completely abuzz with arousal. He, of course, was still clothed but when my revealed skin brushed up against the roughness of the fabric of his clothing I couldn't help a gasp.

"Sleeping? What tired you?" He questioned as his hand still lay, unmoving, distractingly, on my stomach. I turned my head to face him, not that it was of any use in the pitch black.

"You." I said very quietly, and I heard his intake of breath, so close to me. I closed my eyes as I felt his lips brush against my cheek, and they slowly moved down past my ear, along my neck, and finally reaching my shoulder. It was incredibly erotic that I couldn't see anything, including him, but was forced to focus solely on his touch, my whole body honed in on where his lips went.

"Caroline." I felt a sharp tingle up my spine as he said my name. It was delicious coming from his accented mouth. "What made you decide against any clothing?" He spoke against my skin, and I'm sure he felt the goose bumps there.

"The lack of access to night wear." I answered and I felt his smile on my skin.

"Are you trying to torture me, love?" He asked and I could tell there were two meanings to his question. His mouth moved laterally, over my collarbone. It stopped and he pressed a kiss to my skin.

"Maybe." My voice came out a breathy whisper as the hand still immobile on my stomach held me captive. He chuckled darkly at my words. Then suddenly his lips were on mine, effectively ending his questioning.

His mouth moved rhythmically against mine in a way that I found familiar now, though no less arousing. His tongue battled with mine and won, exploring my mouth with expertise. My hands reached out to loose themselves in his unruly hair and I urged him closer into my mouth, feeling desire shoot mercilessly through my center.

His hand moved then, down to my hip and his body shifted so that he was now above me, his hand pulling me into his clothed body. I didn't remember to feel self-conscious about my nakedness, though his clothing brushed roughly against my skin whenever he moved. It had the same effect. His hands then moved to my thighs and pulled them gently apart so that he could settle in between them.

My legs moved of their own accord to wrap around his lithe torso and I moaned quietly into his mouth as the rough material of his pants rubbed against my core. It was just not painful. His lips broke away from mine suddenly and I whimpered at the loss of contact.

"Caroline…" His voice was husky and I could tell something was wrong but I kept my legs latched around his waist. "Why did you not tell me of your innocence?" He asked quietly.

I was suddenly grateful for us still being underneath the covers, as he couldn't see my immediate blush. I knew exactly what he was referring to and I silently cursed Rebekah for telling him.

"I… I don't know." I said quietly, and my hands were still in his hair. "It isn't exactly something I bring up in everyday conversation." I was blushing again.

"But wouldn't you think I would want to know?" His question caught me off guard. He didn't sound angry exactly, just… I wasn't sure what was going on inside his head, as per usual.

"I guess so." I murmured and he sighed. My fingers moved slightly in his hair. "I'm sorry." I offered quietly.

"You needn't apologize, love." He said gently, and his hand shifted on my bare hip. I couldn't believe we were having a conversation in such an intimate position, as I was still throbbing with desire.

"But you are angry with me?" I asked, for it was what I was afraid of.

"No. I'm just… surprised." He said quietly, and his blessed accent gave me chills. Mmm. I've managed to surprise him, I suppose that's good. He moves suddenly to wrap his arms around my waist and tugs so that I was crushed against him, slightly smothered in his arms. I couldn't help my smile. His embrace was incredibly comforting.

Silence befell us, but we remained wrapped up in each other underneath of the covers. He seemed to be quite unaffected, but I was aching for him to continue. My hands fell to his shoulders, and I urged him closer so that my mouth was at his ear.

"Klaus." My voice was husky and wanton. "I want you." It came out a heady whisper, and I felt his surprising growl vibrate against me. I was quivering. And to think I thought him unaffected, for I could feel him harden in between my legs.

His lips sought out mine again and we played the same dance of control, and similar to all the other times, he won it. I was a slave for his touch as his hand traveled down from my hip, brushing softly against my quivering core. I gasped at the contact.

Touches that left me whimpering were given, and they seemed to say "I know you. I know what makes you feel fire." And I did, deep inside of me. He left a trail of sloppy kisses across my neck after breaking our kiss, until he reached a spot just under my jaw that made me moan when he sucks on it. So he did, and my ardent moans fill our hideaway under the covers.

My hips undulated against his hand as it worked miracles, and he wasn't taking any prisoners. The roughness of his touch left me breathless, and I called his name as his other hand cups my breast. My entire body ached for more.

I reached up to blindly unbutton his shirt, wanting to feel his skin on mine. I made my way down his shirt, and in the darkness it's slow. Finally I reached the final button, and he aided me in pushing his shirt off of his broad shoulders.

Since I was blind in the dark and my eyes were closed anyways, so I explored the planes of his body with my hands. He was toned, but not bulky, more of the lean type that I adored. My hands moved across his chest as I explored the dips and curves of his sinewy muscle. I suddenly reached the edge of his pants and he bit down bluntly on the skin of my neck where he had been sucking.

His hand moved infinitesimally faster against my center, drawing moans from my mouth as his fingers came in contact with my bud. I was quaking under the pressure, but I managed to undo the button of his pants.

Courage from somewhere inside of me seeped through and I moved my hand into his pants. Of course Klaus had gone commando, so I came into immediate contact with his hard member. It was throbbing, and I wrapped my hand hesitantly around the thick shaft. He groaned into my shoulder.

I began to move my hand up and down, in time with his own hand that still moved against my center. His cock was stone wrapped in velvety softness, and I was enthralled by the feel of it. I was nearing a cliff, standing on the precipice. It was like nothing I had ever known before. I moved my hand faster and he suddenly plunged a finger inside of me.

The movement surprised me and I called out his name instinctively. My hand stopped as I was left immobile from his touch, and his finger increased pace inside of me. I was shaking in seconds. Then, all at once, he curled the singular finger in me and tugs down on my clit and I fell right off of the cliff.

I was moaning his name as I came, my eyes squeezed shut and my whole body singed from the waves of pleasure. I felt a sharp pain as he bit down again on my shoulder. It was all-encompassing, the way he made me feel, and it was something I was never had before. My walls clenched around his finger as he moved it again, riding out my orgasm. Pleasure was still tearing through my body minutes later, and I couldn't help but think this was not normal. I was gasping for breath when my body eventually calmed down.

He pulled his finger out of me as I tried to regain the ability to think, and he gripped my wrist to pull my hand out of his pants. Klaus moved his head so that it was buried in my chest, and I was certain he could hear my pounding heart from his position. His weight felt delicious on top of me. I moved my limp hands so that I could wrap my fingers in his curls.

"I, I can't." I heard him say moments later and my brow furrowed as my fuddled brain comprehended what he was saying. "It's way too much." He said quietly, and I was left utterly confused.

"Klaus, what's wrong?" I asked timidly, my voice betraying how aroused I still felt. He was still resting in between my thighs.

"I can't keep in control." He confessed, but I was still confused. It didn't sound like he was talking to me, more to himself. "You're so goddamn fragile." He spoke, and now his tone was steeped in anger. Before I could answer, not that I had a clue as to what to say, he rolled off of me and I whimpered as his body scraped against mine with the action.

He was out of the covers and I heard him walking further away from me before I even knew what was happening.

"Klaus, wait-" The slam of the door cut me off.

I was left alone in my secret hideaway, shaking, aroused, and confused out of my mind.

Author's Note:

Whew. First major smut scene, check. Please please review and tell me what you think of it, I'm still a little shaky on the smut front and would love some direction from you guys.

So, we definitely see Caroline's and Rebekah's relationship developing here, as so many of you guys requested to see. Klaus pinned it perfectly "her guardian angel", just how far can angel's fly, though?

And in this chapter Klaus finally finds out that Caroline is indeed a virgin. A couple of you asked about this plot line, and yes it will play a part. I wanted both of them to start off extremely confident in themselves and then find out that they're actually quite weak in some aspects. Here's one of Caroline's, and you'll see more for Klaus if you haven't figured it out already ;)

Also, how often do you guys want updates? At the pace I'm writing right now I could do every other day *tentative, I'm in school*, but would this time frame be too often for you guys? LET ME KNOW.

I'm really excited about the upcoming chapters, there are definitely some great Klaroline moments that I love and some outside characters digging their way in. xx

Review, review, review! I want to hear all of your thoughts! Even the bad ones!

Best,

J.