Summary: Caroline moves into Klaus' apartment and brings up old feelings from high school. Title from Hercules' "I Won't Say (I'm In Love)"

Rating: Mature/NSFW

In eleventh grade, Klaus' crush on Caroline was the worst kept secret in the whole school. They were friends through the fact that they shared a locker (same one from freshman and sophomore year) and often were partners in class. He did lots of cute things and said lots of suggestive things.

But Caroline just didn't feel the same about him as he felt about her.

So she confronted him about it.

"I'm too smart to be seduced by you."

"Well, that's what I like about you."

She told him they weren't going to be dating any time soon if ever, and let's just stay friends, 'kay? He'd agreed, and years later, junior year of college, they were still were.

So when Caroline got fed up with her building and asked to move into Klaus' apartment, he agreed.

The only problem was that he kept doing cute things. She was falling for him, and she didn't know what to do about it.

The first time she noticed anything was the second day. She was unpacking her DVD and CD collection (adding to Klaus' already impressive assortment).

Just as she was putting the Harry Potter series onto the shelf, her hair tie snapped and all of her hair fell around her shoulders. It was summer, hot as hell, and she was tired and sweaty from unpacking all day.

So she exclaimed, "really?" She made her tone as sarcastic and biting as she could.

Klaus' head popped around the doorway that lead into the kitchen. "Something wrong?"

"My hair tie just broke and I don't have any other ones," she complained.

"Come on, don't look so down. Have mine." He pulled one off his wrist and waved it in the air.

"Why do you have one?" She asked as she snatched it. "Thanks."

"No problem. I have one because I'm prepared for anything at this point." Between her and his sisters, he would have to be.

"Oh…okay." She smiled at him and they parted ways to what they were doing before, forgetting the encounter.

There were a few moments after that one, similarly forgotten.

Klaus cooked dinner, and rubbed her feet, and helped her with homework. Each little thing made her smile and wonder how she could repay him.

He wasn't acting like he had in high school – she hadn't caught him sketching her, he wasn't staring at her, and he didn't stutter. He wasn't walking the line between tolerable and stalker.

But he was acting like they were together, and she just didn't understand why. He must've gotten over his crush at some point, right?

She wasn't sure, and it scared her.

Over a long weekend a month and a half after she moved in, they had a horror movie marathon. It was a tradition of theirs born from years of tormenting each other.

She insisted that some lights be kept on (even though the shadows would be freak her out.) It had gotten colder as September moved into October, so she also insisted on blankets. They sat close but not touching and she was determined to keep it that way.

Except, she hated jumpscares and every movie had one. She ended up practically in his lap, clutching his shirt and hiding her eyes. He wasn't laughing at her – he was just as scared. He'd always tensed up during horror movies, hating the feelings the music and suspense gave him. (She'd always had an inkling that he watched them with her to get her close. Why else would he watch them, when they scared him so much?)

"Is it gone?" She whispered. He never looked away, meaning she could count on him to not let her miss anything important.

"Yes," he whispered back. She peeked over the blanket and saw it was just some hallway, bathed in green light.

They watched for a few more minutes until a loud clang onscreen led to a face on the screen, mouth open in a wide, disgusting grin and crazy eyes on full display. Caroline screamed and pulled the blanket over both their heads.

"I hate horror movies," she groaned over the sound of someone being eaten.

"Honestly why are we even watching them," he agreed. His arm was around her waist, making sure she didn't fall, and their faces were relatively close. It was too dark to tell, but she thought he was staring at her.

She giggled. "The first time was because I triple dog dared you, and you couldn't just say no."

"You ended up punching me, remember that?" He laughed. "I had to wear a bag of frozen peas for almost the whole day."

"Sorry," she said, falling onto his chest tiredly. All of the jumping, screaming, and even scared-crying had exhausted her.

He relaxed, all tension leaving him. "Think we should turn this off and go to bed?"

Caroline asked shyly, "can we stay out here? I don't want to be alone, or I'll never get any sleep."

He sighed but nodded. "Okay. Let me turn something else on real quick, though. What do we have that's not scary?"

She knew exactly what they could turn on, but it was an embarrassing relic of her childhood. After a moment of indecision, she spoke. She trusted him not to make fun of her. She trusted him with a lot of things.

"…I brought Where's Gary? from home."

"The Spongebob movie?" She nodded sheepishly. He laughed. "Alright then." He pulled the blanket off, and both were grateful that the screen was now some field where the main girl was crying and covered in blood. There was no monster, no face, and nothing scary except the girl's crying face. (Caroline hated how Klaus' eyes wandered over the girl's' body, and she was feeling petty. Sue her.)

He stood up and stretched, and instantly she wished he would come back. The apartment was shadowy, and the blanket cold without him. He searched for a moment, then quickly changed the DVDs. The screen went from black to yellow, lighting up the room.

He moved back to the couch and asked, "how do you want to do this?" There was only the couch and the old man chair that didn't recline.

"We can share," she said, hoping she wasn't going to do something she would regret. They were in sleep clothes (him a tee and boxer briefs, her in a tank and shorts, no bra in sight), and it would be way too easy to relive the horror stories she'd heard of friends sharing the bed. Or couch, in this case.

He raised an eyebrow but climbed in behind her. It was big enough to fit them both but small enough that they had to be moulded to each other like they were one. His arm went around her waist and held on tightly.

They laid there for a while, talking about the movies they'd seen. She was falling asleep pretty quickly though.

"You're ridiculously comfortable," she mumbled, snuggling backward. She didn't even think about what her body was doing – it had a mind of it's own.

He said something back, but she was sleeping before it could register.

Finals came and exhausted both of them.

They barely saw each other, just in passing. Caroline would come home to shower and eat, then go back to the library. Klaus was camped out at the table, and they'd only really waved to each other.

They'd gone summers without talking before, but it felt different that time. They'd been talking every day, whenever they both had free time, and now they weren't.

She made it her job to talk to him, after that. Even if she didn't really have time.

She refused to think about why, exactly, she had hated going so long not talking.

The holidays came quick after that. Thanksgiving, they spent apart with their respective families. Caroline's mom had stayed local, while only Elijah and Rebekah had stayed after the Mikaelson family moved to New Orleans.

But Christmas, they spent together. They'd gotten each other presents before, but always small ones.

That year was not the case.

Their tree had broken on the 22nd, leaving them without one, and all the big parts of the meal had spoiled.

It was shaping up to be a terrible Christmas. Caroline was on the verge on a mental breakdown, feeling the stress pile up more and more. She wanted a perfect Christmas, wanted everything to go to plan. (And maybe put up a mistletoe. But not for her and Klaus. Nope.)

Klaus made it all better, though. He told her they didn't need to do things traditionally and paid for a nice meal of pizza.

When it came for exchanging presents, he'd gotten her a beautiful infinity bracelet and a pair of earring she'd seen his grandmother wear before she passed. (Which was a big deal considering his grandmother had been a rich, old-fashioned Norse lady who'd loved Caroline to bits.)

She'd gotten him a watch he'd been asking for, a set of Japanese Tombow Mono drawing pencils, and a Montblanc sketchbook (thankfully for sale). She'd wanted to get him things that were special, that he'd use. (And maybe she wanted him to sketch her, even though when he had in high school, she hadn't liked it.)

He'd been so happy, he'd immediately started sketching and exaggeratedly checking the time every ten minutes.

She'd watched him do it and bugged him about what he was drawing for hours, heart swelling.

In January, Klaus caught Caroline doing something she'd successfully hidden from him for years.

She was dancing, sliding around in knee high socks, and loudly singing '500 Miles'. All while trying to do the dishes.

She was only alerted to his presence when he slid up next to her and started drying. There was a strict no-shoes rule, so his sliding wasn't the surprise. The surprise was that he was there at all. He was supposed to be out on a blind date (one that she'd helped him get ready for with a heavy heart and a lump in her throat that she was pretending weren't there).

"Oh my god!" He quirked his lips, not bothered by her loud exclamation. She turned the music down so she could question him. "What are you doing here?"

"She wasn't interested in me, so we left. What happened to you going out for the night?" He put a dish in the washer, then started on a new one.

She shrugged, also continuing her task. "Everyone cancelled. Bonnie is sick, Elena is fighting with Stefan and Damon again, and Matt had to work last minute. Wouldn't have been fun going out by myself."

"Well, there's still time if you want to get dressed."

She set the bowl down with a big smile on her face. "Really?" He was notorious for never going out to clubs. Tonight was her lucky night, if he was being serious.

"Really."

"Oh my god, okay, hold on. I'll be right down," she shrieked and ran upstairs. As she was putting on her tightest dress, a small part of her brain told her she was going to have Klaus drooling before the night was over.

She forced it to shut up.

When they came home that night, they were both drunk. Shoes were kicked off quickly, and the door accidentally slammed shut.

He stumbled into her just inside the doorway. "Sorry."

She waved a hand. He laughed and moved to the kitchen. She followed after him, knowing if she didn't drink some water, she'd hate herself in the morning.

He was leaning up against the counter when she finally got there. They really had too many freaking pieces of furniture for her to bump into.

She smiled at him and swayed her hips as she got a water bottle. She'd been teasing him all night.

She got a few gulps before he growled and moved closer. He pressed her up against the empty sink, arms on either side of her body. She set her bottle down, and rested her hands on his shoulders. "Are we doing a heart to heart?" She giggled.

He shook his head. Instead of saying anything, he leaned closer and kissed her. She gasped, and his tongue took advantage, sweeping into her mouth.

Their first kiss had been during a game of spin the bottle in ninth grade. There had been no tongue – it had barely been a peck, and no effort on either side. Not the case for this kiss. She pulled his whole body so that it pressed right up against hers, and her fingers went to his hair. His arms wound around her waist, and he dominated the kiss.

After a long time, they broke for air. He whispered, "I love you."

And the record in her brain scratched. She pushed him away before he could kiss her again. He licked his lips but didn't try anything.

"We're drunk, Klaus, we can't…." She looked at him, feeling frantic.

"Oh. Oh, yeah. Okay." He dragged a hand through his hair and threw a thumb over his shoulder. "I'm gonna go to bed then. We have all the time in the world to do this but I gotta – "

"Okay, goodnight." If she heard the end of that sentence, she was going to jump his bones.

"Night, love."

As soon as he was gone, she downed the rest of the bottle and fled to her room.

The next morning, it was revealed he remembered nothing except where they went and the first few rounds.

She breathed a sigh of relief and spent the whole day ignoring him. Every time he asked why, she deflected.

It went on like that for a few days before she could look him in the eye again without picturing all the filthy thoughts she had when she went to bed that night. He'd really opened her eyes to what she was doing. Living with the guy she was insanely attracted to, for one, and fantasizing about said guy (who was right next door), for two.

It made her back way off, try to get her head on straight.

Klaus took what he could get over those few days. So when Caroline finally opened back up, he pounced.

He was teasing her all morning, but she didn't have it in her to give her usual snarky comments.

Eventually, he asked, "okay, what's wrong? You ignored me for days and now you aren't sassing me back. What happened?"

"It's nothing, Klaus. I'm just tired." And falling in love with you, she didn't say.

She tried to walk away, but he moved swiftly and blocked her path. He held her upper arms to keep her from going anywhere, like she could get past him even if she wanted. "Caroline, something happened. Just tell me. Please."

Caroline shook her head. She hated when he said please. He said it so rarely, it always meant he really wanted something when he did. She could never resist his please and he knew that. But if she told him, then he'd freak out, shut down, and push her away. She'd rather deal with awkwardness than not having him at all.

"Did someone do something to you?" She shrugged, not wanting to lie. He had done something to her – he'd kissed her and made her face the feelings she wanted to ignore. "Who do I have to punch?" He demanded.

"No one! I'm just tired, okay?" She pried his fingers off and pushed past him. He let her, though she could tell he wasn't happy with her answer.

"I'll find out if it was one of the Salvatores or Enzo. Or Tyler!"

She turned around, pissed. "Don't bother. It was you!" Then she locked herself away in her room and refused to answer his questions.

Hours later, she went downstairs, hungry. Klaus was in the kitchen, standing at the spot where they'd kissed. He watched her as she grabbed a granola bar and leaned on the opposite side.

They were silent for a while, thinking. Caroline hated it. She hated that it was so awkward, but what was she supposed to do? Tell Klaus that he'd kissed her and practically ruined her for any other guy? Tell Klaus that she was mostly in love with him and that every one of her thoughts had something to do with him? Hell no.

Eventually, he asked, "did I tell you I love you?" She nodded. "And I kissed you." She nodded. "Caroline, I am so sorry. No wonder you didn't tell me. I forced myself on you, I forced my feelings on you again, and – "

"Wait, wait. What do you mean? You didn't force your feelings on me. I kissed you back."

"Because you felt forced to!" He grit his teeth, making her wince. It was one of her least favorite things about him.

She rubbed her temples. "Klaus, listen to me. I didn't tell you because you couldn't remember and I didn't want to make things awkward when you realized I kissed back." She looked him in the eyes, overwhelmed with nerves. "I like you. Actually, I really like you. I knew you'd act all weird if you found out, which is exactly what's happening. That's why I didn't say anything."

He scowled. "You don't have to lie, Caroline. I know you don't like me like that. I don't need you to spare my feelings by lying to me."

She crossed her arms. "I'm not lying to you about anything. I do like you. I did kiss back, because I wanted to. And I ignored you for three days because I didn't want it to get weird, not because I'm scared of you sticking your tongue down my throat or whatever."

He stared at her. She stared back.

After a while, she broke. "So? Do you still like me back?"

He let out a breathy chuckle, like he just couldn't believe her. Basically, their typical situation. "Yes."

They smiled at each other, all the tension leaving the air. Caroline remarked to herself, it was literally a breath of fresh air.

She moved towards him, determined to make things as right as she could. She wrapped her arms around his middle, and sighed into his chest. His arms found their places (they were curled up together so often, she knew exactly where he would rest them now), and they stood there, content, for a while.

Not too long after, Caroline pulled Klaus in between her bare legs and gently bit his bottom lip. She was trying to be sexy, but she wasn't sure how she managed it after an all-nighter.

He laughed, pulling away slightly. His hair was in disarray and stuck up in all directions, but he'd never looked hotter to her. Though she was unsure about her own appearance, his was, without a doubt, one hundred percent sex god.

Not that he would get to know that. His ego didn't need inflating after round three last night. Still, she was getting hot just looking at him. Her hand snuck down, under the blanket, not quite touching him where he wanted.

He shifted, trying to get her hand in the position he longed for. When he spoke, though, he told a different story. "Caroline, we need to sleep. We'll miss class."

She smiled at him, trying for coy. Her hand above the blankets rubbed from his pectoral to his shoulder blade. He shuddered. "One class each isn't that bad. We can just get notes from someone."

Her fingers wrapped around him, causing him to moan sexily. She didn't have that much experience, truth be told, but it was still the hottest sound in the whole world. "Maybe you're right…."

An hour later, they weren't quite asleep yet. They were curled under the blankets, underwear on to make sure they got their required rest. (Caroline insisted. If she had access, she would do something about it, and Klaus was the same way. If they didn't, they'd never sleep again.)

"Mm, you're warm," she told him, snuggling into his chest. Her toes were pressed between his calves and her fingers were tucked under her head and chin. He was wrapped around her like an octopus, fingers carding through her hair.

"Thank you," he whispered back, content but alert. His smile turned wicked. "You're very warm, too. And wet." He pulled her closer, to whisper in her ear, "and inviting, too." His last words oozed with a double entendre.

She squealed, pushing him away. She was exhausted, though, so he didn't go very far. They both ended up laughing quietly.

They were quiet for a while, just laying together and soaking up the closeness. Rebekah had caught wind of their confessions, and was around 24/7 trying to get dirt on them.

She blinked and yawned, curling up a little more.

He grinned. "Are you part cat?"

"Shuddup," she said back, lightly swatting at his arm. Her aim was wonky with her almost-sleeping state, but he didn't comment.

Instead, he said to her sleeping form, "I'm going to marry you someday, you half-cat."

(Spoiler alert: he did.)